Each one of the representations and you will warranties out of Seller inside

(a) Representations and Warranties. Article 4 shall be true and correct (without giving effect to materiality, Material Adverse Effect or any similar qualification) as of each Closing as if made at such time (except to the extent that any such representation and warranty expressly speaks as of an earlier date, in which case such representation and warranty shall be true and correct as of such earlier date).

(b) Trust Acknowledgment. The Purchaser shall have received from the Custodian a trust receipt in form and substance acceptable to the Purchaser with respect to the Custodian’s receipt of the Collateral Files for the related HELOCs.

(d) Covenants. The covenants and agreements contained in this Agreement to be complied with by Seller on or before each Closing shall have been complied with in all material respects.

7.3 Standards for the Loans away from Supplier. The obligations of Seller hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before each Closing, of each of the following conditions (all or any of which may be waived in writing in whole or in part by Seller in its sole reasonable discretion):

(a) Representations and you can Guarantees. Each of the representations and warranties of Purchaser in shall be true and correct (without giving effect to materiality or any similar qualification) as of each Closing as if made at such time (except to the extent that any such representation and warranty expressly speaks as of an earlier date, in which case such representation and warranty shall be true and correct as of such earlier date).

(b) Covenants. The covenants and agreements contained in this Agreement to be complied with by Purchaser on or before each Closing shall have been complied with in all material respects.

(a) New HELOCs is bought from the Purchaser and you can marketed of the the vendor into the a repair-create foundation and purchase of new HELOCs from the Purchaser should, for everyone purposes, include all the Upkeep Liberties relating thereto. During the Upkeep Period, brand new Servicer, while the an independent contractor and you will acting by yourself, will solution new HELOCs sold into Purchaser towards eg Closure Day in accordance with Acknowledged Repair Techniques as well as the terms of this Contract on behalf of Consumer since owner of your own HELOCs and you may Upkeep Rights.

Repair Payment

(b) The brand new Servicer will services the HELOCs according to the specifications from Article IV of the Established Repair Arrangement and related Borrowing from the bank Arrangement. Getting reason for the current Repair Contract, all of the HELOCs should be treated because of the Servicer once the Mortgages, Eligible Mortgages, Non-Company Mortgages (towards the amount such specifications are applicable so you’re able to HELOCs), and you will possibly as First Lien Mortgage loans otherwise Second Lien Home loan Money, since the relevant, so that as known on related Home mortgage Agenda.

Article 5

(c) To the extent set forth in and subject to the terms of the Delegation of Authority Matrix attached as Exhibit 10 to the Existing Servicing Agreement, Purchaser hereby delegates authority to the Servicer to carry out the Servicer’s servicing and administration duties with respect to the HELOCs without obtaining the Purchaser’s prior written approval.

8.dos . Due to the fact planning to own servicing the latest HELOCs, the fresh Purchaser should (a) pay the Servicer the newest applicable Maintenance Percentage or any other Costs the fresh new Servicer is eligible to each month, and (b) enable the Servicer to hold extra upkeep settlement throughout the setting away from Ancillary Income, per in line with Plan 1 hereto.

(a) At the time of per Closure Day, brand new Buyer should assume the brand new financial obligations of your Seller in order to finance Brings. Regardless of this, Servicer will administer new Draw desires and you can Brings, of the on top of other things bringing the Draw demands from the Mortgagors, choosing whether or not the Mark consult is within the relevant Credit limit and Mark Several months and you can if you don’t permitted from the associated Credit Agreement during the instance big date, alerting Mortgagors whether the Mark request will be recognized, and you will remitting the brand new recognized Mark into the Mortgagor, if applicable, in line with Recognized Upkeep Means.