Common use of Intention of the Parties Clause in Contracts

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 51 contracts

Samples: Warranties and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2006-5), Indemnification Agreement (RBSGC Mortgage Loan Trust 2007-B), Reconstituted Servicing Agreement (Structured Asset Securities CORP Mortgage Loan Trust 2007-Wf1)

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Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 48 contracts

Samples: Reconstituted Servicing Agreement (SASCO Mortgage Loan Trust Series 2005-Gel3), Assignment, Assumption and Recognition Agreement (Thornburg Mortgage Securities Trust 2006-1), And Servicing Agreement (GSR Mortgage Loan Trust 2007-2f)

Intention of the Parties. It is the intention of the parties that the Initial Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Initial Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files File to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Initial Purchaser in the course of such review.

Appears in 22 contracts

Samples: Mortgage Loan Purchase Agreement (Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-2), 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 Investors Trust, Series 2006-A2)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 10 contracts

Samples: Warranties and Servicing Agreement (Deutsche Alt-a Securities Mortgage Loan Trust, Series 2006-Ar5), Warranties and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-Af2), Warranties and Servicing Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-1)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 5 contracts

Samples: Mortgage Loan Purchase and Servicing Agreement (Citicorp Mortgage Securities Trust, Series 2007-6), Mortgage Loan Purchase and Servicing Agreement (CMALT (CitiMortgage Alternative Loan Trust), Series 2007-A7), Mortgage Loan Purchase and Servicing Agreement (Citicorp Mortgage Securities Inc)

Intention of the Parties. It is the intention of the parties that Pursuant to this Agreement, the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in selling the Mortgage Loans and not a debt instrument of the Seller or another any other security. Accordingly, the parties hereto Seller and the Purchaser shall each intend to treat the transaction for Federal federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage LoansLoans and the Servicing Rights. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal federal income tax consequences of owning the Mortgage Loans and the Servicing Rights and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Interim Servicing Agreement (E Loan Inc), Mortgage Loan Purchase Agreement (E Loan Inc), Authorized Signatories Agreement (E Loan Inc)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another other security. Accordingly, the parties hereto each intend to treat each of the transaction transactions hereunder for Federal federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the Federal federal income tax consequences of owning the Mortgage Loans Loans, and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Sale Agreement (WaMu Asset Acceptance Corp.), Mortgage Loan Purchase and Sale Agreement (WaMu Asset Acceptance Corp.), Mortgage Loan Purchase and Sale Agreement (WaMu Asset Acceptance Corp.)

Intention of the Parties. It is the intention of the parties that the Purchaser Initial Owner is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat each of the transaction transactions contemplated hereunder for Federal income tax purposes as a sale by the SellerCompany, and a purchase by the PurchaserInitial Owner, of the Mortgage Loans. The Purchaser Initial Owner shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller Company shall cooperate with all reasonable requests made by the Purchaser Initial Owner in the course of such review.

Appears in 2 contracts

Samples: Master Flow Sale and Servicing Agreement (Banc of America Funding 2007-3 Trust), Master Flow Sale and Servicing Agreement (Banc of America Funding 2007-4 Trust)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller Company is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller Company or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the SellerCompany, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller Company shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 2 contracts

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

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files and Servicing Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 2 contracts

Samples: Wells Fargo Servicing Agreement (Citigroup Mortgage Loan Trust Inc., Series 2006-Ar2), Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar1)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the each Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the such Seller or another other security. Accordingly, the parties hereto each intend to treat each of the transaction transactions hereunder for Federal federal income tax purposes as a sale by the each Seller, as applicable, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the Federal federal income tax consequences of owning the Mortgage Loans Loans, and the applicable Seller or Sellers shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement, Mortgage Loan Purchase and Sale Agreement (WaMu Asset Acceptance Corp.)

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Intention of the Parties. It is the intention of the parties that the Initial Purchaser is purchasing, and the Seller Company is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller Company or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the SellerCompany, and a purchase by the Purchaser, of the Mortgage Loans. The Initial Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller Company shall cooperate with all reasonable requests made by the Initial Purchaser in the course of such review. Moreover, this Agreement relates solely to the purchase described herein and is not an agreement between the parties hereto to negotiate similar terms in the future.

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Interim Servicing Agreement (Asset Backed Securities CORP Home Equity Loan Trust, Series AMQ 2007-He2), Mortgage Loan Purchase and Interim Servicing Agreement (Asset Backed Securities CORP Home Equity Loan Trust, Series AMQ 2007-He2)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not rather than pledging the Mortgage Loans to secure a debt instrument of loan by the Seller or another securityPurchaser to the Seller. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax accounting purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall will have the right to review the Mortgage Loans and the related Custodial Mortgage Files to determine the characteristics of the Mortgage Loans which shall will affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall will cooperate with all reasonable requests made by the Purchaser in the course of such review. [The Insurer shall be an intended third party beneficiary hereunder.]

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (Fleet Home Equity Loan Corp)

Intention of the Parties. It is the intention of the ------------------------ parties that the Initial Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Initial Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Initial Purchaser in the course of such review.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Wilshire Real Estate Investment Trust Inc)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in Originators are selling the Mortgage Loans and the Servicing Rights, and not a debt instrument of the Seller Originators or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal federal income tax purposes as a sale by the SellerOriginators, and a purchase by the Purchaser, of the Mortgage LoansLoans and the Servicing Rights. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal federal income tax consequences of owning the Mortgage Loans and the Seller Servicing Rights and the Originators shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Interim Servicing Agreement (American Business Financial Services Inc /De/)

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans Loan and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 1 contract

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

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.review.β€Œ

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Interim Servicing Agreement

Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller Company is selling, an undivided 100% ownership interest in selling the Mortgage Loans and not a debt instrument of the Seller Company or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal federal income tax purposes as a sale by the SellerCompany, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Custodial Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal federal income tax consequences of owning the Mortgage Loans and the Seller Company shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-St1)

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