Common use of Repurchase or Substitution of Mortgage Loans by the Depositor Clause in Contracts

Repurchase or Substitution of Mortgage Loans by the Depositor. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, an Owner Mortgage File (or, if applicable, a Retained Mortgage File) or of a breach of a representation of warranty of the Depositor in Section 2.04 hereof, in respect of any Mortgage Loan and, except for a breach of the representations and warranties set forth in clause (ee) of Section 2.04, such breach materially adversely affects the value of such Mortgage Loan, Prepayment Penalty or the interest therein of the Certificateholders, the Trustee (or the Custodian) shall promptly notify the Depositor and the Servicer of such defect, missing document or breach and request that the Depositor cure such defect or breach or deliver such missing document within 60 days from the date the Depositor was notified of such missing document, breach or defect. If the Depositor does not deliver such missing document or cure such defect or cure such breach in all material respects during such period, the Depositor shall repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)) and the last paragraph of this Section 2.03(a). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Custodian, upon receipt of written notice from the Servicer of such deposit, shall release to the Depositor the related Owner Mortgage File (and, if applicable, Retained Mortgage File). The Trustee shall execute and deliver such instrument of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Servicer shall reflect such assignment on the records of MERS), in each case without recourse, and deliver such instruments of transfer or assignment, in each case without recourse, as the Depositor shall furnish to it and as shall be necessary to vest in the Depositor any Mortgage Loan released pursuant hereto and the Custodian and the Trustee shall have no further responsibility with regard to such Owner Mortgage File (and, if applicable, Retained Mortgage File). In lieu of repurchasing any such Mortgage Loan as provided above, the Depositor may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d). It is understood and agreed that the representations and warranties set forth in Section 2.04 hereof shall survive delivery of the Owner Mortgage Files (and, if applicable, Retained Mortgage Files) to the Custodian and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Depositor set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties in Section 2.04 hereof. Notwithstanding anything to the contrary in this Section 2.03, with respect to any breach by the Depositor of the representation and warranty set forth in Section 2.04(z), which breach materially and adversely affects the value of any Prepayment Penalty or the interest of the Trust therein, the Depositor shall not be required to repurchase such Mortgage Loans as set forth in this Section 2.03(a). However, the Originator shall remedy such breach as follows: Upon any Principal Prepayment with respect to the affected Mortgage Loan, the Originator shall pay to the Trust the excess, if any, of (x) the amount of such Prepayment Penalty calculated as set forth in the matrices attached hereto as Exhibit R over (y) the amount collected from the Mortgagor in respect of such Prepayment Penalty. Such amount payable by the Originator shall be paid by the Servicer Remittance Date in the month following the month in which the related Principal Prepayment occurred.

Repurchase or Substitution of Mortgage Loans by the Depositor. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, an Owner Mortgage File (or, if applicable, a Retained Mortgage File) or of a breach of a representation of warranty of the Depositor in Section 2.04 hereof, in respect of any Mortgage Loan and, except for a breach of the representations and warranties set forth in clause (ee) of Section 2.04, such breach materially adversely affects the value of such Mortgage Loan, Prepayment Penalty or the interest therein of the Certificateholders, the Trustee (or the Custodian) shall promptly notify the Depositor and the Servicer of such defect, missing document or breach and request that the Depositor cure such defect or breach or deliver such missing document within 60 days from the date the Depositor was notified of such missing document, breach or defect. If the Depositor does not deliver such missing document or cure such defect or cure such breach in all material respects during such period, the Depositor shall repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)) and the last paragraph of this Section 2.03(a). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Custodian, upon receipt of written notice from the Servicer of such deposit, shall release to the Depositor the related Owner Mortgage File (and, if applicable, Retained Mortgage File). The Trustee shall execute and deliver such instrument instruments of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Servicer shall reflect such assignment on the records of MERS), in each case without recourse, and deliver such instruments of transfer or assignment, in each case without recourse, as the Depositor shall furnish to it and as shall be necessary to vest in the Depositor any Mortgage Loan released pursuant hereto and the Custodian and the Trustee shall have no further responsibility with regard to such Owner Mortgage File (and, if applicable, Retained Mortgage File). In lieu of repurchasing any such Mortgage Loan as provided above, the Depositor may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d). It is understood and agreed that the representations and warranties set forth in Section 2.04 hereof shall survive delivery of the Owner Mortgage Files (and, if applicable, Retained Mortgage Files) to the Custodian and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Depositor set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties in Section 2.04 hereof. Notwithstanding anything to the contrary in this Section 2.03, with respect to any breach by the Depositor of the representation and warranty set forth in Section 2.04(z), which breach materially and adversely affects the value of any Prepayment Penalty or the interest of the Trust therein, the Depositor shall not be required to repurchase such Mortgage Loans as set forth in this Section 2.03(a). However, the Originator shall remedy such breach as follows: Upon any Principal Prepayment with respect to the affected Mortgage Loan, the Originator shall pay to the Trust the excess, if any, of (x) the amount of such Prepayment Penalty calculated as set forth in the matrices attached hereto as Exhibit R over (y) the amount collected from the Mortgagor in respect of such Prepayment Penalty. Such amount payable by the Originator shall be paid by the Servicer Remittance Date in the month following the month in which the related Principal Prepayment occurred.

Repurchase or Substitution of Mortgage Loans by the Depositor. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, an Owner a Mortgage File (or, if applicable, a Retained Mortgage File) or of a breach of a representation of warranty of the Depositor in Section 2.04 hereof, in respect of any Mortgage Loan and, except for a breach of the representations and warranties set forth in clause (ee) of Section 2.04, such breach which materially adversely affects the value of such Mortgage Loan, Prepayment Penalty Charge or the interest therein of the Certificateholders, the Trustee (or the Custodian) shall promptly notify the Depositor and the Servicer of such defect, missing document or breach and request that the Depositor cure such defect or breach or deliver such missing document within 60 days from the date the Depositor was notified of such missing document, breach or defect. If the Depositor does not deliver such missing document or cure such defect or cure such breach in all material respects during such period, the Depositor shall repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)) and the last paragraph of this Section 2.03(a). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Custodian, upon receipt of written notice from the Servicer of such deposit, shall release to the Depositor the related Owner Mortgage File (and, if applicable, Retained Mortgage File). The Trustee and shall execute and deliver such instrument of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Servicer shall reflect such assignment on the records of MERS), in each case without recourse, and deliver such instruments of transfer or assignment, in each case without recourse, as the Depositor shall furnish to it and as shall be necessary to vest in the Depositor any Mortgage Loan released pursuant hereto and the Custodian and the Trustee shall have no further responsibility with regard to such Owner Mortgage File (and, if applicable, Retained Mortgage File). In lieu of repurchasing any such Mortgage Loan as provided above, the Depositor may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c). It is understood and agreed that the representations and warranties set forth in Section 2.04 hereof shall survive delivery of the Owner Mortgage Files (and, if applicable, Retained Mortgage Files) to the Custodian and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Depositor set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties in Section 2.04 hereof. Notwithstanding anything In addition to the contrary foregoing, in this Section 2.03, with respect to any the case of a breach by the Depositor of the Depositor's representation and warranty set forth in Section 2.04(z), which breach materially and adversely affects the value of any Prepayment Penalty or the interest of the Trust therein2.04(i) hereof, the Depositor shall not be required to repurchase such Mortgage Loans as set forth in this Section 2.03(a). However, the Originator shall remedy such breach as follows: Upon any Principal Prepayment with respect to the affected Mortgage Loan, the Originator shall pay to the Trust the excess, if any, Reimbursement Amount. The Reimbursement Amount shall be delivered to the Servicer for deposit into the Collection Account within 10 days from the date the Depositor was notified by the Trustee of (x) the amount of such Prepayment Penalty calculated as set forth in the matrices attached hereto as Exhibit R over (y) the amount collected from the Mortgagor in respect of such Prepayment Penalty. Such amount payable by the Originator shall be paid by the Servicer Remittance Date in the month following the month in which the related Principal Prepayment occurredcosts and damages.

Repurchase or Substitution of Mortgage Loans by the Depositor. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, an Owner Mortgage File (or, if applicable, a Retained Mortgage File) or of a breach of a representation of warranty of the Depositor in Section 2.04 hereof, in respect of any Mortgage Loan and, except for a breach of the representations and warranties set forth in clause (ee) of Section 2.04, such breach materially adversely affects the value of such Mortgage Loan, Prepayment Penalty or the interest therein of the Certificateholders, the Trustee (or the Custodian) shall promptly notify the Depositor and the Servicer of such defect, missing document or breach and request that the Depositor cure such defect or breach or deliver such missing document within 60 days from the date the Depositor was notified of such missing document, breach or defect. If the Depositor does not deliver such missing document or cure such defect or cure such breach in all material respects during such period, the Depositor shall repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)) and the last paragraph of this Section 2.03(a)). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Custodian, upon receipt of written notice from the Servicer of such deposit, shall release to the Depositor the related Owner Mortgage File (and, if applicable, Retained Mortgage File). The Trustee shall execute and deliver such instrument instruments of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Servicer shall reflect such assignment on the records of MERS), in each case without recourse, and deliver such instruments of transfer or assignment, in each case without recourse, as the Depositor shall furnish to it and as shall be necessary to vest in the Depositor any Mortgage Loan released pursuant hereto and the Custodian and the Trustee shall have no further responsibility with regard to such Owner Mortgage File (and, if applicable, Retained Mortgage File). In lieu of repurchasing any such Mortgage Loan as provided above, the Depositor may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d). It is understood and agreed that the representations and warranties set forth in Section 2.04 hereof shall survive delivery of the Owner Mortgage Files (and, if applicable, Retained Mortgage Files) to the Custodian and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Depositor set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties in Section 2.04 hereof. Notwithstanding anything to the contrary in this Section 2.03, with respect to any breach by the Depositor of the representation and warranty set forth in Section 2.04(z), which breach materially and adversely affects the value of any Prepayment Penalty or the interest of the Trust therein, the Depositor shall not be required to repurchase such Mortgage Loans as set forth in this Section 2.03(a). However, the Originator shall remedy such breach as follows: Upon any Principal Prepayment with respect to the affected Mortgage Loan, the Originator shall pay to the Trust the excess, if any, of (x) the amount of such Prepayment Penalty calculated as set forth in the matrices attached hereto as Exhibit R over (y) the amount collected from the Mortgagor in respect of such Prepayment Penalty. Such amount payable by the Originator shall be paid by the Servicer Remittance Date in the month following the month in which the related Principal Prepayment occurred.

Repurchase or Substitution of Mortgage Loans by the Depositor. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, an Owner Mortgage File (or, if applicable, a Retained Mortgage File) or of a breach of a representation of warranty of the Depositor in Section 2.04 hereof, in respect of any Mortgage Loan and, except for a breach of the representations and warranties set forth in clause (ee) of Section 2.04, such breach materially adversely affects the value of such Mortgage Loan, Prepayment Penalty or the interest therein of the Certificateholders, the Trustee (or the Custodian) shall promptly notify the Depositor and the Servicer of such defect, missing document or breach and request that the Depositor cure such defect or breach or deliver such missing document within 60 days from the date the Depositor was notified of such missing document, breach or defect. If the Depositor does not deliver such missing document or cure such defect or cure such breach in all material respects during such period, the Depositor shall repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)) and the last paragraph of this Section 2.03(a)). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Custodian, upon receipt of written notice from the Servicer of such deposit, shall release to the Depositor the related Owner Mortgage File (and, if applicable, Retained Mortgage File). The Trustee shall execute and deliver such instrument instruments of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Servicer shall reflect such assignment on the records of MERS), in each case without recourse, and deliver such instruments of transfer or assignment, in each case without recourse, as the Depositor shall furnish to it and as shall be necessary to vest in the Depositor any Mortgage Loan released pursuant hereto and the Custodian and the Trustee shall have no further responsibility with regard to such Owner Mortgage File (and, if applicable, Retained Mortgage File). In lieu of repurchasing any such Mortgage Loan as provided above, the Depositor may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d). It is understood and agreed that the representations and warranties set forth in Section 2.04 hereof shall survive delivery of the Owner Mortgage Files (and, if applicable, Retained Mortgage Files) to the Custodian and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Depositor set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties in Section 2.04 hereof. Notwithstanding anything to the contrary in this Section 2.03, with respect to any breach by the Depositor of the representation and warranty set forth in Section 2.04(z), which breach materially and adversely affects the value of any Prepayment Penalty or the interest of the Trust therein, the Depositor shall not be required to repurchase such Mortgage Loans as set forth in this Section 2.03(a). However, the Originator shall remedy such breach as follows: Upon any Principal Prepayment with respect to the affected Mortgage Loan, the Originator shall pay to the Trust the excess, if any, of (x) the amount of such Prepayment Penalty calculated as set forth in the matrices attached hereto as Exhibit R over (y) the amount collected from the Mortgagor in respect of such Prepayment Penalty. Such amount payable by the Originator shall be paid by the Servicer Remittance Date in the month following the month in which the related Principal Prepayment occurred.

Repurchase or Substitution of Mortgage Loans by the Depositor. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, an Owner Mortgage File (or, if applicable, a Retained Mortgage File) or of a breach of a representation of warranty of the Depositor in Section 2.04 hereof, in respect of any Mortgage Loan and, except for a breach of the representations and warranties set forth in clause (ee) of Section 2.04, such breach materially adversely affects the value of such Mortgage Loan, Prepayment Penalty or the interest therein of the Certificateholders, the Trustee (or the Custodian) shall promptly notify the Depositor and the Servicer of such defect, missing document or breach and request that the Depositor cure such defect or breach or deliver such missing document within 60 days from the date the Depositor was notified of such missing document, breach or defect. If the Depositor does not deliver such missing document or cure such defect or cure such breach in all material respects during such period, the Depositor shall repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)) and the last paragraph of this Section 2.03(a). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Custodian, upon receipt of written notice from the Servicer of such deposit, shall release to the Depositor the related Owner Mortgage File (and, if applicable, Retained Mortgage File). The Trustee shall execute and deliver such instrument of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Servicer shall reflect such assignment on the records of MERS), in each case without recourse, and deliver such instruments of transfer or assignment, in each case without recourse, as the Depositor shall furnish to it and as shall be necessary to vest in the Depositor any Mortgage Loan released pursuant hereto and the Custodian and the Trustee shall have no further responsibility with regard to such Owner Mortgage File (and, if applicable, Retained Mortgage File). In lieu of repurchasing any such Mortgage Loan as provided above, the Depositor may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d). It is understood and agreed that the representations and warranties set forth in Section 2.04 hereof shall survive delivery of the Owner Mortgage Files (and, if applicable, Retained Mortgage Files) to the Custodian and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Depositor set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties in Section 2.04 hereof. Notwithstanding anything to the contrary in this Section 2.03, with respect to any breach by the Depositor of the representation and warranty set forth in Section 2.04(z), which breach materially and adversely affects the value of any Prepayment Penalty or the interest of the Trust therein, the Depositor shall not be required to repurchase such Mortgage Loans as set forth in this Section 2.03(a). However, the Originator shall remedy such breach as follows: Upon any Principal Prepayment with respect to the affected Mortgage Loan, the Originator shall pay to the Trust the excess, if any, of (x) the amount of such Prepayment Penalty calculated as set forth in the matrices attached hereto as Exhibit R over (y) the amount collected from the Mortgagor in respect of such Prepayment Penalty. Such amount payable by the Originator shall be paid by the Servicer Remittance Date in the month following the month in which the related Principal Prepayment occurred.