Access to Certain Documentation and Information. (a) The Servicer shall afford the Depositor, the Guarantor, the Trustee and each Rating Agency reasonable access to all records and documentation regarding the Loans and all accounts, insurance information and other matters relating to this Agreement, such access being afforded without charge, but only upon reasonable request and during normal business hours at the office designated by the Servicer. (b) Upon reasonable advance notice in writing, the Servicer will provide to each Certificateholder which is a savings and loan association, bank or insurance company certain reports and reasonable access to information and documentation regarding the Loans sufficient to permit such Certificateholder to comply with applicable regulations of the OTS or other regulatory authorities with respect to investment in the Certificates; provided that the Servicer shall be entitled to be reimbursed by each such Certificateholder for actual expenses incurred by the Servicer in providing such reports and access. (c) If any Loan is subject to an Early Payment Default, the Servicer will forward to the Guarantor, upon its reasonable request, copies of the Loan documentation and related underwriting documentation with respect to such Loan that is or was required to be delivered to the Trustee pursuant to this Agreement. (d) The Guarantor will be permitted, upon reasonable notice and during normal business hours, at the chief executive office of the Servicer, to review copies of the Loan documentation and related underwriting documentation that is or was required to be delivered to the Trustee pursuant to this Agreement with respect to 300 of the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, as a result of such investigation, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to the conditions set forth in Section 2.03. (e) For a period of two years from the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide such information to Guarantor. (f) The Guarantor, at its sole expense, shall be entitled to access the servicing files relating to the Loans during regular business hours at the Servicer's chief executive office, within 90 days of any request therefore in order to compile loan level data for HUD reporting.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Equity One Abs Inc Equity One Mortgage Pass-THR Trust 2002-5)
Access to Certain Documentation and Information. (a) The Servicer Owner Trustee shall afford to the DepositorCompany, the GuarantorManager, the Indenture Trustee the Master Servicer, the Special Servicer and each Rating Agency reasonable any Certificateholder, and to the OTS, the FDIC and any other banking or insurance regulatory authority that may exercise authority over any Certificateholder, access to all reports, documents and records maintained by the Owner Trustee in respect of its duties hereunder and all documentation regarding the Mortgage Loans and all accounts, insurance information and other matters relating within its control that may be required to be provided by this Agreement, such Agreement or by applicable law. Such access being shall be afforded without charge, charge but only upon reasonable prior written request and during normal business hours at the office offices designated by the ServicerOwner Trustee.
(b) Upon reasonable advance notice in writingThe Owner Trustee shall maintain at its office primarily responsible for administration of the Owner Trust and shall deliver to the Company, the Servicer will provide Rating Agencies and, subject to each the succeeding paragraph, any Certificateholder which is or Person identified to the Owner Trustee as a savings and loan associationprospective transferee of an Owner Trust Certificate or an interest therein (at the reasonable request and, bank or insurance company certain reports and reasonable access to information and documentation regarding except for the Loans sufficient to permit such Certificateholder to comply with applicable regulations Rating Agencies, expense of the OTS or other regulatory authorities with respect to investment in the Certificates; provided that the Servicer shall be entitled to be reimbursed by each such Certificateholder for actual expenses incurred by the Servicer in providing such reports and access.
(c) If any Loan is subject to an Early Payment Default, the Servicer will forward to the Guarantor, upon its reasonable requestrequesting party), copies of the Loan documentation and related underwriting documentation with respect following items (to the extent that such Loan that is items have been delivered to the Owner Trustee or was required the Owner Trustee can cause such items to be delivered to it without unreasonable burden or expense): (i) any private placement memorandum or other disclosure document relating to the Owner Trust Certificates of the related Class, in the form most recently provided to the Owner Trustee by the Company or by any Person designated by the Company; (ii) this Agreement, the Indenture, the Servicing Agreement, the Management Agreement, the Loan Sale Agreement and any amendments hereto or thereto; (iii) all reports prepared by, and all reports delivered to, the Owner Trustee, the Indenture Trustee, the Master Servicer or the Special Servicer since the Closing Date; (iv) all Officer's Certificates delivered by the Master Servicer and the Special Servicer since the Closing Date pursuant to this Agreement.
(d) The Guarantor will be permitted, upon reasonable notice and during normal business hours, at the chief executive office Section 3.13 of the Servicer, Servicing Agreement and all Officer's Certificates delivered by the Owner Trustee since the Closing Date pursuant to review copies Section 9.07 of the Loan documentation and related underwriting documentation that is or was required Indenture; (v) all accountants' reports caused to be delivered to by the Trustee Master Servicer and the Special Servicer since the Closing Date pursuant to this Agreement Section 3.14 of the Servicing Agreement; (vi) the most recent inspection report prepared by the Special Servicer in respect of each Mortgaged Property pursuant to Section 3.12(a) of the Servicing Agreement; (vii) the most recent available operating statement of each Mortgaged Property and financial statements of the related Borrower collected by the Master Servicer or the Special Servicer pursuant to Section 3.12(b) of the Servicing Agreement, together with the accompanying written reports to be prepared by the Master Servicer or the Special Servicer, as the case may be, pursuant to Section 3.12 of the Servicing Agreement; (viii) any and all notices and reports with respect to 300 of any Collateral as to which the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, as a result of such investigation, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇berenvironmental testing contemplated by Section 3.09(b) of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, Servicing Agreement revealed that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to of the conditions set forth in Section 2.03.
clauses (eA)(i) For a period and (A)(ii) of two years from the first sentence thereof was not satisfied; (ix) all Determination Date Reports, Portfolio Performance Reports and Special Servicer Reports since the Closing DateDate prepared pursuant to Section 4.01 of the Servicing Agreement, and all Trustee Reports since the Closing Date prepared pursuant to Section 6.01 of the Indenture; (x) copies of each of the Bonds; (xi) copies of each of the Mortgage Loan Files, including any and all modifications, waivers and amendments of the terms of a Mortgage Loan entered into or consented to by the Master Servicer or the Special Servicer and delivered to the Owner Trustee pursuant to Section 3.20 of the Servicing Agreement or otherwise; and (xii) any and all Officer's Certificates and other evidence to support the Master Servicer or Special Servicer's, as the case may be, determination that any Advance was or, if made, would be a Nonrecoverable Advance. The Owner Trustee shall make available copies of any and all of the foregoing items upon request of any party set forth in the previous sentence. However, the Guarantor may contact Owner Trustee shall be permitted to require of such party (other than the Sellers Rating Agencies) the payment of a sum sufficient to confirm that cover the Sellers continue reasonable costs and expenses of providing such copies as are requested by such party. The Owner Trustee shall make available, upon reasonable advance notice and at the expense of the requesting party, copies of the above items to actively engage any Holder of Owner Trust Certificates and to prospective purchasers of Owner Trust Certificates; provided, that, as a condition to making such items available, the Owner Trustee shall require (a) in the business case of purchasing or originating loans Certificateholders, a confirmation executed by the requesting Person substantially in the form of Exhibit E-1 hereto generally to low-income families the effect that such Person is a beneficial holder of Owner Trust Certificates, is requesting the information solely for use in evaluating such Person's investment in the Owner Trust Certificates and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide otherwise keep such information to Guarantor.
confidential and (fb) The Guarantorin the case of a prospective purchaser, at its sole expense, shall be entitled to access confirmation executed by the servicing files relating requesting Person and such Person's prospective transferor substantially in the form of Exhibit E-2 hereto generally to the Loans during regular business hours at effect that such Person is a prospective purchaser of an Owner Trust Certificate or an interest therein, is requesting the Servicer's chief executive office, within 90 days of any request therefore information solely for use in order to compile loan level data for HUD reportingevaluating a possible investment in Owner Trust Certificates and shall otherwise keep such information confidential.
Appears in 1 contract
Sources: Owner Trust Agreement (Imh Assets Corp Impac CMB Trust 1998 C1 Col Mor Bond 1998 C1)
Access to Certain Documentation and Information. with respect to this Indenture.
(a) The Servicer Indenture Trustee shall afford provide to the DepositorIssuer, the GuarantorManager, the Trustee Bondholders and each the Rating Agency reasonable access to all reports, statements, certificates, documents and records and documentation regarding maintained by the Loans and all accounts, insurance information and other matters relating to this AgreementIndenture Trustee in respect of its duties hereunder, such access being afforded without charge, charge but only upon reasonable written request and during normal business hours at the office offices designated by the ServicerIndenture Trustee. Upon the written request of any Bondholder, the Indenture Trustee shall promptly seek to obtain (and, upon obtaining, shall promptly deliver to the requesting Bondholder) any reports, statements, certificates, documents, records and/or other information available to it as owner of the Pledged Securities under the respective Pledged Security Agreements; provided that if it must pay any fee or other charge under any Pledged Security Agreement in connection therewith, it may in turn require the requesting Bondholder to pay such fee or other charge.
(b) Upon reasonable advance notice in writingPromptly following the first sale of a Bond of any Class to an Independent third party, the Servicer will Issuer shall provide to the Indenture Trustee three copies of any private placement memorandum or other disclosure document used by the Issuer or their Affiliates in connection with the offer and sale of such Class of Bonds, in each Certificateholder which case in a form suitable for copying. In addition, if any such private placement memorandum or disclosure document is a savings revised, amended or supplemented at any time following the delivery thereof to the Indenture Trustee, the Issuer promptly shall inform the Indenture Trustee of such event and loan association, bank or insurance company certain reports and reasonable access shall deliver to information and documentation regarding the Loans sufficient to permit such Certificateholder to comply with applicable regulations Indenture Trustee three copies of the OTS private placement memorandum or disclosure document, as revised, amended or supplemented. Upon the written request of the Issuer, the Rating Agency or any Bondholder, Bond Owner (provided that it has certified to the Indenture Trustee as to its Ownership Interest in a Book-Entry Bond) or prospective purchaser of a Bond or interest therein identified to the Indenture Trustee by a Bondholder or Bond Owner, the Indenture Trustee as soon as reasonably practicable, shall provide such Person with copies (at their expense) of (i) this Indenture and the Pledged Security Agreements and any supplements or amendments hereto or thereto, (ii) all Payment Date Statements, Pledged Security Reports, Delinquency Reports, Specially Serviced Mortgage Loan Reports, Modified Loan Reports, Realized Loss Reports, Portfolio Summaries and other information items required (or, upon request, available) to be forwarded to Bondholders since the Closing Date pursuant to Section 8 and/or Section 11, (iii) agreements governing the issuance of the CMM 96-C1 Pledged Certificates, and (iv) any private placement memoranda or other regulatory authorities with respect disclosure documents relating to investment the Bonds, in each such case in the Certificates; form most recently provided that to the Servicer shall be entitled Indenture Trustee, accompanied by any appropriate written disclaimers relating to be reimbursed by each such Certificateholder the Indenture Trustee's lack of responsibility for actual expenses incurred by the Servicer in providing such reports information contained therein and accessrelating to the potential staleness of the Mortgage Loan information contained therein.
(c) If any Loan is subject to an Early Payment Default, the Servicer The Indenture Trustee will forward to the Guarantormake available, upon its reasonable requestadvance notice and at the expense of the requesting party, copies of the Loan documentation items referred to in Section 11(b) hereof to any Bondholder or Bond Owner and related underwriting documentation with respect to such Loan prospective purchasers of Bonds or interests therein; provided that is or was required to be delivered the Indenture Trustee will require (a) in the case of a Bond Owner of Book-Entry Bonds, a confirmation executed by the requesting Person in form reasonably acceptable to the Indenture Trustee pursuant generally to this Agreement.
the effect that such Person is a beneficial owner of Book-Entry Bonds, is requesting the information solely for use in evaluating such person's or entity's investment in such Book-Entry Bonds and will otherwise keep such information confidential and (db) The Guarantor in the case of a prospective purchaser, a confirmation executed by the requesting Person in form reasonably acceptable to the Indenture Trustee generally to the effect that such Person is a prospective purchaser of Bonds or interests therein, is requesting the information solely for use in evaluating a possible investment in Bonds and will otherwise keep such information confidential. Holders of Definitive Bonds, by their acceptance thereof, will be permitted, upon reasonable notice and during normal business hours, at the chief executive office of the Servicer, deemed to review copies of the Loan documentation and related underwriting documentation that is or was required have agreed to be delivered to the Trustee pursuant to this Agreement with respect to 300 of the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, as a result of such investigation, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to the conditions set forth in Section 2.03.
(e) For a period of two years from the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide keep such information to Guarantorconfidential.
(f) The Guarantor, at its sole expense, shall be entitled to access the servicing files relating to the Loans during regular business hours at the Servicer's chief executive office, within 90 days of any request therefore in order to compile loan level data for HUD reporting.
Appears in 1 contract
Sources: Terms Indenture (Criimi Mae Inc)
Access to Certain Documentation and Information. (a) The Servicer shall afford provide to the DepositorBack-up Servicer, the GuarantorBond Insurer, the Trustee Indenture Trustee, or any Noteholder and each Rating Agency reasonable their duly authorized representatives, attorneys or accountants access to any and all records and documentation regarding the Loans and all accounts, insurance information and other matters relating to this AgreementTrust Estate (including the Lease Schedule) that the Servicer may possess, such access being afforded without charge, charge but only upon reasonable request and during normal business hours so as not to interfere unreasonably with the Servicer's normal operations or customer or employee relations, at offices of the office Servicer designated by the Servicer.
(b) Upon reasonable advance notice in writingAt all times during the term hereof, the Servicer will provide to each Certificateholder which is shall keep available at its principal executive office for inspection by Noteholders, the Indenture Trustee, the Back-up Servicer and the Bond Insurer a savings and loan association, bank or insurance company certain reports and reasonable access to information and documentation regarding the Loans sufficient to permit such Certificateholder to comply with applicable regulations list of all Lease Contracts then held as a part of the OTS or other regulatory authorities Trust Estate, together with respect a reconciliation of such list to investment that set forth in the Certificates; provided that Lease Schedule and each of the Servicer shall be entitled to be reimbursed by each such Certificateholder for actual expenses incurred by Monthly Servicer's Reports, indicating the Servicer in providing such reports cumulative addition and accessremoval of Lease Contracts from the Trust Estate.
(c) If any Loan is subject The Servicer will maintain accounts and records as to an Early Payment Default, each respective Lease Contract serviced by the Servicer will forward that are accurate and sufficiently detailed as to permit (i) the Guarantor, upon its reasonable request, copies reader thereof to know as of the Loan documentation most recent Calculation Date the status of such Lease Contract, including any payments, Insurance Proceeds, Residual Proceeds and related underwriting documentation Recoveries received or owing (and the nature of each) thereon and (ii) the reconciliation between payments, Insurance Proceeds, Residual Proceeds or Recoveries on (or with respect to) each Lease Contract and the amounts from time to time deposited in the Collection Account in respect of such Loan that is or was required to be delivered to the Trustee pursuant to this AgreementLease Contract.
(d) The Guarantor Servicer will maintain all of its computerized accounts and records so that, from and after the time of the acquisition of the Lease Assets by the Issuer and the grant of the security interest in the Lease Contracts, Lease Receivables and Equipment to the Indenture Trustee, the Servicer's accounts and records (including any back-up computer archives) that refer to any Lease Contract, Lease Receivable or Equipment indicate clearly that the Lease Contracts, Lease Receivables and Equipment are owned by the Issuer and pledged to the Indenture Trustee for the benefit of the Noteholders. Indication of the Indenture Trustee's interest in a Lease Contract will be permitteddeleted from or modified on the Servicer's accounts and records when, upon reasonable notice and during normal business hoursonly when, at the chief executive office Lease Contract has been paid in full, replaced with a Substitute Lease Contract or purchased by the Company or the Issuer.
(e) Nothing in this Section 4.04 shall affect the obligation of the ServicerServicer to observe any applicable law prohibiting disclosure of information regarding the Customers, and the failure to review copies of the Loan documentation and related underwriting documentation that is or was provide information otherwise required to be delivered to the Trustee pursuant to by this Agreement with respect to 300 of the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, Section 4.04 as a result of such investigationobservance by the Servicer, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) shall not constitute a breach of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to the conditions set forth in this Section 2.03.
(e) For a period of two years from the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide such information to Guarantor4.04.
(f) The GuarantorAll information obtained by the Indenture Trustee, at the Back-up Servicer, the Bond Insurer or any Noteholder regarding the Customers and the Lease Contracts, whether upon exercise of its sole expenserights under this Section 4.04 or otherwise, shall be entitled maintained by the Indenture Trustee, the Back-up Servicer, the Bond Insurer or the Noteholder, as applicable, in confidence and shall not be disclosed to access any other Person, unless such disclosure shall not violate any applicable law or regulation or any proprietary rights of the servicing files relating Company, the Contributors, the Issuer or the Servicer or unless ordered by a court of appropriate jurisdiction or so required by any regulatory body having appropriate jurisdiction; provided that the Bond Insurer may make disclosures with respect to any of the above matters to the Loans during regular business hours at Rating Agencies or any entity having regulatory authority over the Servicer's chief executive officeBond Insurer and provided, within 90 days of further, that the Indenture Trustee may provide any request therefore in order such information to compile loan level data for HUD reportingany Noteholder.
Appears in 1 contract
Access to Certain Documentation and Information. (a) The Servicer shall afford provide to the DepositorBack-up Servicer, MBIA, the GuarantorTrustee, the Trustee or any Certificateholder and each Rating Agency reasonable their duly authorized representatives, attorneys or accountants access to any and all records and documentation regarding the Loans and all accounts, insurance information and other matters relating to this AgreementTrust Estate (including the Lease Schedule) that the Servicer may possess, such access being afforded without charge, charge but only upon reasonable request and during normal business hours so as not to interfere unreasonably with the Servicer's normal operations or customer or employee relations, at offices of the office Servicer designated by the Servicer.
(b) Upon reasonable advance notice in writingAt all times during the term hereof, the Servicer will provide to each Certificateholder which is shall keep available at its principal executive office for inspection by Certificateholders, the Trustee, the Back-up Servicer and MBIA a savings and loan association, bank or insurance company certain reports and reasonable access to information and documentation regarding the Loans sufficient to permit such Certificateholder to comply with applicable regulations list of all Lease Contracts then held as a part of the OTS or other regulatory authorities Trust Estate, together with respect a reconciliation of such list to investment that set forth in the Certificates; provided that Initial Lease Schedule or the Servicer shall be entitled to be reimbursed by Amended Lease Schedule and each such Certificateholder for actual expenses incurred by of the Servicer in providing such reports Monthly Servicer's Reports, indicating the cumulative addition and accessremoval of Lease Contracts from the Trust Estate.
(c) If The Servicer will maintain accounts and records as to each respective Lease Contract serviced by the Servicer that are accurate and sufficiently detailed as to permit (i) the reader thereof to know as of the most recent Calculation Date the status of such Lease Contract, including any Loan is subject payments, Insurance Proceeds, Residual Proceeds and Recoveries received or owing (and the nature of each) thereon and (ii) the reconciliation between payments, Insurance Proceeds, Residual Proceeds or Recoveries on (or with respect to) each Lease Contract and the amounts from time to an Early Payment Defaulttime deposited in the Collection Account in respect of such Lease Contract.
(d) The Servicer will maintain all of its computerized accounts and records so that, from the Closing Date and after each Acquisition Date and the conveyance of the related Lease Contract, Lease Receivables and Equipment to the Trustee, the Servicer Servicer's accounts and records (including any back-up computer archives) that refer to any such Lease Contracts, Lease Receivables or Equipment indicate clearly that the Lease Contracts, Lease Receivables and Equipment are owned by the Trustee for the benefit of MBIA and the Certificateholders. Indication of the Trustee's interest in a Lease Contract will forward be deleted from or modified on the Servicer's accounts and records when, and only when, the Lease Contract has been paid in full, replaced with a Substitute Lease Contract or purchased by the Company or the Transferor or conveyed to the Guarantor, upon its reasonable request, copies of the Loan documentation and related underwriting documentation with respect to such Loan that is or was required to be delivered to the Trustee Servicer pursuant to this Agreement.
(de) The Guarantor will be permitted, upon reasonable notice and during normal business hours, at Nothing in this Section 4.04 shall affect the chief executive office obligation of the ServicerServicer to observe any applicable law prohibiting disclosure of information regarding the Customers, and the failure to review copies of the Loan documentation and related underwriting documentation that is or was provide information otherwise required to be delivered to the Trustee pursuant to by this Agreement with respect to 300 of the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, Section 4.04 as a result of such investigationobservance by the Servicer, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) shall not constitute a breach of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to the conditions set forth in this Section 2.03.
(e) For a period of two years from the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide such information to Guarantor4.04.
(f) The GuarantorAll information obtained by the Trustee, at the Back-up Servicer, MBIA or any Certificateholder regarding the Customers and the Lease Contracts, whether upon exercise of its sole expenserights under this Section 4.04 or otherwise, shall be entitled maintained by the Trustee, the Back-up Servicer, MBIA or the Certificateholder, as applicable, in confidence and shall not be disclosed to access any other Person, unless such disclosure shall not violate any applicable law or regulation or any proprietary rights of the servicing files relating Company, the Transferor or the Servicer unless ordered by a court of applicable jurisdiction; provided that MBIA may make disclosures with respect to any of the above matters to the Loans during regular business hours at Rating Agencies, reinsurers or any entity having regulatory authority over MBIA and provided further that the Servicer's chief executive office, within 90 days of any request therefore in order Certificateholders may disclose such information to compile loan level data for HUD reportingthe extent permitted by the applicable Certificate Purchase Agreement.
Appears in 1 contract
Access to Certain Documentation and Information. (a) The Servicer Indenture Trustee shall afford provide to the DepositorIssuer, the Guarantor, Administrators and the Trustee and each Rating Agency reasonable Noteholders access to all records and documentation regarding the Loans Underlying Certificates and all accountsreports, insurance information statements, certificates, documents and other matters relating to this Agreementrecords maintained by the Indenture Trustee in respect of its duties hereunder, such access being afforded without charge, charge but only upon reasonable prior written request and during normal business hours at the office offices designated by the ServicerIndenture Trustee. Upon the written request of any Noteholder, the Indenture Trustee shall promptly seek to obtain (and, upon obtaining, shall promptly deliver to the requesting Noteholder) any reports, statements, certificates, documents, records and/or other information available to it as owner of the Underlying Certificates under the Underlying Agreements; provided that if it must pay any fee or other charge under the Underlying Agreements in connection therewith, it may in turn require the requesting Noteholder to pay such fee or other charge.
(b) Upon reasonable advance notice in writingPromptly following the first sale of a Note to an Independent third party, the Servicer will Issuer shall provide to each Certificateholder which the Indenture Trustee three copies of any private placement memorandum or other disclosure document used by the Issuer or its Affiliates in connection with the offer and sale of such Notes. In addition, if any such private placement memorandum or disclosure document is a savings revised, amended or supplemented at any time following the delivery thereof to the Indenture Trustee, the Issuer promptly shall inform the Indenture Trustee of such event and loan association, bank or insurance company certain reports and reasonable access shall deliver to information and documentation regarding the Loans sufficient to permit such Certificateholder to comply with applicable regulations Indenture Trustee three copies of the OTS private placement memorandum or disclosure document, as revised, amended or supplemented. Upon the written request of the Issuer or any Noteholder or prospective purchaser of a Note or interest therein identified to the Indenture Trustee by a Noteholder, the Indenture Trustee as soon as reasonably practicable, shall provide such Person with copies (at their expense) of (i) this Indenture and the related Underlying Agreement(s) and any supplements or amendments hereto or thereto, (ii) all Payment Date Statements, Underlying Certificate Reports and other information items required (or, upon request, available) to be forwarded to Noteholders since the Closing Date pursuant to Section 6.01 and/or Section 6.05, and (iii) any private placement memoranda or other regulatory authorities with respect disclosure documents relating to investment the Notes, in each such case in the Certificates; form most recently provided that to the Servicer shall be entitled Indenture Trustee, accompanied by any appropriate written disclaimers relating to be reimbursed by each such Certificateholder the Indenture Trustee’s lack of responsibility for actual expenses incurred by the Servicer in providing such reports information contained therein and accessrelating to the potential staleness of the information contained therein.
(c) If any Loan is subject to an Early Payment Default, the Servicer The Indenture Trustee will forward to the Guarantormake available, upon its reasonable requestwritten advance notice and at the expense of the requesting party, copies of the Loan documentation items referred to in Section 6.07(b) to any Noteholder and related underwriting documentation with respect to such Loan prospective purchasers of Notes or interests therein; provided that is or was required to be delivered the Indenture Trustee will require in the case of a prospective purchaser, confirmation from the Issuer that it has received a confirmation executed by the requesting Person in form reasonably acceptable to the Trustee pursuant Issuer generally to this Agreement.
(d) The Guarantor the effect that such Person is a prospective purchaser of Notes or interests therein, is requesting the information solely for use in evaluating a possible investment in the Notes and will otherwise keep such information confidential. Noteholders, by their acceptance thereof, will be permitted, upon reasonable notice and during normal business hours, at the chief executive office of the Servicer, deemed to review copies of the Loan documentation and related underwriting documentation that is or was required have agreed to be delivered to the Trustee pursuant to this Agreement with respect to 300 of the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, as a result of such investigation, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to the conditions set forth in Section 2.03.
(e) For a period of two years from the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide keep such information to Guarantorconfidential.
(f) The Guarantor, at its sole expense, shall be entitled to access the servicing files relating to the Loans during regular business hours at the Servicer's chief executive office, within 90 days of any request therefore in order to compile loan level data for HUD reporting.
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Access to Certain Documentation and Information. (aNotwithstanding anything to the contrary contained in Section 3.05, Section 2.05, this Section 7.07(r) The Servicer shall afford the Depositoror in any other Section hereof, the GuarantorIssuer, on reasonable prior notice, shall permit any representative of the Trustee and each Rating Agency reasonable access to all records and documentation regarding the Loans and all accountsor any Interested Noteholder, insurance information and other matters relating to this Agreementincluding, such access being afforded without chargelimitation, but only upon reasonable request and during normal business hours at the office designated independent certified public accountants selected by the Servicer.
(b) Upon reasonable advance notice in writingTrustee or such Interested Noteholder, as the Servicer will provide to each Certificateholder which is a savings and loan associationcase may be, bank or insurance company certain reports and reasonable access to information and documentation regarding during the Loans sufficient to permit such Certificateholder to comply with applicable regulations of the OTS or other regulatory authorities with respect to investment in the Certificates; provided that the Servicer shall be entitled to be reimbursed by each such Certificateholder for actual expenses incurred by the Servicer in providing such reports and access.
(c) If any Loan is subject to an Early Payment Default, the Servicer will forward to the Guarantor, upon its reasonable request, copies of the Loan documentation and related underwriting documentation with respect to such Loan that is or was required to be delivered to the Trustee pursuant to this Agreement.
(d) The Guarantor will be permitted, upon reasonable notice and during Issuer's normal business hours, at to examine all the chief executive office books of account, records, reports and other papers of the ServicerIssuer relating to the Assets and the Receivables, to review make copies of the Loan documentation and related underwriting documentation that is or was required extracts therefrom, and to be delivered discuss its affairs, finances and accounts relating to the Assets and the Receivables with its officers, employees and independent public accountants (and by this provision the Issuer hereby authorizes said accountants to discuss with such representatives such affairs, finances and accounts), all at such times and as often as reasonably may be requested. Unless an Event of Default or a Funding Termination Event that has not been waived by the Majority Noteholders shall have occurred, or there is an Interest Carryover Shortfall or the Notes have been downgraded below the ratings assigned on the Closing Date, any out-of-pocket costs and expenses incident to the exercise by the Trustee or any Interested Noteholder of any right under this Section 7.07(r) shall be borne by the Interested Noteholder. In the event that such right is exercised (i) following the occurrence of a Funding Termination Event that has not been waived by the Majority Noteholders, (ii) following the occurrence of an Event of Default that has not been waived by the Majority Noteholders, (iii) while there is an Interest Carryover Shortfall or (iv) while the Notes have been downgraded below the ratings assigned on the Closing Date, such out-of-pocket costs and expenses shall be borne by the Issuer, or if the Issuer does not pay such expenses within 60 days, then by the Trust Estate. The parties hereto acknowledge that the Trustee shall not exercise any right pursuant to this Agreement with respect Section 7.07(r) prior to 300 of the Loans (a "Mortgage Loan Sample"), in order to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as any event set forth in the Information Circular. Ifpreceding sentence unless directed to do so by any Interested Noteholder, as a result of such investigation, and the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample Trustee shall have no liability for acting in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circularthis sentence. If Prior to any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantorpayment, the related Seller(sIssuer shall be provided with commercially reasonable documentation of such costs and expense. Notwithstanding anything contained in Section 3.05 or this Section 7.07(r) shallto the contrary, in no event shall the books of account, records, reports and other papers of OAC or the Issuer relating to the Assets and the Receivables be audited by independent certified public accountants at Guarantor's requestthe direction of the Trustee or any Interested Noteholder pursuant to the exercise of any right under this Section 3.05 or this Section 7.07(r) more than two times during any 12-month period, either unless (i) repurchase a Funding Termination Event that has not been waived by the Majority Noteholders has occurred during such Loan(s) or 12-month period, (ii) replace them with Substitute Loan(s)an Event of Default has occurred that has not been waived by the Majority Noteholders during such 12-month period, provided, however, that any such Substitute Loan(s(iii) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase there is an Interest Carryover Shortfall or substitution pursuant to (iv) the foregoing sentence shall be accomplished in Notes have been downgraded below the manner and subject to the conditions set forth in Section 2.03.
(e) For a period of two years from ratings assigned on the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide such information to Guarantor.
(f) The Guarantor, at its sole expense, shall be entitled to access the servicing files relating to the Loans during regular business hours at the Servicer's chief executive office, within 90 days of any request therefore in order to compile loan level data for HUD reporting.
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Sources: Indenture (Oakwood Homes Corp)
Access to Certain Documentation and Information. (a) The Servicer shall afford provide to the DepositorBack-up Servicer, the GuarantorBond Insurer, the Trustee Trustee, or the Certificateholders and each Rating Agency reasonable their duly authorized representatives, attorneys or accountants access to all records any and documentation regarding the Loans and all accounts, insurance information and other matters relating to this Agreement, such access being afforded without charge, but only upon reasonable request and during normal business hours at the office designated by the Servicer.all
(b) Upon reasonable advance notice in writingAt all times during the term hereof, the Servicer will provide to each Certificateholder which is shall keep available at its principal executive office for inspection by the Certificateholders, the Trustee, the Back-up Servicer and the Bond Insurer a savings and loan association, bank or insurance company certain reports and reasonable access to information and documentation regarding the Loans sufficient to permit such Certificateholder to comply with applicable regulations list of all Lease Contracts then held as a part of the OTS or other regulatory authorities Trust Property, together with respect a reconciliation of such list to investment that set forth in the Certificates; provided that Lease Schedule and each of the Servicer shall be entitled to be reimbursed by each such Certificateholder for actual expenses incurred by Monthly Servicer's Reports, indicating the Servicer in providing such reports cumulative addition and accessremoval of Lease Contracts from the Trust Property.
(c) If any Loan is subject The Servicer will maintain accounts and records as to an Early Payment Default, each respective Lease Contract serviced by the Servicer will forward that are accurate and sufficiently detailed as to permit (i) the Guarantor, upon its reasonable request, copies reader thereof to know as of the Loan documentation most recent Calculation Date the status of such Lease Contract, including any payments, Insurance Proceeds, Residual Proceeds and related underwriting documentation Recoveries received or owing (and the nature of each) thereon and (ii) the reconciliation between payments, Insurance Proceeds, Residual Proceeds or Recoveries on (or with respect to) each Lease Contract and the amounts from time to time deposited in the Collection Account in respect of such Loan that is or was required to be delivered to the Trustee pursuant to this AgreementLease Contract.
(d) The Guarantor Servicer will be permittedmaintain all of its computerized accounts and records so that, upon reasonable notice from and during normal business hours, at after the chief executive office time of the Servicer, to review copies acquisition of the Loan documentation Lease Assets by the Transferor and related underwriting documentation the grant of the security interest in the Lease Contracts, Lease Receivables, Equipment and Leased Vehicles to the Trustee, the Servicer's accounts and records (including any back-up computer archives) that is refer to any Lease Contract, Lease Receivable, Equipment or was required to be delivered Leased Vehicles indicate clearly that the Lease Contracts, Lease Receivables, Equipment and Leased Vehicles are owned by the Transferor and pledged to the Trustee pursuant to this Agreement with respect to 300 for the benefit of the Loans Certificateholders and the Bond Insurer. Indication of the Trustee's interest in a Lease Contract will be deleted from or modified on the Servicer's accounts and records when, and only when, the Lease Contract has been paid in full, replaced with a Substitute Lease Contract or purchased by the Company or the Transferor.
(a "Mortgage Loan Sample")e) Nothing in this Section 4.04 shall affect the obligation of the Servicer to observe any applicable law prohibiting disclosure of information regarding the Customers, in order and the failure to ascertain whether each such Loan was purchased generally in accordance with the Seller's underwriting criteria as set forth in the Information Circular. If, provide information otherwise required by this Section 4.04 as a result of such investigationobservance by the Servicer, the Guarantor determines (after the appeals process set forth in the Freddie Mac Single Family Seller/Servicer Guide) that more than 20% (▇▇ ▇▇▇ber) shall not constitute a breach of the Loans in such Mortgage Loan Sample were not so underwritten, the Servicer will permit the Guarantor to review an additional Mortgage Loan Sample in accordance with the same procedures until the Guarantor has reviewed a Mortgage Loan Sample that contains fewer than 20% (by number) of Loans that were not purchased generally in accordance with the Seller's underwriting criteria set forth in the Information Circular. If any such Mortgage Loan Sample is incomplete, unreadable or unavailable to Guarantor, the related Seller(s) shall, at Guarantor's request, either (i) repurchase such Loan(s) or (ii) replace them with Substitute Loan(s), provided, however, that any such Substitute Loan(s) shall be acceptable to Guarantor, in its reasonable discretion. Any repurchase or substitution pursuant to the foregoing sentence shall be accomplished in the manner and subject to the conditions set forth in this Section 2.03.
(e) For a period of two years from the Closing Date, the Guarantor may contact the Sellers to confirm that the Sellers continue to actively engage in the business of purchasing or originating loans to low-income families and to obtain other non-proprietary information about the Seller's activities that may assist the Guarantor in completing its own regulatory requirements. The Seller shall use commercially reasonable efforts to provide such information to Guarantor4.04.
(f) The GuarantorAll information obtained by the Trustee, at its sole expensethe Back-up Servicer, shall be entitled to access the servicing files relating to Bond Insurer or the Loans during regular business hours at Certificateholders regarding the Servicer's chief executive officeCustomers and the Lease Contracts, within 90 days of any request therefore in order to compile loan level data for HUD reporting.whether upon
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