Common use of Examination of Mortgage Files Clause in Contracts

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 24 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac5), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac2), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac1)

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Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 20 contracts

Samples: Pooling and Servicing Agreement (Structured Asset Mortgage Investments Ii Trust 2005-Ar5), Custodial Agreement (Bear Stearns Mortgage Funding Trust 2007-Sl2), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac3)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 14 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-Ac6), Pooling and Servicing Agreement (Bear Stearns Arm Trust, Mortgage Pass-Through Certificates, Series 2004-11), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He3)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan Seller’s custodianthe Custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 11 contracts

Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A4)

Examination of Mortgage Files. Prior to the related Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Custodial Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Custodial Mortgage Files and the Retained Mortgage Files available to the Purchaser or its agent for examination which at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be at made by the offices Purchaser or by any prospective purchaser of the Trustee Mortgage Loans from the Purchaser, at any time before or after such Mortgage Loan Seller and/or such Mortgage Loan Closing Date upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Custodial Mortgage Files and the Retained Mortgage Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief or remedy as provided in this Agreement. In furtherance of under the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Master Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling 's Warranties and Servicing Agreement. In additionThe Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller's instructions. Upon the Seller's receipt of the Purchase Price, upon request the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents specified above to the Purchaser. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be returned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in Seller within two (2) Business Days after the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 11 contracts

Samples: Mortgage Loan Purchase Agreement (Banc of America Funding 2006-2 Trust), Mortgage Loan Purchase Agreement (Banc of America Funding Corp), Mortgage Loan Purchase Agreement (Banc of America Funding 2006-3 Trust)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors anx xxxxxtors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors suxx xxxxstors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors xxxxxxxrs or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors xxxxxxxrs or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 11 contracts

Samples: Pooling and Servicing Agreement (Structured Asset Mort Inv Ii Inc Bear Stearns Arm Tr 2004 1), Pooling and Servicing Agreement (Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2004-9), Pooling and Servicing Agreement (Charlie Mac Trust 2004-1, Mortgage Pass-Through Certificates, Series 2004-1)

Examination of Mortgage Files. Prior to the related Closing Date, the Purchaser shall have the right to perform on-site due diligence at the premises of the Seller with respect to the Mortgage Loans. The Seller will provide information and otherwise cooperate with the due diligence reviews of the Purchaser, its co-investors, its financial partners, its designees and the rating agencies. The Seller shall make the legal files and the credit files, together with any payment histories, collection histories, bankruptcy histories, broker's price opinions, and any other information with respect to the Mortgage Loans requested by the Purchaser, available at the Seller's offices for review by Purchaser, its designee or its agents during normal business hours before the related Closing Date. At the Purchaser's expense, the Purchaser shall have the right to order additional broker's price opinions in its sole discretion. Prior to the related Cut-off Date, the Purchaser shall have the right to reject any Mortgage Loan (a) On for which the documentation listed in Credit File is missing or before defective in whole or in part, (b) for which the Mortgage File Delivery Date, each Mortgage Loan Seller will have made related broker's price opinion varies substantially below the appraisal provided in connection with the origination of the related Mortgage Files available Loan or poses other marketing issues, (c) which does not generally conform to the Purchaser Seller's underwriting or its agent for examination compliance guidelines, (d) which may be at does not conform to the offices terms of this letter agreement or is in breach of the Trustee representations and warranties set forth in Section 9.02, or (e) for which the credit or compliance characteristics do not comply with federal, state or local requirements. Purchaser shall notify the Seller of any such rejected Mortgage Loan Seller and/or such no later than three business days prior to the related Closing Date. Notwithstanding the foregoing, the Purchaser may purchase all or part of the Mortgage Loan Seller’s custodianLoans without conducting any partial or complete due diligence examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution repurchase or other relief for breach of Mortgage Loan representations and warranties, missing or defective documents or as otherwise provided in this the Purchase Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors repurchase or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or substitute for such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.04.

Appears in 10 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He3)

Examination of Mortgage Files. At least ten (10) Business Days prior to the related Closing Date, the Seller shall either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (for Mortgage Loans that are not MERS Designated Mortgage Loans), pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before or after the offices related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans do not conform to any of the Trustee requirements set forth in the related Purchase Price and Terms Letter, or as an Exhibit annexed thereto, the Purchaser may delete such Mortgage Loan Seller and/or such Loans from the related Mortgage Loan Schedule, and such Deleted Mortgage Loan (or Loans) may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller’s custodian, purchase some or all of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect impair in any way the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief remedy as provided in this Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Mortgage File with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each repurchase such Mortgage Loan Seller agrees to provide to as the price and in the manner specified in Subsection 7.03. Upon the consent of the Purchaser, Bear Xxxxxxx and the Seller shall make available to any investors the Purchaser in digital format on compact disks or prospective investors in the Certificates information regarding the DVDs, selected Mortgage Loans and their servicing, to make the related Mortgage Files available File which shall include, without limitation, imaged documents required by the Purchaser to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices conduct an examination of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateFile.

Appears in 10 contracts

Samples: Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs), Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-11), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors xxxxxxxrs or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors xxxxxxors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors inxxxxxxx or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors inxxxxxxx or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 9 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-Fr1), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-He6), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-Ac7)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Purchase Price and Terms Letter to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Purchase Price and Terms Letter or the Initial Purchaser's underwriting standards, such Mortgage Loans may, at the Initial Purchaser's option, be rejected for examination which purchase by the Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loans shall be deleted from the related Final Mortgage Loan Schedule and may be at the offices of the Trustee or such replaced by a Qualified Substitute Mortgage Loan Seller and/or such pursuant to Section 7. The Initial Purchaser may, at its option and without notice to the Seller, purchase all or part of any Mortgage Loan Seller’s custodianPackage without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 8 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A2), Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2005-A8), Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Af1)

Examination of Mortgage Files. At least five (a5) On or before Business Days prior to the Mortgage File Delivery related Closing Date, the Seller shall deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan Seller will have made in the related Mortgage Loan Package to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage, pertaining to each Mortgage Loan. At least five (5) Business Days prior to the related Closing Date, with respect to each Mortgage Loan in the related Mortgage Loan Package to be purchased, the Seller shall make the related Servicing Files and Credit Files available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its agent designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for examination which any reason, such Mortgage Loans shall be deleted from the related Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the offices Seller, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreementherein. In furtherance of the foregoing, each event that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan Seller shall make after the related Mortgage Files available to Closing Date, the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionSeller shall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.03.

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-He1), Pooling and Servicing Agreement (GSAMP Trust 2006-He7), Pooling and Servicing Agreement (GSAMP Trust 2006-He4)

Examination of Mortgage Files. Prior to the related Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Custodial Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Custodial Mortgage Files and the Retained Mortgage Files available to the Purchaser or its agent for examination which at the Seller’s offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be at made by the offices Purchaser or by any prospective purchaser of the Trustee Mortgage Loans from the Purchaser, at any time before or after such Mortgage Loan Seller and/or such Mortgage Loan Closing Date upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Custodial Mortgage Files and the Retained Mortgage Files shall not affect the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief or remedy as provided in this Agreement. In furtherance of under the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Master Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Warranties and Servicing Agreement. In additionThe Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller’s instructions. Upon the Seller’s receipt of the Purchase Price, upon request the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents specified above to the Purchaser. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be returned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in Seller within two (2) Business Days after the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 7 contracts

Samples: Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-1f), And Servicing Agreement (GSR Mortgage Loan Trust 2007-2f), And Servicing Agreement (GSR Mortgage Loan Trust 2007-Ar2)

Examination of Mortgage Files. Prior to the related Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Custodial Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Custodial Mortgage Files and the Retained Mortgage Files available to the Purchaser or its agent for examination which at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be made by the Purchaser at any time before or after the offices related Closing Date and by any prospective purchaser of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Loans from the Purchaser after the related Closing Date, upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Custodial Mortgage Files and the Retained Mortgage Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief or remedy as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make under the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling 's Warranties and Servicing Agreement. In additionPrior to Seller’s receipt of the Purchase Price, upon request the Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller’s instructions. Upon the Seller’s receipt of the Purchase Price, the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents specified above to the Purchaser. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the related Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be returned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to Seller within two (2) Business Days after such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 7 contracts

Samples: Reconstituted Servicing Agreement (LXS 2007-3), Reconstituted Servicing Agreement (Lehman XS Trust 2007-1), Reconstituted Servicing Agreement (Structured Asset Securities CORP Mortgage Loan Trust 2007-Wf1)

Examination of Mortgage Files. (ai) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 7 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar1), Pooling and Servicing Agreement (GreenPoint MFT 2006-Ar2), Pooling and Servicing Agreement (GreenPoint MTA Trust 2005-Ar3)

Examination of Mortgage Files. At least ten (10) Business Days prior to the related Closing Date, the Seller shall either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (for Mortgage Loans that are not MERS Designated Mortgage Loans), pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before or after the offices related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans do not conform to any of the Trustee requirements set forth in the related Purchase Price and Terms Letter, or as an Exhibit annexed thereto, the Purchaser may delete such Mortgage Loan Seller and/or such Loans from the related Mortgage Loan Schedule, and such Deleted Mortgage Loan (or Loans) may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller’s custodian, purchase some or all of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect impair in any way the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief remedy as provided in this Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Mortgage File with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each repurchase such Mortgage Loan Seller agrees to provide to as the price and in the manner specified in Subsection 7.03. Upon the consent of the Purchaser, Bear Xxxxxxx and the Seller shall make available to any investors the Purchaser in digital format on compact disks or prospective investors in the Certificates information regarding the DVDs, selected Mortgage Loans and their servicing, to make the related Mortgage Files available File which shall include, without limitation, imaged documents required by the Purchaser to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices conduct an examination of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateFile.

Appears in 6 contracts

Samples: Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)

Examination of Mortgage Files. Not later than five (5) Business Days prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased, the related Mortgage Files Loan Documents, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be made by the Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination which prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the requirements of the related Purchase Price and Terms Letter, such Mortgage Loans, at the Purchaser’s option, shall be deleted from the related Mortgage Loan Schedule, and, pursuant to Subsection 7.04 of this Agreement, may be replaced by a Qualified Substitute Mortgage Loan (or Mortgage Loans). The Purchaser may, at its option and without notice to the offices Seller as to whether it has examined the Mortgage Files, purchase all or part of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief as provided in this Agreementherein. In furtherance of the foregoing, each Mortgage Loan Seller shall make From the related Mortgage Files available to Closing Date until thirty (30) days after the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionrelated Closing Date, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide upon notice to the PurchaserSeller, Bear Xxxxxxx and shall have the right to any investors commence or prospective investors in continue its examination of the Certificates information regarding Mortgage Files related to the Mortgage Loans to be purchased and their servicingsold on such Closing Date. If, based on the results of the examination conducted during such ten Business Day period, the Purchaser identifies any Mortgage Loans that do not conform to make the requirements of the related Purchase Price and Terms Letter, such Mortgage Files available to Loans, at the Purchaser, Bear Xxxxxxx ’s option and to such investors or prospective investors upon giving notice (which may be at by electronic mail) to the offices Seller no later than one Business Day after the expiration of such thirty day period, shall be deleted from the related Mortgage Loan Schedule and, pursuant to Subsection 7.04, either (i) repurchased by the Seller and/or such at the related Purchase Price (as calculated pursuant to Section 4 and the related Purchase Price and Terms Letter) plus accrued and unpaid interest thereon at the applicable Mortgage Loan Seller’s custodianRemittance Rate or (ii) replaced by a Qualified Substitute Mortgage Loan (or Mortgage Loans). Such repurchase or substitution shall be effected by the Seller within thirty (30) days from the date of its receipt of notice from the Purchaser requesting the same. The rights and remedies set forth in this Section 5 are in addition to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatethose set forth in Subsection 7.04.

Appears in 6 contracts

Samples: Mortgage Loan Purchase and Servicing Agreement (CSMC Mortgage-Backed Trust 2007-2), Mortgage Loan Purchase and Servicing Agreement (CSMC Mortgage-Backed Trust 2007-3), Mortgage Loan Purchase and Servicing Agreement (Sequoia Residential Funding Inc)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall, at the Initial Purchaser’s option (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation (and any trade stipulations), the terms of this Agreement or the Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 6 contracts

Samples: Reconstitution Agreement (Dsla 2006-Ar2), Master Mortgage Loan Purchase and Servicing Agreement (HarborView 2007-7), Reconstitution Agreement (HarborView 2006-13)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 5 contracts

Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Investors Trust, Series 2006-A2), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A3), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-A1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodiancustodians. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriter and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx the Underwriter and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodiancustodians) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx the Underwriter and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx the Underwriter and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-He1), Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Ar2), Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Ar1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Merrilll Lynch Mortgage Investors Trust, Series 2005-A10), Pooling and Servicing Agreement (Merrilll Lynch Mortgage Investors Trust, Series 2005-A10), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investor Trust Series MLCC 2005-3)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Subsequent Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Subsequent Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-Ac8), Pooling and Servicing Agreement (Saco I Trust, 2005-Wm2), Pooling and Servicing Agreement (Mortgage-Backed Certificates, Series 2005-7)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Trade Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Trade Confirmation, such Mortgage Loans may, at the Initial Purchaser's option, be rejected for examination which purchase by the Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loans shall be deleted from the related Final Mortgage Loan Schedule and may be at the offices of the Trustee or such replaced by a Qualified Substitute Mortgage Loan Seller and/or such pursuant to Section 7. The Initial Purchaser may, at its option and without notice to the Seller, purchase all or part of any Mortgage Loan Seller’s custodianPackage without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 5 contracts

Samples: Purchase and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-A1), Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar5), Purchase and Servicing Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-3)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Sxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Sxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Bankunited Trust 2005-1, Mortgage Pass-Through Certificates, Series 2005-1), Pooling and Servicing Agreement (Bear Stearns ARM Trust 2006-2), Mortgage Loan Purchase Agreement (Bear Stearns Mortgage Funding Trust 2006-Sl5)

Examination of Mortgage Files. At least five (a5) On or before Business Days prior to the Mortgage File Delivery Closing Date, the Seller shall deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (except with respect to each MERS Designated Mortgage), pertaining to each Mortgage Loan. At least ten (10) Business Days prior to the Closing Date, with respect to each Mortgage Loan to be purchased, the Seller shall make the related Servicing Files and Credit Files available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its agent designee at any reasonable time before or after the Closing Date. If the Purchaser makes such examination prior to the Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for examination which any reason, such Mortgage Loans shall be deleted from the Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the offices Seller, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreementherein. In furtherance of the foregoing, each event that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan after the Closing Date, the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.03.

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Gs Mortgage Sec Corp Mort Pass THR Cert Ser 2002-Wmc1), Mortgage Loan Purchase and Warranties Agreement (Gs Mortgage Sec Corp Mort Pass THR Cert Ser 2002-Wmc1), Pooling and Servicing Agreement (Gs Mortgage Securities Corp Mort Pa Th Ce Se 2002-He)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Sxxxxxx, the Certificate Insurers and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Sxxxxxx, the Certificate Insurers and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 4 contracts

Samples: Warranties and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-Ac1), Distribution Instructions (Bear Stearns Asset Backed Securities I Trust 2005-Ac6), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-Ac1)

Examination of Mortgage Files. At least seven (a7) On or before Business Days prior to the Mortgage File Delivery related Closing Date, each Mortgage Loan the Seller will have made the related Mortgage Files available shall either deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, or make available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser and Seller, copies or originals of the credit and servicing files, including the Mortgage File (collectively, the "Credit Files"). Such examination of the Credit Files may be made by the Purchaser or its designee at any reasonable time before or after the offices related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable under the terms of the Trustee or related Purchase Price and Terms Agreement, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller’s custodian, purchase some or all of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect impair in any way the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief remedy as provided in this Agreement. In furtherance of Notwithstanding the foregoing, each the Purchaser may not demand a repurchase or other relief or remedy due to the failure of a Mortgage Loan Seller shall make to comply with the related Mortgage Files available to Underwriting Guidelines if the Purchaser or its agent from time to time so as to permit the Purchaser to confirm designee has previously examined such Mortgage Loan Seller’s compliance with and certain exceptions to the delivery Underwriting Guidelines were noted and recordation requirements accepted by the Purchaser prior to the purchase of this Agreement and the Pooling and Servicing Agreementsuch Mortgage Loan. In additionthe event that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan, the Seller shall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.03.

Appears in 4 contracts

Samples: Assignment and Recognition Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2007-He1), Assignment and Recognition Agreement (Morgan Stanley Ixis Real Estate Capital Trust 2006-2), Assignment and Recognition Agreement (Morgan Stanley IXIS Real Estate Capital Trust 2006-1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Closing Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee (or such Mortgage Loan Seller and/or such Mortgage Loan the Custodian on its behalf) or the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 4 contracts

Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar3), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-3), Mortgage Loan Purchase Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar5)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased on such Closing Date, the related Mortgage File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Seller’s Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance The Initial Purchaser shall have the opportunity to conduct a corporate due diligence of the foregoingSeller, each Mortgage Loan Seller shall make including but not limited to, on site review of the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance 's facilities and discussions with the delivery and recordation requirements of this Agreement and Seller's management. The Initial Purchaser may conduct such review prior to or following the Pooling and Servicing AgreementInitial Closing Date. In addition, upon request of the Initial Purchaser may perform additional reviews as the Initial Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaserin its sole discretion, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatedeems necessary.

Appears in 3 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar7), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar4)

Examination of Mortgage Files. At least ten (a10) On or before Business Days prior to the Mortgage File Delivery related Closing Date, the Seller shall deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan Seller will have made in the related Mortgage Loan Package to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage, pertaining to each Mortgage Loan. At least ten (10) Business Days prior to the related Closing Date, with respect to each Mortgage Loan in the related Mortgage Loan Package to be purchased, the Seller shall make the related Servicing Files and Credit Files available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its agent designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for examination which any reason, such Mortgage Loans shall be deleted from the related Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the offices Seller, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreementherein. In furtherance of the foregoing, each event that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan Seller shall make after the related Mortgage Files available to Closing Date, the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionSeller shall, upon the request of the Purchaser, each repurchase such Mortgage Loan Seller at the price and in the manner specified in Subsection 9.03. Purchaser acknowledges and agrees that Purchaser shall obligate any servicer to provide hold all nonpublic personal information received or obtained by it with respect to any Mortgage Loan in accordance with all applicable laws, including but not limited to the Purchaser, Bear Xxxxxxx privacy provisions of the Gramm-Leach-Bliley Act ("GLB") and any other comparable federal or statx xxx. Xxxxxxxxx xhall obligate any servicer to any investors or prospective investors in maintain appropriate safeguards to protect the Certificates confidentiality of all information regarding concerning the Mortgage Loans in accordance with the GLB and their servicingits implementing regulations, to make as the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which same may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) amended from time to time, and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx all other applicable federal and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx state privacy laws and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateregulations.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He3)

Examination of Mortgage Files. (ai) On or before the Mortgage File Delivery DateDate (as defined in Section 4(ii) herein), each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriters and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx the Underwriters and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx the Underwriters and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx the Underwriters and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (MortgageIT Trust 2005-Ar1), Pooling and Servicing Agreement (MortgageIT Trust 2005-Ar1), Pooling and Servicing Agreement (MortgageIT Trust 2005-Ar1)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall, at the Purchaser’s option (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Initial Purchaser’s underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Reconstitution Agreement (HarborView 2006-13), Master Mortgage Loan Purchase and Interim Servicing Agreement (Dsla Mortgage Loan Trust 2006-Ar1), Pooling and Servicing Agreement (Dsla 2006-Ar2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors xxxxxxxrs or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns, the Certifxxxxx Xnsurer and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns, the Certifxxxxx Xnsurer and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns, the Certifxxxxx Xnsurer and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-Fr3), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-He9), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-Fr2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Indenture Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling Sale and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriters and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx the Underwriters and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx the Underwriters and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx the Underwriters and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Mortgage Loan Purchase Agreement (MortgageIT Trust 2004-1), Sale and Servicing Agreement (Homebanc Mortgage Trust 2004-1), Sale and Servicing Agreement (Structured Asset Mortgage Investments II Inc., HomeBanc Mortgage Trust 2004-2)

Examination of Mortgage Files. At least ten (a10) On or before Business Days prior to the Mortgage File Delivery related Closing Date, the Seller shall deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan Seller will have made in the related Mortgage Loan Package to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (except with respect to each MERS Designated Mortgage), pertaining to each Mortgage Loan. At least ten (10) Business Days prior to the related Closing Date, with respect to each Mortgage Loan in the related Mortgage Loan Package to be purchased, the Seller shall make the related Servicing Files and Credit Files available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its agent designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for examination which any reason, such Mortgage Loans shall be deleted from the related Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the offices Seller, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreementherein. In furtherance of the foregoing, each event that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan Seller shall make after the related Mortgage Files available to Closing Date, the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionSeller shall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.03.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2005-Wmc1), Pooling and Servicing Agreement (GSAMP Trust 2005-Wmc3), Pooling and Servicing Agreement (GSAMP Trust 2005-Wmc1)

Examination of Mortgage Files. (ai) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Sxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Sxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GreenPoint MTA Trust 2005-Ar4), Pooling and Servicing Agreement (Bear Stearns ALT-A Trust, Series 2005-8), Pooling and Servicing Agreement (BSALTA 2005-10, Mortgage Pass-Through Certificates, Series 2005-10)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall, at the Initial Purchaser’s option (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation, the terms of this Agreement or the Initial Purchaser’s underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Reconstituted Servicing Agreement (HarborView 2007-2), Reconstituted Servicing Agreement (HarborView 2007-5), Reconstituted Servicing Agreement (Harborview 2006-7)

Examination of Mortgage Files. At least ten (10) Business Days prior to the related Closing Date, the Seller shall either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before (or, if so provided in the offices related Purchase Price and Terms Agreement, after) the related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans do not conform to any of the Trustee requirements set forth in the related Purchase Price and Terms Agreement, or as an Exhibit annexed thereto, the Purchaser may delete such Mortgage Loan Seller and/or such Loans from the related Mortgage Loan Schedule, and such Deleted Mortgage Loan (or Loans) may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller’s custodian, purchase some or all of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect impair in any way the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Mortgage File with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) as the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.03.

Appears in 3 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)

Examination of Mortgage Files. (ai) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Indenture Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Sale and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, the Depositor, Bear Xxxxxxx and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Depositor, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Depositor, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Depositor, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 3 contracts

Samples: Mortgage Loan Purchase Agreement (Bear Stearns Asset Backed Securities I LLC), Mortgage Loan Purchase Agreement (Bear Stearns ARM Trust 2006-1), Mortgage Loan Purchase Agreement (Bear Stearns ARM Trust 2006-1)

Examination of Mortgage Files. At least ten (10) Business Days prior to the related Closing Date, the Seller shall either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage, if applicable, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before or after the offices related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans do not conform to any of the Trustee requirements set forth in the related Purchase Price and Terms Agreement, or as an Exhibit annexed thereto, the Purchaser may delete such Mortgage Loan Seller and/or such Loans from the related Mortgage Loan Schedule, and such Deleted Mortgage Loan (or Loans) may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller’s custodian, purchase some or all of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect impair in any way the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Mortgage File with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) as the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 7.03.

Appears in 2 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Examination of Mortgage Files. (a) On a)On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Indenture Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Sale and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans HELOCs and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans HELOCs for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Saco I Trust 2005-Gp1), Sale and Servicing Agreement (Saco I Trust 2005-Gp1)

Examination of Mortgage Files. Prior to the Closing Date, the Purchaser shall have the right to perform on-site due diligence at the premises of the Seller with respect to the Mortgage Loans. The Seller will provide information and otherwise cooperate with the due diligence reviews of the Purchaser, its co-investors, its financial partners, its designees and the rating agencies. The Seller shall make the legal files and the credit files, together with any payment histories, collection histories, bankruptcy histories, broker's price opinions, and any other information with respect to the Mortgage Loans requested by the Purchaser, available at the Seller's offices for review by Purchaser, its designee or its agents during normal business hours before the Closing Date. At the Purchaser's expense, the Purchaser shall have the right to order additional broker's price opinions in its sole discretion. Prior to the Cut-off Date, the Purchaser shall have the right to reject any Mortgage Loan (a) On for which the documentation listed in Credit File is missing or before defective in whole or in part, (b) for which the Mortgage File Delivery Date, each Mortgage Loan Seller will have made related broker's price opinion varies substantially below the appraisal provided in connection with the origination of the related Mortgage Files available Loan or poses other marketing issues, (c) which does not generally conform to the Purchaser Seller's underwriting or its agent for examination compliance guidelines, (d) which may be at does not conform to the offices terms of this letter agreement or is in breach of the Trustee representations and warranties set forth in Section 9.02, or (e) for which the credit or compliance characteristics do not comply with federal, state or local requirements. Purchaser shall notify the Seller of any such rejected Mortgage Loan Seller and/or such no later than three business days prior to the Closing Date. Notwithstanding the foregoing, the Purchaser may purchase all or part of the Mortgage Loan Seller’s custodianLoans without conducting any partial or complete due diligence examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution repurchase or other relief for breach of Mortgage Loan representations and warranties, missing or defective documents or as otherwise provided in this the Purchase Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors repurchase or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or substitute for such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.04.

Appears in 2 contracts

Samples: Servicing Agreement (GSAA Home Equity Trust 2006-10), Pooling and Servicing Agreement (Gsaa Home Equity Trust 2004-5)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Commitment Letter to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller, or Servicer, as applicable, shall, at the Purchaser's option (a) On deliver to the Custodian or before any other party specified by the Mortgage File Delivery DatePurchaser, in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available via image or printed copies of image (at the Seller's option) to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. Such examination which may shall be during regular business hours and Purchaser shall give Seller seven days prior written notice. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Commitment Letter or the Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule and any files should be returned within 48 hours. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2006-2), Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Examination of Mortgage Files. (ai) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns ALT-A Trust, Series 2005-5), Pooling and Servicing Agreement (GreenPoint Mortgage Funding Trust 2005-Ar1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxxxx, and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Custodial Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He2), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-He11)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Grantor Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Loan Purchase Agreement (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-2), Loan Purchase Agreement (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-2)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Commitment Letter to underwrite the Mortgage Loans and review the Mortgage Files prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan unless such Mortgage Loan is a MOM Mortgage or has been previously assigned to MERS, in which case no such Assignment of Mortgage is required, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. Such examination which may shall be during regular business hours and Purchaser shall give Seller ten days prior written notice. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Commitment Letter or the Seller's underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2005-22), Master Mortgage Loan Purchase and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2005-23)

Examination of Mortgage Files. Prior to the Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Custodial Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Custodial Mortgage Files and the Retained Mortgage Files available to the Purchaser or its agent for examination which at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be at made by the offices Purchaser or by any prospective purchaser of the Trustee Mortgage Loans from the Purchaser, at any time before or such Mortgage Loan Seller and/or such Mortgage Loan after the Closing Date upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Custodial Mortgage Files and the Retained Mortgage Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief or remedy as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make under the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling 's Warranties and Servicing Agreement. In additionPrior to Seller’s receipt of the Purchase Price, upon request the Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller’s instructions. Upon the Seller’s receipt of the Purchase Price, the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents specified above to the Purchaser. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be returned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in Seller within two (2) Business Days after the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 2 contracts

Samples: Reconstituted Servicing Agreement (Sail 2006-2), Reconstituted Servicing Agreement (Sasco 2006-Wf1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurers and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurers and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Distribution Instructions (Bear Stearns Asset Backed Securities I Trust 2005-Ac5), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-Ac8)

Examination of Mortgage Files. At least ten (10) Business Days prior to the related Closing Date, the Seller shall either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (for Mortgage Loans that are not MERS Designated Mortgage Loans), pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before or after the offices related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans do not conform to any of the Trustee requirements set forth in the related Purchase Price and Terms Letter, or as an Exhibit annexed thereto, the Purchaser may delete such Mortgage Loan Seller and/or such Loans from the related Mortgage Loan Schedule, and such Deleted Mortgage Loan (or Loans) may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller’s custodian, purchase some or all of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect impair in any way the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief remedy as provided in this Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Mortgage File with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each repurchase such Mortgage Loan Seller agrees to provide to as the price and in the manner specified in Subsection 9.03. Upon the consent of the Purchaser, Bear Xxxxxxx and the Seller shall make available to any investors the Purchaser in digital format on compact disks or prospective investors in the Certificates information regarding the DVDs, selected Mortgage Loans and their servicing, to make the related Mortgage Files available File which shall include, without limitation, imaged documents required by the Purchaser to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices conduct an examination of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateFile.

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Initial Purchaser’s underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-10), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6)

Examination of Mortgage Files. Prior to the Closing Date, the Sellers shall (i) either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (except with respect to each MERS Designated Mortgage Loan ), pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser and (ii) deliver to the Purchaser copies of the Servicing Files and Credit Files. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before or after the offices Closing Date. If the Purchaser makes such examination prior to the Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for any reason, such Mortgage Loans shall be deleted from the Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Sellers, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect impair in any way the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief remedy for any breach of a representation or warranty or missing or defective document that cannot be cured to the Purchaser's satisfaction, or as otherwise provided in this Agreement. In furtherance of the foregoingevent that the Sellers fail to deliver the Credit Files with respect to any Mortgage Loan, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionSellers shall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors repurchase or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or substitute for such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.04.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Gs Mortgage Sec Corp Mort Pass THR Cert Ser 2002-He2), Pooling and Servicing Agreement (Gs Mortgage Sec Corp Mort Pass THR Cert Ser 2002-He2)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased on such Closing Date, the related Mortgage File on diskette or compact disk, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be reasonably agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Seller’s Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance The Initial Purchaser shall have the opportunity to conduct a corporate due diligence of the foregoingSeller, each Mortgage Loan Seller shall make including but not limited to, on site review of the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance 's facilities and discussions with the delivery and recordation requirements of this Agreement and Seller's management. The Initial Purchaser may conduct such review prior to or following the Pooling and Servicing AgreementInitial Closing Date. In addition, upon request of the Initial Purchaser may perform additional reviews as the Initial Purchaser, each Mortgage Loan Seller agrees to provide to as mutually agreed between the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateparties.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-10)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Saco I Trust, 2005-Wm2), Pooling and Servicing Agreement (Saco I Trust, 2005-Wm3)

Examination of Mortgage Files. (a) Section 9.1. On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors xxxxxxxrs or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors xxxxxxors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors inxxxxxxx or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors inxxxxxxx or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Arm Trust 2003-5), Pooling and Servicing Agreement (Bear Stearns Arm Trust 2003-4)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Subsequent Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodian) and to make available personnel knowledgeable about the related Subsequent Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Merrilll Lynch Mortgage Investors Trust, Series 2005-A10), Pooling and Servicing Agreement (Merrilll Lynch Mortgage Investors Trust, Series 2005-A10)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriter and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx the Underwriter and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx the Underwriter and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx the Underwriter and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Af1), Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Ap1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Indenture Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Sale and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriters and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx the Underwriters and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx the Underwriters and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx the Underwriters and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Mortgage Loan Purchase Agreement (Homebanc Corp), Sale and Servicing Agreement (Homebanc Corp)

Examination of Mortgage Files. With respect to Mortgage Loans which are not UBS Website Mortgage Loans, in addition to the rights granted to the Purchaser under the related Purchase Price and Terms Letter to underwrite the Mortgage Loans and review the Mortgage Files and Servicing Files prior to the related Closing Date, prior to the related Closing Date, the Company shall (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased on the related Closing Date, the related Mortgage File and Servicing File, or (b) make the related Mortgage File and Servicing File available to the Purchaser for examination at the Company’s offices or such other location as shall otherwise be agreed upon by the Purchaser and the Company. Such examination may be made by the Purchaser or its designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Purchase Price and Terms Letter or the Purchaser’s underwriting standards, such Mortgage Loans may, at the offices of Purchaser’s option, be rejected for purchase by the Trustee or Purchaser. If not purchased by the Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Seller’s custodianSchedule. The Purchaser may, at its option and without notice to the Company, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the Mortgage Files or Servicing Files shall not affect the Purchaser’s (or any of its successors’) rights to demand repurchase or other relief or remedy provided for in this Agreement. With respect to UBS Website Mortgage Loans, the Purchaser or the Purchaser’s designee may perform due diligence reviews on the related credit file and legal file relating to such UBS Website Mortgage Loan. If the Purchaser makes such examination prior to the Closing Date and identifies any UBS Website Mortgage Loans that do not conform in any material respect to the terms of the Underwriting Standards, such UBS Website Mortgage Loans may, at the Purchaser’s option, be rejected for purchase by the Purchaser. The Purchaser may, at its option, purchase a UBS Website Mortgage Loan without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance The results of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any review will be posted on the UBS Website. Based upon the results of such party reasonably believes due diligence review, a final rate-lock quote will be generated, which quote may be accepted or rejected by the Company in accordance with the provisions and procedures set forth in the UBS Website. If the Company accepts (or is appropriatedeemed to accept) such rate-lock quote, the Company shall sell, and the Purchaser shall purchase, such UBS Website Mortgage Loan on the related Closing Date for a purchase price based on the percentage of par set forth in the final rate-lock quote.

Appears in 2 contracts

Samples: Ubs Real (MASTR Asset Securitization Trust 2006-2), Ubs Real (MASTR Alternative Loan Trust 2006-3)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller, or Servicer, as applicable, shall, at the Purchaser's option (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2006-2), Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors xxxxxxxrs or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns, and to such investors sucx xxxxxtors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors inxxxxxxx or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors inxxxxxxx or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He1), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2004-He10)

Examination of Mortgage Files. (a) Section 9.1. On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Arm Trust 2005-3), Pooling and Servicing Agreement (Bear Stearns ARM Trust, Series 2005-1)

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Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurer and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurer and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurer and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He9), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He9)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Trust, Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriters and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Purchaser and to such investors or prospective investors the Underwriters (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Purchaser and such investors or prospective investorsthe Underwriters, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Purchaser and such investors or potential investors the Underwriters to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Mortgage Loan Purchase Agreement (Thornburg Mortgage Securities Trust 2005-4), Mortgage Loan Purchase Agreement (Thornburg Mortgage Securities Trust 2004-4)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller, or Servicer, as applicable, shall, at the Purchaser’s option (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation, the terms of this Agreement or the Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp), Assumption and Recognition Agreement (Hsi Asset Securitization Corp)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurer and to any investors or prospective investors in the Certificates information regarding the Subsequent Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurer and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Subsequent Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxxxx, the Certificate Insurer and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He9), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He9)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodiancustodians. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx the Underwriters and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx the Underwriters and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodiancustodians) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx the Underwriters and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx the Underwriters and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Wf1), Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Wf1)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased on such Closing Date, the related Mortgage File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller upon providing reasonable notice and at Purchaser’s expense. Such examination may be made by the Initial Purchaser or its designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Seller’s Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance The Initial Purchaser shall have the opportunity to conduct a corporate due diligence of the foregoingSeller, each Mortgage Loan Seller shall make including but not limited to, on site review of the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance 's facilities and discussions with the delivery and recordation requirements of this Agreement and Seller's management. The Initial Purchaser may conduct such review prior to or following the Pooling and Servicing AgreementInitial Closing Date. In addition, upon request of the Initial Purchaser may perform additional reviews as the Initial Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaserin its sole discretion, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to deems necessary. All such investors or prospective investors (which may reviews shall be at the offices sole expense of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Initial Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar6), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Mortgage Pass-Through Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2005-4), Pooling and Servicing Agreement (Prime Mortgage Trust, Mortgage Pass-Through Certificates, Series 2005-3)

Examination of Mortgage Files. (a) Section 5.1. On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors anx xxxxxtors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors suxx xxxxstors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors xxxxxxxrs or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors xxxxxxxrs or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Prime Mortgage Trust Mortgage Pass-Through Cert Ser 2003-3), Pooling and Servicing Agreement (Structured Asset Mort Inv Ii Inc Prime Mortgage Trust 2003 2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Closing Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee (or such Mortgage Loan Seller and/or such Mortgage Loan the applicable Custodian on its behalf) or the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust, Series 2007-Mln1), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust, Series 2007-He2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Indenture Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Sale and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Luminent Mortgage Trust 2005-1), Mortgage Loan Purchase Agreement (Bear Stearns ARM Trust 2005-7)

Examination of Mortgage Files. (a) On or before In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite an agreed upon number of Mortgage File Delivery Date, each Mortgage Loan Seller will have made Loans and review the related Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall, at the Initial Purchaser’s option (a) deliver to the Custodian in escrow, for examination with respect to each Mortgage Loan to be purchased on such Closing Date, the related Mortgage File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the agreed upon number of Mortgage Files, as set forth in the related Confirmation, available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation, the terms of this Agreement or the Initial Purchaser’s underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Seller’s custodianSchedule. The fact that Initial Purchaser may, at its option and without notice to the Purchaser Seller, purchase all or its agent has conducted or has failed to conduct part of any Mortgage Loan Package without conducting any partial or complete examination examination. Such due diligence shall not impair or diminish the rights of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution Initial Purchaser or other relief as provided in this Agreement. In furtherance any assignee of the foregoingInitial Purchaser under the Agreement with respect to a material breach of representations and warranties contained in the Agreement, each Mortgage Loan Seller shall make the related Mortgage Files available unless such exceptions are disclosed in writing to the Initial Purchaser or its agent from time to time so as to permit described in the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide due diligence report provided to the Initial Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Interim Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Nc1), Master Mortgage Loan Purchase and Interim Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Nc2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2007-1), Pooling and Servicing Agreement (Structured Asset Mortgage Investments Ii Trust 2005-Ar5)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Sxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Sxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 2 contracts

Samples: Distribution Instructions (Mortgage Pass-Through Certificates, Series 2005-5), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-He5)

Examination of Mortgage Files. (a) On or before prior to the Mortgage File Delivery Datedate set forth in the related Purchase Price and Terms Agreement, the Seller shall deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan Seller will have made in the related Mortgage Loan Package to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage, pertaining to each Mortgage Loan. On or prior to the date set forth in the related Purchase Price and Terms Agreement, with respect to each Mortgage Loan in the related Mortgage Loan Package to be purchased, the Seller shall make the related Servicing Files and Credit Files available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser. Such examination of the Mortgage Files may be made by the Purchaser or its agent designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for examination which any reason, such Mortgage Loans shall be deleted from the related Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the offices Seller, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreementherein. In furtherance of the foregoing, each event that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan Seller shall make after the related Mortgage Files available to Closing Date, the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionSeller shall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or repurchase such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 9.03.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-He1), Pooling and Servicing Agreement (GSAMP Trust 2006-He8)

Examination of Mortgage Files. Prior to each Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Mortgage Files available to the Purchaser or its agent for examination which at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be at made by the offices Purchaser or by any prospective purchaser of the Trustee Mortgage Loans from the Purchaser, at any time before or after such Mortgage Loan Seller and/or such Mortgage Loan related Closing Date, upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of under the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Master Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling 's Warranties and Servicing Agreement. In additionPrior to Seller’s receipt of the Purchase Price, upon request the Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller’s instructions. Upon the Seller’s receipt of the Purchase Price, the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents contained in the Custodial Mortgage File. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be returned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in Seller within two (2) Business Days after the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 2 contracts

Samples: Custodial Agreement (Prime Mortgage Trust 2007-1), Custodial Agreement (Bear Stearns Asset Backed Securities I Trust 2006-He3)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Commitment Letter to underwrite the Mortgage Loans and review the Mortgage Files prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Commitment Letter or the Seller’s Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance The Initial Purchaser shall have the opportunity to conduct a corporate due diligence of the foregoingSeller, each Mortgage Loan Seller shall make including but not limited to, on site review of the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance facilities and discussions with the delivery and recordation requirements of this Agreement and Seller’s management. The Initial Purchaser may conduct such review prior to or following the Pooling and Servicing AgreementInitial Closing Date. In addition, upon request of the Initial Purchaser may perform additional reviews as the Initial Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaserin its sole discretion, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatedeems necessary.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-He1), Master Mortgage Loan Purchase and Servicing Agreement (Deutsche Alt-a Securities Inc)

Examination of Mortgage Files. Not later than the Business Day prior to the Closing Date, CHL shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased, the related Mortgage Files Loan Documents, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at CHL’s offices or such other location as shall otherwise be agreed upon by the Purchaser and CHL. Such examination may be made by the Purchaser or its agent for examination which may be designee at any reasonable time before or after the offices Closing Date. The Purchaser may, at its option and without notice to CHL as to whether it has examined the Mortgage Files, purchase all or part of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief as provided herein. Notwithstanding anything to the contrary in this Agreement. In furtherance , with respect to no more than 18% of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicingin each Loan Group, to make the CHL may deliver all or a portion of each related Mortgage Files available File to the PurchaserCustodian not later than thirty days after the Closing Date. To the extent that CHL is in possession of any Mortgage Files with respect to any Delayed Delivery Mortgage Loan, Bear Xxxxxxx and until delivery of such Mortgage File to the Custodian as provided in this Section 0, XXX shall hold such investors or prospective investors (which may be at the offices files as Servicer hereunder on behalf of the related Custodian, as bailee and in trust for the Purchaser and its assignees. Within thirty days after the Closing Date, CHL shall (i) deliver to the Custodian the Mortgage File as required pursuant to this Section 5 for each Delayed Delivery Mortgage Loan Seller and/or such or (ii) either (A) substitute a Qualified Substitute Mortgage Loan Seller’s custodian) for the Delayed Delivery Mortgage Loan, which substitution or repurchase shall be accomplished in the manner and subject to make available personnel knowledgeable the conditions set forth in Subsection 7.03 (treating each Delayed Delivery Mortgage Loan as a Deleted Mortgage Loan for purposes of such Section 7.03); provided, however, that if CHL fails to deliver a Mortgage File for any Delayed Delivery Mortgage Loan within the thirty day period provided in the prior sentence, CHL shall use its best reasonable efforts to effect a substitution, rather than a repurchase of, such Deleted Mortgage Loan. On or about the related thirtieth day after the Closing Date, the Custodian shall deliver to the Depositor, the Guarantor, the Servicer and CHL a Delayed Delivery Certification with respect to the Mortgage Loans for discussions in the form of Exhibit D to the Pooling Agreement (a “Delayed Delivery Certification”), with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateapplicable exceptions noted thereon.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Servicing Agreement (Harborview Mortgage Loan Trust 2006-Cb1)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Commitment Letter to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, the Seller shall, prior to the related Closing Date (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Commitment Letter or the Initial Purchaser's underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Sg Mortgage Securities Trust 2006-Fre2)

Examination of Mortgage Files. Prior to the related Closing Date, the Seller shall (i) either (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available deliver to the Purchaser or its agent designee in escrow, for examination which with respect to each Mortgage Loan to be purchased, the related Mortgage File, including a copy of the Assignment of Mortgage (except with respect to each MERS Designated Mortgage Loan ), pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at such other location as shall otherwise be acceptable to the Purchaser and (ii) deliver to the Purchaser copies of the Servicing Files and Credit Files. Such examination of the Mortgage Files may be made by the Purchaser or its designee at any reasonable time before or after the offices related Closing Date. If the Purchaser makes such examination prior to the related Closing Date and determines, in its sole discretion, that any Mortgage Loans are unacceptable to the Purchaser for any reason, such Mortgage Loans shall be deleted from the Mortgage Loan Schedule, and may be replaced by a Qualified Substitute Mortgage Loan (or Loans) acceptable to the Purchaser. The Purchaser may, at its option and without notice to the Seller, purchase some or all of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files or the Credit Files shall not affect impair in any way the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief remedy for any breach of a representation or warranty or missing or defective document that cannot be cured to the Purchaser's satisfaction, or as otherwise provided in this Agreement. In furtherance of the foregoingevent that the Seller fails to deliver the Credit Files with respect to any Mortgage Loan, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In additionshall, upon the request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors repurchase or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or substitute for such Mortgage Loan Seller’s custodian) at the price and to make available personnel knowledgeable about in the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriatemanner specified in Subsection 8.04.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gs Mortgage Securities Corp. Gsamp Trust 2004-He2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Indenture Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Sale and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates Notes information regarding the Subsequent Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Subsequent Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Luminent Mortgage Trust 2005-1)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation or the Initial Purchaser's underwriting standards, such Mortgage Loans may, at the offices of Initial Purchaser's option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s 's (or any of its successors') rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Interim Servicing Agreement (New York Mortgage Trust Inc)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Grantor Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Sxxxxxx and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Sxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Grantor Trust Agreement (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-5)

Examination of Mortgage Files. Prior to each Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Mortgage Files available to the Purchaser or its agent for examination which at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be at made by the offices Purchaser or by any prospective purchaser of the Trustee Mortgage Loans from the Purchaser, at any time before or after such Mortgage Loan Seller and/or such Mortgage Loan related Closing Date, upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of under the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Master Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling 's Warranties and Servicing Agreement. In additionPrior to Seller's receipt of the Purchase Price, upon request the Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller's instructions. Upon the Seller's receipt of the Purchase Price, the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents contained in the Custodial Mortgage File. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be returned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in Seller within two (2) Business Days after the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 1 contract

Samples: Distribution Instructions (Bear Stearns Asset Backed Securities I Trust 2006-Ac2)

Examination of Mortgage Files. (a) On or before In addition to any rights granted to the Purchaser hereunder to underwrite the Mortgage File Delivery Loans and review the Mortgage Loan Documents prior to the Closing Date, each Mortgage Loan Seller will have made the related Sellers shall, prior to the Closing Date, make the Mortgage Files available to the Purchaser for examination and the Purchaser shall have the right to conduct property inspections, and obtain appraisal recertifications, drive-by appraisals, or brokers price opinions. Such underwriting by the Purchaser or its agent for examination which may be at designee shall not impair or diminish the offices rights of the Trustee Purchaser or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodianany of its successors under this Agreement with respect to a breach of the representations and warranties contained in this Agreement. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s or any of its successors’ rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the foregoing, each Mortgage Loan related Seller shall make the related Mortgage Files available have 120 days to cure such defect or deliver such missing document to the Purchaser (or its agent from designee or assignee). If a Seller does not cure such defect or deliver such missing document within such time to time so as to permit the Purchaser to confirm period, such Seller shall either repurchase or substitute for such Mortgage Loan Seller’s compliance in accordance with Section 6.03 if such defect or missing document prevents or materially delays the delivery and recordation requirements of this Agreement and Trust from (a) realizing against the Pooling and Servicing Agreement. In addition, upon request of related Mortgaged Property through foreclosure or similar loss mitigation activity or (b) processing any title claim under the Purchaser, each Mortgage Loan related title insurance policy (unless such Seller agrees to provide provides appropriate recourse pursuant to the Purchaser, Bear Xxxxxxx representation and warranty relating to any investors or prospective investors good title set forth in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateSection 6.01(b)).

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (American General Finance Inc)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall, or shall cause the Servicer to, make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans (subject to any confidentiality arrangements) and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-Cl1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Grantor Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates Notes information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Grantor Trust Agreement (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-5)

Examination of Mortgage Files. (ai) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates Certificates, information regarding the Subsequent Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Subsequent Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Assumption and Recognition Agreement (Bear Stearns ALT-A Trust II 2007-1)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Subsequent Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Subsequent Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He10)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Xxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Xxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Xxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Xxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Assignment Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-A4)

Examination of Mortgage Files. In addition to the rights granted to the Initial Purchaser under the related Confirmation to underwrite the Mortgage Loans and review the Mortgage Files prior to the Closing Date, prior to the related Closing Date, the Seller shall, at the Purchaser’s option (a) On or before deliver to the Mortgage File Delivery DateCustodian in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased on such Closing Date, the related Mortgage Files File, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Initial Purchaser for examination at the Seller’s offices or such other location as shall otherwise be agreed upon by the Initial Purchaser and the Seller. Such examination may be made by the Initial Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Initial Purchaser makes such examination which may be prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related Confirmation, the terms of this Agreement or the Underwriting Guidelines, such Mortgage Loans may, at the offices of Initial Purchaser’s option, be rejected for purchase by the Trustee or Initial Purchaser. If not purchased by the Initial Purchaser, such Mortgage Loan Seller and/or such Loans shall be deleted from the related Mortgage Loan Schedule. The Initial Purchaser may, at its option and without notice to the Seller’s custodian, purchase all or part of any Mortgage Loan Package without conducting any partial or complete examination. The fact that the Initial Purchaser or its agent has conducted or has failed determined not to conduct any partial or complete examination of the related Mortgage Files shall not affect the Initial Purchaser’s (or any of its successors’) rights to demand cure, repurchase, substitution repurchase or other relief as or remedy provided for in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp)

Examination of Mortgage Files. Prior to the related Closing Date, the Seller shall (a) On or before deliver to the Purchaser in escrow, for examination, the Custodial Mortgage File Delivery Date, for each Mortgage Loan Seller will have made Loan, including a copy of the related Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Custodial Mortgage Files and the Retained Mortgage Files available to the Purchaser or its agent for examination which at the Seller’s offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be at made by the offices Purchaser or by any prospective purchaser of the Trustee Mortgage Loans from the Purchaser, at any time before or after such Mortgage Loan Seller and/or such Mortgage Loan Closing Date upon prior reasonable notice to the Seller’s custodian. The fact that the Purchaser or its agent any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the related Custodial Mortgage Files and the Retained Mortgage Files shall not affect the Purchaser’s (or any of its successor’s) rights to demand cure, repurchase, substitution or other relief or remedy as provided in this Agreement. In furtherance of under the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Master Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling Warranties and Servicing Agreement. In additionThe Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller’s instructions. Upon the Seller’s receipt of the Purchase Price, upon request the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents specified above to the Purchaser. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser, each . All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller agrees to provide and shall be retuned to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in Seller within two (2) Business Days after the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateClosing Date.

Appears in 1 contract

Samples: Mortgage Loan Purchase (GSR Mortgage Loan Trust 2007-Ar2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Merrill Lynch and to any investors or prospective investors in the Certificates information Cexxxxxxxtxx xxformation regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Merrill Lynch and to such investors or prospective investors (which may be at the mxx xx xt xxx offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Merrill Lynch and such investors or prospective investors, upon reasonable request reasoxxxxx xexxxxx during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Merrill Lynch and such investors or potential investors to conduct such due diligence suxx xxx dxxxxxnce as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2005-A8)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan the Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan the Seller and/or such Mortgage Loan the Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan the Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan the Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan the Seller agrees to provide to the Purchaser, Bear Xxxxxxx Sxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Sxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan the Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Sxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2006-2)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors or prospective investors in the Certificates information Certificaxxx xxxormation regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors or prospective investors (which may be at the offices ax xxx xffices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors or prospective investors, upon reasonable request rxxxxxx during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors or potential investors to conduct such due diligence xxxxxxxce as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I LLC)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Custodial Agreement (SACO I Trust 2006-6)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, or substitution or other relief for as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller Seller, upon reasonable request, shall make the related Mortgage Files available through the Custodian thereof to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Luminent Mortgage Trust 2006-3)

Examination of Mortgage Files. (a) Section 9.1. On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s 's compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx Stearns and to any investors anx xxxxxtors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx Stearns and to such investors suxx xxxxstors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such the Mortgage Loan Seller’s 's custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx Stearns and such investors xxxxxxxrs or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx Stearns and such investors xxxxxxxrs or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Arm Trust Mort Pass THR Certs Ser 2003-6)

Examination of Mortgage Files. (a) On or before the Mortgage File Delivery Date, each the Mortgage Loan Seller will have made the related Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or such the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each the Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related the Mortgage Loan Seller and/or such the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Saco I Trust, 2005-Wm1)

Examination of Mortgage Files. Not later than the Business Day prior to the related Closing Date, the Seller shall (a) On or before deliver to the Mortgage File Delivery DatePurchaser in escrow, for examination with respect to each Mortgage Loan Seller will have made to be purchased, the related Mortgage Files Loan Documents, including the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the related Mortgage File available to the Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be made by the Purchaser or its agent for designee at any reasonable time before or after the related Closing Date. If the Purchaser makes such examination which prior to the related Closing Date and identifies any Mortgage Loans that do not conform to the requirements of the Purchase Price and Terms Letter at the Purchaser’s reasonable and good faith discretion, such Mortgage Loans, at the Purchaser's option, shall be deleted from the related Mortgage Loan Schedule, and, pursuant to Subsection 7.03 of this Agreement, may be replaced by a substitute Mortgage Loan (or Mortgage Loans) acceptable to the Purchaser. The Purchaser shall use its reasonable best efforts to conduct its due diligence, and to convey the results thereof to the Seller, within the time and in the manner necessary to permit the Seller to rebut or cure any Mortgage Loan or to substitute replacement Mortgage Loans as permitted herein. The Purchaser may, at its option and without notice to the offices Seller as to whether it has examined the Mortgage Files, purchase all or part of the Trustee Mortgage Loans without conducting any partial or such Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodiancomplete examination. The fact that the Purchaser or its agent designee has conducted or has failed to conduct any partial or complete examination of the related Mortgage Files shall not affect the Purchaser’s 's (or any of its successor's) rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, each Mortgage Loan Seller shall make the related Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm such Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, each Mortgage Loan Seller agrees to provide to the Purchaser, Bear Xxxxxxx and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the related Mortgage Files available to the Purchaser, Bear Xxxxxxx and to such investors or prospective investors (which may be at the offices of the related Mortgage Loan Seller and/or such Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the related Mortgage Loans for discussions with the Purchaser, Bear Xxxxxxx and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Xxxxxxx and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriateherein.

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Washington Mutual Mortgage Pass-Through Certificates, WMALT Series 2006-Ar1)

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