Common use of Interest Conveyed Clause in Contracts

Interest Conveyed. In the event a foreclosure occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with the net proceeds, if any, of such foreclosure sale. If the Initial Member was the purchaser at such foreclosure sale, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with a special warranty deed to the Receiver Acquired Property purchased at such foreclosure sale. The Company acknowledges and agrees that the Company shall not acquire any interest in or to (a) any such Underlying Collateral that was foreclosed by the Initial Member or any of its predecessors-in-interest on or before the Cut- Off Date and for which the Redemption Period, if any, had expired on or before the Cut-Off Date and (b) any performance or completion bond or letter of credit or other assurance filed with any Governmental Authority with respect to any Loan for the purpose of ensuring that improvements constructed or to be constructed are completed in accordance with any governmental regulations or building requirements applicable to the proposed or completed improvement to the extent that any such performance or completion bond or letter of credit or other assurance constitutes a promise or obligation of the Initial Member or any Failed Bank to make any payment or otherwise provide any performance or satisfaction.

Interest Conveyed. In the event a foreclosure on Collateral occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, the Initial Member Transferor shall convey to the Company all of the Transferor’s right, title and interest as of the Closing Date in and to the related Deficiency Balance, if any, and any related Underlying Loan, together with the net proceeds, if any, of such foreclosure sale. If the Initial Member Transferor was the purchaser at such foreclosure sale, the Initial Member Transferor shall convey to the Company all right, title and interest of the Transferor as of the Closing Date in and to the Deficiency Balance, if any, and any related Underlying Loan, together with a special warranty deed to the Receiver Acquired Property purchased at such foreclosure salesale (unless the Receiver Acquired Property was purchased by an Ownership Entity, in which case the Transferor shall convey to the Company all equity interests in such Ownership Entity). The Company acknowledges and agrees that the Company shall not acquire any interest in or to (a) any such Underlying Collateral that was foreclosed by the Initial Member Transferor or any of its predecessors-in-interest on or before the Cut- Cut-Off Date and for which the Redemption Period, if any, had expired on or before the Cut-Off Date and or (b) any performance or completion bond or letter of credit or other assurance filed with any Governmental Authority with respect to any Loan Asset for the purpose of ensuring that improvements constructed or to be constructed are completed in accordance with any governmental regulations or building requirements applicable to the proposed or completed improvement to the extent that any such performance or completion bond or letter of credit or other assurance constitutes a promise or obligation of the Initial Member Transferor or any the Failed Bank to make any payment or otherwise provide any performance or satisfaction.

Interest Conveyed. In the event a foreclosure occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with the net proceeds, if any, of such foreclosure sale. If the Initial Member was the purchaser at such foreclosure sale, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with a special warranty deed to the Receiver Acquired Property purchased at such foreclosure sale. The Company acknowledges and agrees that the Company shall not acquire any interest in or to (a) any such Underlying Collateral that was foreclosed by the Initial Member or any of its predecessors-in-interest on or before the Cut- Cut-Off Date and for which the Redemption Period, if any, had expired on or before the Cut-Off Date and (b) any performance or completion bond or letter of credit or other assurance filed with any Governmental Authority with respect to any Loan for the purpose of ensuring that improvements constructed or to be constructed are completed in accordance with any governmental regulations or building requirements applicable to the proposed or completed improvement to the extent that any such performance or completion bond or letter of credit or other assurance constitutes a promise or obligation of the Initial Member or any Failed Bank to make any payment or otherwise provide any performance or satisfaction. For the avoidance of doubt, notwithstanding anything to the contrary in this Agreement, the Company and the Initial Member agree that the contribution and sale of the Loans pursuant to this Agreement will exclude the transfer to the Company of all right, title and interest the Initial Member, the Receiver or any predecessors-in- interest thereto may have with respect to any Deficiency Judgment Claim.

Interest Conveyed. In the event a foreclosure occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, the Initial Member shall convey to the Company the Deficiency Balance, if any, and any related Underlying Loan, together with the net proceeds, if any, of such foreclosure sale. If the Initial Member was the purchaser at such foreclosure sale, the Initial Member shall convey to the Company the Deficiency Balance, if any, and any related Underlying Loan, together with a special warranty deed to the Receiver Acquired Property purchased at such foreclosure salesale (unless the Receiver Acquired Property was purchased by an Ownership Entity, in which case the Initial Member shall convey to the Company all equity interests in such Ownership Entity). The Company acknowledges and agrees that the Company shall not acquire any interest in or to (a) any such Underlying Collateral that was foreclosed by the Initial Member or any of its predecessors-in-interest on or before the Cut- Cut-Off Date and for which the Redemption Period, if any, had expired on or before the Cut-Off Date and (b) any performance or completion bond or letter of credit or other assurance filed with any Governmental Authority with respect to any Loan Asset for the purpose of ensuring that improvements constructed or to be constructed are completed in accordance with any governmental regulations or building requirements applicable to the proposed or completed improvement to the extent that any such performance or completion bond or letter of credit or other assurance constitutes a promise or obligation of the Initial Member or any the Failed Bank to make any payment or otherwise provide any performance or satisfaction.

Interest Conveyed. In the event a foreclosure occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with the net proceeds, if any, of such foreclosure sale. If the Initial Member was the purchaser at such foreclosure sale, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with a special warranty deed to the Receiver Acquired Property purchased at such foreclosure sale. The Company acknowledges and agrees that the Company shall not acquire any interest in or to (a) any such Underlying Collateral that was foreclosed by the Initial Member or any of its predecessors-in-interest on or before the Cut- Off Date and for which the Redemption Period, if any, had expired on or before the Cut-Off Date and (b) any performance or completion bond or letter of credit or other assurance filed with any Governmental Authority with respect to any Mortgage Loan for the purpose of ensuring that improvements constructed or to be constructed are completed in accordance with any governmental regulations or building requirements applicable to the proposed or completed improvement to the extent that any such performance or completion bond or letter of credit or other assurance constitutes a promise or obligation of the Initial Member or any Failed Bank to make any payment or otherwise provide any performance or satisfaction.

Interest Conveyed. In the event a foreclosure occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with the net proceeds, if any, of such foreclosure sale. If the Initial Member was the purchaser at such foreclosure sale, the Initial Member shall convey to the Company the Deficiency Balance, if any, together with a special warranty deed to the Receiver Acquired Property purchased at such foreclosure sale. The Company acknowledges and agrees that the Company shall not acquire any interest in or to (a) any such Underlying Collateral that was foreclosed by the Initial Member or any of its predecessors-in-interest on or before the Cut- Cut-Off Date and for which the Redemption Period, if any, had expired on or before the Cut-Off Date and (b) any performance or completion bond or letter of credit or other assurance filed with any Governmental Authority with respect to any Loan for the purpose of ensuring that improvements constructed or to be constructed are completed in accordance with any governmental regulations or building requirements applicable to the proposed or completed improvement to the extent that any such performance or completion bond or letter of credit or other assurance constitutes a promise or obligation of the Initial Member or any Failed Bank to make any payment or otherwise provide any performance or satisfaction. For the avoidance of doubt, notwithstanding anything to the contrary in this Agreement, the Company and the Initial Member agree that the contribution and sale of the Loans pursuant to this Agreement will exclude the transfer to the Company of all right, title and interest the Initial Member, the Receiver or any predecessors-in­ interest thereto may have with respect to any Deficiency Judgment Claim.