Original. LOAN-TO-VALUE RATIOS ------------------------------------------------------------------------------------------------------------------------------------ % OF PRINCIPAL PRINCIPAL REMAINING RANGE OF ORIGINAL NUMBER OF BALANCE BALANCE TERM TO DEBT-TO MORTGAGE LOAN-TO-VALUE RATIOS MORTGAGE AS OF THE AS OF THE MATURITY INCOME RATES OLTV (%) LOANS CUT-OFF DATE CUT-OFF DATE (MONTHS) (%) (%) FICO (%) (1) ------------------------------------------------------------------------------------------------------------------------------------ <=25.00 14 $ 1,866,889.40 0.05% 359 43.53% 7.304% 561 18.73% 25.01 - 30.00 21 2,499,141.36 0.07 343 34.20 6.650 588 27.72 30.01 - 35.00 26 3,038,747.06 0.09 358 38.53 6.877 613 33.13 35.01 - 40.00 61 6,816,345.22 0.20 353 37.07 6.987 592 37.49 40.01 - 45.00 101 14,872,164.33 0.43 350 39.20 6.940 603 42.61 45.01 - 50.00 163 28,130,512.94 0.82 353 39.82 6.958 597 47.98 50.01 - 55.00 176 29,325,939.29 0.85 351 37.03 7.019 600 52.97 55.01 - 60.00 324 57,875,983.35 1.68 356 39.42 7.205 587 58.04 60.01 - 65.00 620 116,458,868.88 3.38 356 40.35 7.212 583 63.55 65.01 - 70.00 965 174,962,422.22 5.07 356 40.42 7.344 581 68.70 70.01 - 75.00 1,613 293,706,544.98 8.51 356 40.65 7.367 582 74.07 75.01 - 80.00 4,309 780,944,181.52 22.64 357 38.78 7.004 619 79.59 80.01 - 85.00 2,298 417,781,586.34 12.11 357 38.66 7.222 596 84.44 85.01 - 90.00 5,405 907,201,034.46 26.30 358 38.64 7.640 605 89.74 90.01 - 95.00 2,769 521,551,320.09 15.12 358 39.85 7.633 642 94.81 95.01 - 100.00 1,278 92,969,343.47 2.69 357 37.69 9.754 666 99.99 ==================================================================================================================================== TOTAL: 20,143 $3,450,001,024.91 100.00% 357 39.16% 7.425% 610 82.93% ------------------------------------------------------------------------------------------------------------------------------------
Original. 17. If the Guarantor is a trust: no trustee of the Guarantor shall be held to any liability whatsoever for any obligation under this Guaranty, and this Guaranty shall not be enforceable against any such trustee in their or its, his or her individual capacities or capacity; and this Guaranty shall be enforceable against the trustees of the Guarantor only as such, and every person, firm, association, trust or corporation having any claim or demand arising under this Guaranty and relating to the Guarantor or any trustee of the Guarantor shall look solely to the trust estate of the Guarantor for the payment or satisfaction thereof. Acceptable Modifications to Paragraph 17
Original. 12. All notices and other communications hereunder shall be made at the addresses by hand delivery, by next day delivery service effective upon receipt, or by certified mail return receipt requested (effective upon scheduled weekday delivery day) or telefacsimile (effective upon receipt of evidence, including telefacsimile evidence, that telefacsimile was received) Acceptable Modifications to Paragraph 12 Optional Change #14
Original. To induce Lender to enter into this Agreement, Borrower represents and warrants to Lender as follows:
Original. 14. This Guaranty and the rights and obligations of the DS Supplier and the Guarantor hereunder shall be construed in accordance with and governed by the laws of the Commonwealth of Pennsylvania. The Guarantor and Guaranteed Party jointly and severally agree and irrevocably submit to the exclusive jurisdiction of state and federal courts located in the Commonwealth of Pennsylvania over any disputes arising or relating to this Guaranty and waive and agree not to assert as a defense any objections to venue or inconvenient forum. The Guarantor and the Guaranteed Party consent to and grant any such court jurisdiction over the person of such party and over the subject matter of such dispute and agree that summons or other legal process in connection with any such action or proceeding shall be deemed properly and effectively served when sent by certified U.S. mail, return receipt requested, to the address of the other party set forth in Paragraph 12 hereof, or in such other manner as may be permitted by law. The Guarantor and the Guaranteed Party each hereby irrevocably waives any and all rights to trial by jury with respect to any legal proceeding arising out of or relating to this Guaranty.
Original. 13. The Guarantor represents and warrants that: (a) it is duly organized and validly existing under the laws of the jurisdiction in which it was organized and has the power and authority to execute, deliver, and perform this Guaranty; (b) no authorization, approval, consent or order of, or registration or filing with, any court or other governmental body having jurisdiction over the Guarantor is required on the part of the Guarantor for the execution, delivery and performance of this Guaranty except for those already made or obtained; (c) this Guaranty constitutes a valid and legally binding agreement of the Guarantor, and is enforceable against the Guarantor; and (d) the execution, delivery and performance of this Guaranty by the Guarantor have been and remain duly authorized by all necessary corporate or comparable action and do not contravene any provision of its [insert appropriate corporate organizational document, such as Declaration of Trust, Limited Liability Company Agreement, Articles of Incorporation and by-laws] or any law, regulation or contractual restriction binding on it or its assets.
Original. To induce the Bank to enter into this Agreement, the Borrower represents and warrants to the Bank as follows:
Original. 1. The Guarantor, as primary obligor and not merely as surety, hereby irrevocably and unconditionally guarantees the full and prompt payment when due (whether by acceleration or otherwise) of any sums due and payable by the DS Supplier as a result of an Event of Default under the Agreement(s) (including, without limitation, indemnities, damages, fees and interest thereon, pursuant to the terms of the Agreement(s)). [Notwithstanding anything to the contrary herein, the maximum aggregate liability of the Guarantor under this Guaranty shall in no event exceed $ , less the value of other liquid securities posted by the DS Supplier under the Agreement(s).] All such principal, interest, obligations and liabilities, collectively, are the “Guaranteed Obligations”. This Guaranty is a guarantee of payment and not of collection.
Original. 2. The Guarantor hereby waives diligence, acceleration, notice of acceptance of this Guaranty and notice of any liability to which it may apply, and waives presentment and all demands whatsoever except as noted herein, notice of protest, notice of dishonor or nonpayment of any such liability, suit or taking of other action by Guaranteed Party against, and any other notice to, any party liable thereon (including the Guarantor), filing of claims with a court in the event of the insolvency or bankruptcy of the DS Supplier, and any right to require a proceeding first against the DS Supplier.
Original. 10. The Guarantor’s liability as guarantor shall continue and remain in full force and effect in the event that all or any part of any payment made hereunder or any obligation or liability guaranteed hereunder is recovered (as a fraudulent conveyance, preference or otherwise) rescinded or must otherwise be reinstated or returned due to bankruptcy or insolvency laws or otherwise. If claim is ever made upon the Guaranteed Party for repayment or recovery of any amount or amounts received from the Guarantor or the DS Supplier in payment or on account of any of the Guaranteed Obligations and the Guaranteed Party repays all or part of such amount by reason of (a) any judgment, decree or order of any court or administrative body having jurisdiction over such payee or any of its property, or (b) any settlement or compromise of any such claim effected by such payee with any such claimant (including the Guarantor), then and in such event the Guarantor agrees that any such judgment, decree, order, settlement or compromise shall be binding upon it, notwithstanding any revocation hereof or the cancellation of the Agreement(s) or other instrument evidencing any liability of the Guarantor, and the Guarantor shall be and remain liable to the Guaranteed Party hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by the Guaranteed Party.
