The Sellers. Representative shall effect any repurchase and payment option pursuant to SECTION 3.1(a) or repurchase or payment obligation pursuant to SECTION 3.1(b) by depositing with the Trustee into the Series 2001-A Certificate Account on such date of purchase an amount equal to the Series 2001-A Full Repurchase Payment calculated as of such date of repurchase, in immediately available funds, together with an irrevocable written instruction to the Paying Agent to apply such amount solely to such repurchase.
The Sellers obligation to pay the Expense Reimbursement and the Break-Up Fee pursuant to this Section 10.2 shall survive termination of this Agreement and shall, to the extent owed by the U.S. Debtors, constitute an administrative expense of the U.S. Debtors under Section 503(b) of the U.S. Bankruptcy Code.
The Sellers the Assignee and the Assignor hereby agree that Section 3.1(o) of the Purchase Agreement is hereby amended by inserting immediately prior to the language "shall deliver" the following language: "sufficient information to identify the related Mortgagor for purposes of the Anti-Money Laundering Laws, and".
The Sellers the Assignee and the Assignor hereby agree that Section 3.1(v) of the Purchase Agreement is hereby amended by deleting the word "forty" and replacing it with the word "thirty".
The Sellers to the addresses set forth in Schedule 10.2. All such notices and communications shall be effective, (i) if personally delivered or sent by express mail or courier or if sent by certified mail, when received, and (ii) if transmitted by facsimile, when sent, receipt confirmed by telephone or electronic means.
The Sellers. In the case of each Seller as an Indemnifying Party (i) any breach of any representation or warranty made by such Seller in Section 4 of this Agreement; (ii) any breach of any representation or warranty made by the Company in Section 5 of this Agreement (other than Section 5.11) or any breach or violation of any covenant or agreement made by the Company in this Agreement (other than with respect to Taxes which are covered by Section 11.6 hereof) to be performed at or prior to Closing; or (iii) any breach or violation of any covenant or agreement made by such Seller in this Agreement.