Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes: (i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account; (ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made; (iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it; (iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds; (v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12; (vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase; (vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03; (viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account; (ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and (x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. (b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes: (i) to pay to itself the Trustee Fee for the related Distribution Date; (ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and (iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 40 contracts
Sources: Pooling and Servicing Agreement (IndyMac MBS, Inc. Residential Asset Securitization Trust 2005-A3), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2005-Ar7), Pooling and Servicing Agreement (IndyMac RAST 2004-A8)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 19 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 9 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide is not the Master Servicer, to pay to Countrywide the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 7 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) [reserved];
(iii) [reserved];
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 6 contracts
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2003-A6), Pooling and Servicing Agreement (Residential Asset Securitization Trust 2003-A5), Pooling and Servicing Agreement (Indymac MBS Inc Asset Secur Trust 2003-A9)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are no recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), ) and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 6 contracts
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar41), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar15), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar21)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositCharges, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 5 contracts
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar11), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar37), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar33)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
(c) [Reserved].
Appears in 5 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and 3.07, (b) for unpaid Servicing Fees as provided in Section 3.123.12 and (c) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor under applicable law;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 5 contracts
Sources: Pooling and Servicing Agreement (IndyMac MBS, Inc. INDA Mortgage Loan Trust 2005-Ar2), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2005-Ar27), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2005-Ar35)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and Funds, the Trustee Fee for the Distribution Date, and the amount of any insurance premiums payable under (b)(ii) below, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) [reserved];
(iii) [reserved];
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Indymac MBS Inc), Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Securit Trust 2003-A1), Pooling and Servicing Agreement (Indymac MBS Inc Res Asset Sec Trust 2002-A15)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar3), Pooling and Servicing Agreement (Residential Asset Securitization Trust 2006-A16), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar7)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Cwalt Inc), Pooling and Servicing Agreement (Cwalt Inc), Pooling and Servicing Agreement (Alternative Loan Trust 2005-20cb)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) retained by the Master Servicer), the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;therein; and
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, deposit and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (IndyMac INDA Mortgage Loan Trust 2007-Ar5), Pooling and Servicing Agreement (IndyMac INDA Mortgage Loan Trust 2007-Ar4), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar17)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositdeposit and (3) the $100 held in trust for the Class P Certificates, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (IndyMac IMSC Mortgage Loan Trust 2007-F1), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar13), Pooling and Servicing Agreement (IndyMac INDA Mortgage Loan Trust 2007-Ar3)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, and in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer Subservicer (to the extent not previously retained) ), the servicing compensation to which it is entitled pursuant to Section 3.153.17, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.09 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.14;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 3.14(a), 3.14(b) or 3.123.14(c), all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loan(s) and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
(c) [Reserved].
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15, and to pay to the be made on each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed P&I Advances made by itthereby in respect of any Mortga▇▇ ▇▇▇▇ ▇▇ ▇▇▇ ▇oan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Trustee, the Special Servicer or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw any amount deposited in pay, out of general collections on the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions any REO Properties, for (A) the reasonable costs of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount advice of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.counsel contemplated by
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc), Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc), Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer Servicer (to the extent not previously retained) ), the servicing compensation to which it is entitled pursuant to Section 3.153.17, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master the related Servicer for the unreimbursed Advances or Servicer Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance or Servicer Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.09 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.14;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 3.14(a), 3.14(b) or 3.123.14(c), all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loan(s) and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (Cwabs Inc), Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositdeposit and (3) the $100 held in trust for the Class P Certificates, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit into the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2007-A7), Pooling and Servicing Agreement (IndyMac IMJA Mortgage Loan Trust 2007-A3), Pooling and Servicing Agreement (Residential Asset Securitization Trust 2007-A9)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, or 3.123.14, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and Funds, the Trustee Fee for the Distribution Date, and the amount of any insurance premiums payable under (b)(ii) below, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) [reserved];
(iii) [reserved];
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Securitization Tr 2002-A6), Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Sec Trust 2002-A10)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
(c) [Reserved].
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this the Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide is not the Master Servicer, to pay to Countrywide the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositCharge amount, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
(c) [Reserved].
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar31), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar23)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 of this Agreement and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 of this Agreement;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11 of this Agreement, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 of this Agreement;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 of this Agreement. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) of this Agreement, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) of this Agreement;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) of this Agreement, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) of this Agreement; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 of this Agreement.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2005-43), Pooling and Servicing Agreement (Cwalt Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15, and to pay to the be made on each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer Servicer, as applicable, in that order, for unre▇▇▇▇▇▇▇▇ ▇&▇ ▇▇▇ances made thereby in respect of any Mortgage Loan or successor REO Loan, the Trustee's and the Master Servicer for the unreimbursed Advances made by it, such right of Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Trustee, the Special Servicer or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Account and not required to be deposited in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Seller or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to withdraw any such Person pursuant to Section 8.05(b) and Section 8.13(a);
(1xvi) to pay any costs and expenses contemplated in Section 3.11(h), the Available Funds last sentence of Section 7.02 and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountlast sentence of Section 8.08(a); and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvi) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and (vii), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a);
(iii) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(g), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I or REMIC II or on the assets or transactions of either such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any amount deposited in such Person that may be so liable has failed to timely make the Distribution Account required payment, and not required (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to be deposited thereinit by the Trust pursuant to Section 10.01(d) and/or Section 10.01(g); and
(iiivii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section Smction 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Nationslink Funding Corp), Pooling and Servicing Agreement (Nationslink Funding Corp)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2006-A5cb), Pooling and Servicing Agreement (Residential Asset Securitization Trust 2006-A3cb)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) retained by the Master Servicer), the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CHL Mortgage Pass-Through Trust 2006-Hyb2), Pooling and Servicing Agreement (CHL Mortgage Pass-Through Trust 2006-Hyb1)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposespurposes but only from funds related to the applicable Loan Group:
(i) to pay to the Master Servicer or the related subservicer Servicer (to the extent not previously retained) ), the servicing compensation to which it is entitled pursuant to Section 3.153.17, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master the related Servicer for the unreimbursed Advances or Servicer Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance or Servicer Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.09 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.14;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 3.14(a), 3.14(b) or 3.123.14(c), all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) the an amount equal to each related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loan(s) and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (CWMBS Inc), Pooling and Servicing Agreement (CWMBS Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 of this Agreement and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 of this Agreement;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11 of this Agreement, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 of this Agreement;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds Funds, Prepayment Charge Amount and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 of this Agreement. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) of this Agreement, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) of this Agreement;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) of this Agreement, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) of this Agreement; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 of this Agreement.
(c) [Reserved.]
(d) On the Business Day before each Class P Principal Distribution Date, the Trustee shall transfer from the Principal Reserve Fund to the Distribution Account $100 and shall distribute such amount to the applicable Class of Class P Certificates on such Class P Principal Distribution Date. Following the distribution to be made in accordance with the preceding sentence on the last Class P Principal Distribution Date, the Trustee shall then terminate the Principal Reserve Fund.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2006-Hy10), Pooling and Servicing Agreement (Alternative Loan Trust 2006-Hy3)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2006-2cb), Pooling and Servicing Agreement (Alternative Loan Trust 2006-17t1)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (IndyMac INDA Mortgage Loan Trust 2007-Ar1), Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar1)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2006-A13), Pooling and Servicing Agreement (Residential Asset Securitization Trust 2006-A12)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15, and to pay to the be made on each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Fiscal Agent, the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Fiscal Agent's, the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserFiscal Agent, the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Fiscal Agent's, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerFiscal Agent, the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Fiscal Agent, the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Fiscal Agent's, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer, the Trustee or the Fiscal Agent, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Fiscal Agent, the Trustee, the Special Servicer or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Sponsor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Account and not required to be deposited in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Seller, the Additional Warranting Party or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase;
(xv) to pay the Trustee, the Fiscal Agent or any of their respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to withdraw any such Person pursuant to Section 8.05(b) and Section 8.13(a);
(1xvi) to pay any costs and expenses contemplated in Section 3.11(h), the Available Funds last sentence of Section 7.02 and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountlast sentence of Section 8.08(a); and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvi) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and (vii), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; andSection 8.05(a);
(iii) to clear pay the Trustee, the Fiscal Agent or any of their respective directors, officers, employees and terminate agents, as the Distribution Account upon termination of the Agreement case may be, any amounts payable or reimbursable to any such Person pursuant to Section 9.01.8.05(b);
(iv) as contemplated by Section 11.01(g), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or
(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Mortgage Capital Funding Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:
(i) to pay remit to the Master Servicer or Trustee for deposit in the related subservicer (Distribution Account the amounts required to be remitted pursuant to the extent not previously retainedsecond paragraph of Section 3.04(b) the servicing compensation or that may be applied to which it is entitled make Delinquency Advances pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account4.03(a);
(ii) to reimburse pay itself unpaid Master Servicing Fees, and the Special Servicer unpaid Special Servicing Fees, earned thereby in respect of each Mortgage Loan and REO Loan, the Master Servicer or successor Master Servicer for Servicer's and the unreimbursed Advances made by it, such right of reimbursement Special Servicer's respective rights to payment pursuant to this subclause clause (ii) being limited to amounts received or advanced on the Mortgage Loans or in respect of which the Advance was madesuch Mortgage Loan or such REO Loan that are allocable as a recovery of interest thereon;
(iii) to reimburse pay to the Master Special Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itearned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by, Section 3.11(c);
(iv) to reimburse the Fiscal Agent, the Trustee and itself, in that order, as applicable, for unreimbursed Delinquency Advances made thereby, the Master Servicer for Insured Expenses from Servicer's, Trustee's or Fiscal Agent's respective rights to be reimbursed pursuant to this clause (iv) being limited to amounts received that represent Late Collections of interest on and principal of the particular Mortgage Loans and REO Loans with respect to which such Delinquency Advances were made (in each case, net of related Insurance ProceedsWorkout Fees);
(v) to reimburse the Master Servicer Fiscal Agent, the Trustee, itself and the Special Servicer, in that order, as applicable, for (a) unreimbursed Servicing AdvancesAdvances made thereby, the Master Servicer's, the Special Servicer's, Trustee's or Fiscal Agent's respective rights to be reimbursed pursuant to this clause (v) with respect to any Mortgage Loan or REO Property being limited to, as applicable, related payments, Liquidation Proceeds, Insurance Proceeds and REO Revenues;
(vi) to reimburse the Fiscal Agent, the Trustee, itself and the Special Servicer, in that order, as applicable, out of general collections on the Mortgage Loans and REO Properties, for Nonrecoverable Advances made thereby;
(vii) at or following such time as it reimburses the Fiscal Agent, the Trustee, itself and the Special Servicer, in that order, as applicable, for any unreimbursed Advance pursuant to clause (iv), (v) or (vi) above or Section 3.03, to pay the Fiscal Agent, the Trustee, itself or the Special Servicer, in that order as the case may be, out of general collections on the Mortgage Loans and REO Properties, any related Advance Interest accrued and payable on such Advance in accordance with Section 3.11(f) and 4.03(d);
(viii) to reimburse itself (if it is not the affected Mortgage Loan Seller) or the Trustee, as the case may be, for any unreimbursed expenses reasonably incurred by such Person in respect of any Breach or Defect giving rise to a repurchase obligation of a Mortgage Loan Seller under Section 6 of the related Mortgage Loan Purchase Agreement, including, without limitation, any expenses arising out of the enforcement of the repurchase obligation (whether against the related Mortgage Loan Seller or, in the case of ContiTrade against the ▇▇▇▇▇ Guarantor), together with interest thereon at the Reimbursement Rate, each such Person's right to reimbursement pursuant to this clause (aviii) with respect to any Mortgage Loan being limited to that portion of the Purchase Price paid for such Mortgage Loan that represents such expense in accordance with clause (d) of the definition of Purchase Price;
(ix) in accordance with Section 2.03(d), to reimburse the Trustee, out of general collections on the Mortgage Loans and REO Properties for any unreimbursed expense reasonably incurred by the Trustee in connection with the enforcement of a Mortgage Loan Seller's obligations under Section 6(a) of the related Mortgage Loan Purchase Agreement (or, in the case of ContiTrade, the corresponding obligations of the ▇▇▇▇▇ Guarantor under the ▇▇▇▇▇ Guaranty Agreement), together with interest thereon at the Reimbursement Rate, but only to the extent that such expenses are not reimbursable pursuant to clause (viii) above or otherwise;
(x) to pay out of general collections on the Mortgage Loans and REO Properties, for costs and expenses incurred by the Trust Fund pursuant to Section 3.09(c);
(xi) to pay itself, as additional servicing compensation in accordance with Section 3.11(b), (A) interest and investment income earned in respect of amounts relating to the Trust Fund held in the Certificate Account, any Lock-box Account and Cash Collateral Account as provided in Section 3.06(b) (but only to the extent of the Net Investment Earnings with respect to the Certificate Account, any Lock-box Account and Cash Collateral Account for any Collection Period), (B) Prepayment Interest Excesses and Balloon Payment Interest Excess received on the Mortgage Loans and (C) Penalty Charges received on Mortgage Loans that represent late recoveries are not Specially Serviced Mortgage Loans (but only to the extent not otherwise allocable to cover Advance Interest in respect of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12related Mortgage Loan);
(vixii) to pay to the purchaserSpecial Servicer, with respect to each as additional servicing compensation, all Penalty Charges received on any Specially Serviced Mortgage Loan or property acquired (but only to the extent not otherwise allocable to pay Advance Interest in respect of such the related Specially Serviced Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchaseLoan);
(viixiii) to reimburse the Sellerpay itself, the Master ServicerDepositor, or the Depositor for expenses incurred by any of them their respective directors, officers, employees and reimbursable agents, as the case may be, out of general collections on the Mortgage Loans and REO Properties, any amounts payable to any such Person pursuant to Section 6.03;
(viiixiv) to pay, out of general collections on the Mortgage Loans and REO Properties, for (A) the cost of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (B) the cost of the advice of counsel contemplated by Section 3.17(a), (C) the cost of any Opinion of Counsel contemplated by Section 11.01(a) in connection with an amendment to this Agreement requested by the Master Servicer, which amendment is in furtherance of the rights and interests of Certificateholders, (D) the cost of obtaining the REO Extension contemplated by Section 3.16(a), (E) the cost of recording this Agreement in accordance with Section 11.02(a), and (F) the cost of an Appraisal obtained pursuant to Section 3.11(g) or Section 4.03(c);
(xv) to pay itself, the Special Servicer, any Mortgage Loan Seller the ▇▇▇▇▇ Guarantor or the Majority Certificateholder of the Controlling Class, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to or as contemplated by this Agreement, all amounts received on such Mortgage Loan subsequent to the date of purchase;
(xvi) to withdraw any amount funds deposited in into the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accounterror; and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. The For each Mortgage Loan, the Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan loan-by-loan basis (and for each REO Loan, on a property-by-property basis) when appropriate, to justify for the purpose of justifying any withdrawal from the Certificate Account. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account pursuant amounts permitted to subclauses be paid to it (i)or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (ii)on a loan-by-loan and property-by-property basis, (iv), (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01;
(ii) to withdraw pay the Master Servicer, as additional servicing compensation in accordance with the second paragraph of Section 3.11(b), interest and return investment income earned in respect of amounts relating to the Master Servicer any amount deposited Trust Fund held in the Distribution Account as provided in Section 3.06(b) (but only to the extent of the Net Investment Earnings with respect to the Distribution Account for any Collection Period);
(iii) to pay itself unpaid Trustee Fees pursuant to Section 8.05(a);
(iv) to pay itself or any of its directors, officers, employees and not agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(v) to pay for (A) the cost of the Opinion of Counsel contemplated by Section 11.01(a) or (c) in connection with any amendment to this Agreement requested by the Trustee, which amendment is in furtherance of the rights and interests of Certificateholders, (B) the cost of the Opinion of Counsel contemplated by Section 11.02(a) in connection with any recordation of this Agreement and (C) to the extent payable out of the Trust Fund, the cost of the Opinion of Counsel contemplated by Section 10.01(f);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I, REMIC II or REMIC III or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer or the Special Servicer is liable therefor pursuant to Section 10.01(g) or (2) any such Person that may be so liable has failed to make the required payment, and (B) reimburse the Trustee for reasonable expenses incurred by and reimbursable to be it by the Trust Fund pursuant to Section 10.01(c);
(vii) to withdraw funds deposited thereininto the Distribution Account in error; and
(iiiviii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, or 3.123.14, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and Funds, the Trustee Fee for the Distribution Date, and the amount of any insurance premiums payable under (b)(ii) below, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Sec Trust 2002 A9)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;therein; and
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
(c) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer Servicer (to the extent not previously retained) ), the servicing compensation to which it is entitled pursuant to Section 3.153.17, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master the related Servicer for the unreimbursed Advances or Servicer Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance or Servicer Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.09 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.14;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 3.14(a), 3.14(b) or 3.123.14(c), all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loan(s) and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Master Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, or 3.123.14, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and Funds, the Trustee Fee for the Distribution Date, and the amount of any insurance premiums payable under (b)(ii) below, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to PMI Mortgage Insurance Co. the PMI Premium;
(iii) [reserved];
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Indymac MBS Inc Res as Sec Tr 2002-A3 Mo Pa Th Ce Se 2002-C)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) [reserved]
(iii) [reserved]
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
(c) [reserved];
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Sec Trust 2003-A11)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Master Servicer or Trustee for deposit in the related subservicer (Distribution Account the amounts required to be so deposited pursuant to the extent not previously retainedfirst paragraph of Section 3.04(b) the servicing compensation and/or that may be applied to which it is entitled make P&I Advances pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account4.03(a);
(ii) to reimburse itself, the Trustee or the Fiscal Agent, as the case may be, for ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances, the Master Servicer or successor Master Servicer for the unreimbursed Advances made by itServicer's, such right of Trustee's and Fiscal Agent's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance made thereby (other than Nonrecoverable Advances, which are reimbursable pursuant to clause (vi)) being limited to amounts that represent Late Collections of interest (net of the related Master Servicing Fees) and principal received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to itself earned and unpaid Master Servicing Fees in respect of each Mortgage Loan and REO Loan, the Master Servicer Servicer's right to payment pursuant to this clause (iii) with respect to any Mortgage Loan or successor Master Servicer for any Nonrecoverable Advance previously made by itREO Loan being limited to amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to reimburse pay the Master Special Servicer for Insured Expenses from the related Insurance Proceedsearned but unpaid Special Servicing Fees, Modification Fees and Resolution Fees;
(v) to reimburse itself, the Master Servicer Special Servicer, the Trustee or the Fiscal Agent, as applicable, for (a) unreimbursed Servicing AdvancesAdvances made thereby, the Master Servicer's, Special Servicer's, Trustee's right and Fiscal Agent's respective rights to reimbursement pursuant to this clause (av) with respect to any Mortgage Loan Servicing Advance made thereby being limited to amounts payments, Liquidation Proceeds, Insurance Proceeds and, if applicable, REO Revenues received on the Mortgage Loans that represent late recoveries in respect of the payments for particular Mortgage Loan or REO Property as to which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid such Servicing Fees as provided in Section 3.12Advance was made;
(vi) to pay reimburse itself, the Special Servicer, the Trustee or the Fiscal Agent, as applicable, for any unreimbursed Advances made thereby that have been or are determined to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchasebe Nonrecoverable Advances;
(vii) to reimburse the Sellerat such time as it reimburses itself, the Master Trustee or the Fiscal Agent for any ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advance made thereby pursuant to clause (ii) or (vi) above or otherwise pursuant to this Agreement, to pay itself, the Trustee or the Fiscal Agent, as applicable, any interest accrued and payable thereon in accordance with Section 4.03(d), and at such time as it reimburses itself, the Special Servicer, the Trustee or the Depositor Fiscal Agent for expenses incurred by any unreimbursed Servicing Advance made thereby pursuant to clause (v) or (vi) above or otherwise pursuant to this Agreement, to pay itself, the Special Servicer, the Trustee or the Fiscal Agent, as applicable, any interest accrued and payable thereon in accordance with Section 3.29(d);
(viii) to pay any outstanding Liquidation Expenses, but only out of Liquidation Proceeds received in respect of the particular Mortgage Loan or REO Property as to which such Liquidation Expenses were incurred;
(ix) to pay itself, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Certificate Account as provided in Section 3.06(b), but only to the extent of the Net Investment Earnings with respect to the Certificate Account for any Collection Period;
(x) to the extent deposited in the Certificate Account, to pay itself or the Special Servicer, as the case may be, any amounts collected on the Mortgage Loans that are otherwise payable to it or the Special Servicer as additional servicing compensation pursuant to Section 3.11(b) or Section 3.11(d), as the case may be;
(xi) to pay for the cost of an independent appraiser retained pursuant to Section 3.09(a), Section 3.18(e), the second paragraph of Section 3.19(c), Section 3.29(c) or Section 4.03(c);
(xii) to pay itself, the Special Servicer, the Depositor, any of them their partners or any of their (or their partners') respective directors, officers, employees and reimbursable agents, as the case may be, any amounts payable to any such Person pursuant to Section 6.03;
(viiixiii) to withdraw pay for (A) the cost of the Opinions of Counsel contemplated by Sections 3.09(b)(ii), 3.16(a) and 3.17(b), (B) to pay for the cost of an Opinion of Counsel contemplated by Section 11.01(a) or 11.01(c) in connection with any amount deposited amendment to this Agreement requested by the Master Servicer or the Special Servicer that protects or is in furtherance of the Certificate Account rights and not required interests of Certificateholders, (C) the cost of obtaining the REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), (D) the costs and expenses incurred on behalf of the Trust Fund, and to be deposited in paid directly out of the Certificate Account, pursuant to Section 3.09(c), and (E) the costs and expenses incurred by the Special Servicer or Trustee pursuant to Section 3.17(a);
(ixxiv) to pay itself, the Special Servicer, the Mortgage Loan Seller, the Majority Subordinate Certificateholder or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase (or, in the case of a purchase effected pursuant to withdraw Section 9.01, subsequent to the date on which the relevant purchase price was calculated);
(1xv) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on depositnot otherwise reimbursable or payable pursuant to any other clause of this Section 3.05(a) or pursuant to any clause of Section 3.05(b), and (2) to reimburse or pay the Prepayment Charges on depositMaster Servicer, and remit the Special Servicer, the Trustee or the Fiscal Agent, as applicable, for unpaid items incurred by such amount Person pursuant to any other section of this Agreement pursuant to which such Person is expressly entitled to reimbursement or payment from the Trust Fund, in each case only to the Trustee for deposit in extent and from the Distribution Accountsources reimbursable or payable under such other section, it being acknowledged that this clause (xv) shall not be deemed to modify the substance of any such other section, including the provisions of such section that set forth the extent to which one of the foregoing Persons is or is not entitled to payment or reimbursement; and
(xxvi) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses any of clauses (iii) through (viii), (iix), (ivxi), (vxiii), (xiv) and (vi)xv) above in this Section 3.05(a) above. Before making The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, on a loan-by-loan and property-by-property basis, for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01 or 9.01, as applicable;
(ii) to withdraw pay itself or any of its directors, officers, employees and return agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05, and to pay itself for any amounts reimbursable to it pursuant to Section 10.01(f);
(iii) to pay the Master Servicer any amount deposited Servicer, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Distribution Account as provided in Section 3.06(b), but only to the extent of the Net Investment Earnings with respect to the Distribution Account for any Collection Period;
(iv) to pay for the cost of the Opinions of Counsel sought by the Trustee (1) as provided in clause (v) of the definition of "Disqualified Organization", (2) as contemplated by Sections 9.01, 9.02(a) and 10.01(i), or (3) as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay any and all federal, state and local taxes imposed on any of the REMICs created hereunder or on the assets or transactions of any such REMIC, together with all incidental costs and expenses; provided that, with respect to any taxes for which the Trustee, the Master Servicer or the Special Servicer is liable pursuant to Section 10.01(j), such taxes have not required been paid by the Person liable for such taxes;
(vi) on each Distribution Date, prior to the distributions to be deposited thereinmade on the Certificates on such Distribution Date, to reimburse the Fiscal Agent, the Trustee and the Special Servicer, in that order, for any Servicing Advances made pursuant to the second paragraph of Section 3.09(c) in respect of any particular Mortgaged Property or REO Property, but only insofar as the total amount of such Servicing Advances then outstanding in respect of such Mortgaged Property or REO Property exceeds $250,000, the respective rights of the Fiscal Agent, the Trustee and the Special Servicer pursuant to this clause (vi) being limited to those amounts otherwise distributable on such Distribution Date on those Certificates that are not rated at least "BBB" by either Rating Agency; and
(iiivii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
(c) The Trustee, the Fiscal Agent, the Depositor, the Master Servicer and the Special Servicer shall in all cases have a right prior to the Certificateholders to any particular funds on deposit in the Certificate Account and the Distribution Account from time to time for the reimbursement or payment of servicing compensation, Advances (with interest thereon at the Reimbursement Rate) and their respective expenses hereunder (or, in the case of such expenses, to have such funds paid directly to third party contractors from any invoices approved by the Trustee, the Fiscal Agent, the Depositor, the Master Servicer or the Special Servicer, as applicable), if and to the extent such fees and expenses are to be reimbursed or paid from such particular funds on deposit in the Certificate Account or the Distribution Account pursuant to the express terms of this Agreement. Any reimbursements of Advances in respect of any particular Mortgage Loan out of the Certificate Account pursuant to any of clauses (ii), (v) and (vi) of Section 3.05(a), and any payments of interest thereon out of the Certificate Account pursuant to clause (vii) of Section 3.05(a), shall be made (to the extent of their respective entitlements to such reimbursements and/or payments): first, to the Fiscal Agent; second, to the Trustee; and third, PRO RATA, to the Master Servicer and Special Servicer.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Salomon Brothers Mortgage Securities Vii Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositCharges, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar11)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and Funds, the Trustee Fee for the Distribution Date, and the amount of any insurance premiums payable under (b)(ii) below, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) [reserved];
(iii) [reserved];
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Sec Trust 2002-A16)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, deposit and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit into the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay withdraw the net investment earnings on amounts on deposit therein and remit to itself the Trustee Fee for the related Distribution Dateitself;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar21ip)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide is not the Master Servicer, to pay to Countrywide the Excess Master Servicing Fee for the related Distribution Date.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositdeposit and (3) the $100 held in trust for the Class P Certificates, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit into the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac IMJA Mortgage Loan Trust 2007-A1)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account and the Excess Interest Distribution Account the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retainedpermitted or required by Section 4.03(a) the servicing compensation to which it is entitled pursuant to or Section 3.15, and to pay to the Master Servicer4.06, as additional master servicing compensationapplicable, earnings on or investment income with respect any P&I Advances to funds in or credited to the Certificate Accountbe made on, each Master Servicer Remittance Date;
(ii) to reimburse the Fiscal Agent, the Trustee, or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Fiscal Agent's, the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserFiscal Agent, the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Fiscal Agent's, the Trustee's, the Master Servicer's and the Special Servicer's, respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerFiscal Agent, the Trustee or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances and Advance Interest at the Reimbursement Rate (to the extent such Advance Interest is not reimbursed from Default Charges to the extent contemplated by the immediately following clause (viii)) made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Fiscal Agent, the Trustee, the Master Servicer, or the Depositor Special Servicer as applicable, in that order, any Advance Interest due and owing thereto, the Fiscal Agent's, the Trustee's, the Master Servicer's and the Special Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to Default Charges collected on the Mortgage Pool, as and to the extent contemplated by Section 3.27;
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer, the Trustee or the Fiscal Agent, as applicable, for expenses incurred any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clauses (vii) and (viii) above, to pay the Fiscal Agent, the Trustee the Master Servicer or the Special Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), and, subject to 3.19(e), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses (subject, however, to Section 3.19(e) of this Agreement) and any Net Default Charges collected on any non-Specially Serviced Mortgage Loans in accordance with Section 3.27, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), and any Net Default Charges collected on any Specially Serviced Mortgage Loan in accordance with Section 3.27;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited in REO Properties, for (A) the Certificate Account reasonable costs of the advice of counsel contemplated by Section 3.17(b), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and not 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), (E) the costs of any environmental remediation required to be deposited provided with respect to a Mortgaged Property pursuant to Section 3.09(c), and (F) the cost of recording this Agreement in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Sellers, or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Date, date of purchase;
(xv) to withdraw (1) the Available Funds and pay the Trustee Fee for or any of its respective directors, officers, employees and agents, as the Distribution Datecase may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b) and, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to that the Trustee for deposit in has incurred expenses reimbursable by the Distribution Account; andDepositor under Section 8.13, Section 8.13;
(xxvi) to pay any costs and expenses contemplated in Section 3.11(h), the last sentence of Section 7.02 and the last sentence of Section 8.08(a);
(xvii) [Reserved];
(xviii) to clear and terminate the Certificate Account at the termination of this Agreement pursuant to Section 9.01;
(xix) to pay to the Master Servicer, the Special Servicer, the Trustee, the Fiscal Agent or the Depositor, as the case may be, any amount specifically required to be paid to such Person at the expense of the Trust Fund under any provision of this Agreement to which reference is not made in any other clause of this Section 3.05(a), it being acknowledged that this clause (xix) shall not be construed to modify any limitation otherwise set forth in this Agreement on the time at which any Person is entitled to payment or reimbursement of any amount or the funds from which any such payment or reimbursement is permitted to be made; and
(xx) to withdraw Funds deposited into the Certificate Account in error. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xix) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accounting records, on a loan-by-loan (and on a property-by-property basis for REO Loans) when appropriate, in connection with any withdrawal from the Certificate Account pursuant to clauses (ii) through (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, on a loan-by-loan and property-by-property basis, for the purpose of justifying any request for withdrawal from the Certificate Account.
(b) The Trustee may, from time to time, make withdrawals from the Distribution Account for any of the following purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) as contemplated by Section 3.04(c), to deposit or be deemed to deposit into the REMIC II Distribution Account on or before the related Distribution Date the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests;
(ii) to pay the Trustee accrued and unpaid Trustee Fees pursuant to Section 8.05(a), and to reimburse the Trustee for any other amounts to which it is entitled to be reimbursed from the Distribution Account pursuant to this Agreement;
(iii) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(h), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(d) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I or REMIC II or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to it by the Trust pursuant to Section 10.01(d) and/or Section 10.01(h); and
(vii) to transfer to the Interest Reserve Account an amount equal to the Withheld Amounts for the one (1) month period preceding the Distribution Date in each February (and in any January of a year which is not a leap year) pursuant to Section 4.05; and
(viii) to clear and terminate the Distribution Account at the termination of this Agreement pursuant to Section 9.01. The Master Servicer Taxes imposed on REMIC I or REMIC II shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver be allocated to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceREMIC.
(bc) The Trustee shall withdraw funds from the Distribution Account for distributions be deemed to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the REMIC II Distribution Account for any of the following purposes:
: (i) to pay make distributions to itself Certificateholders (other than Holders of the Trustee Fee for and the related Class A-2F Certificates and the Class R-I Certificates) on each Distribution Date;
Date and to the Floating Rate Account with respect to the Class A-2F Regular Interest pursuant to Section 4.01(b) or Section 9.01, as applicable; and (ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the REMIC II Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositCharge Amount, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), ) and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders and the Certificate Insurer in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar6)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.14, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and Funds, the Trustee Fee for the Distribution Date, and the amount of any insurance premiums payable under (b)(ii) below, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) [reserved];
(iii) [reserved];
(iv) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Indymac MBS Inc Residential Asset Securit Trust 2002-A13)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer Servicer (to the extent not previously retained) ), the servicing compensation to which it is entitled pursuant to Section 3.153.17, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master the related Servicer for the unreimbursed Advances or Servicer Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance or Servicer Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.09 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.14;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.14, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loan(s) and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Master Servicer or Paying Agent for deposit (i) in the related subservicer (Distribution Account the amounts required to be so deposited pursuant to the extent not previously retainedfirst paragraph of Section 3.04(b) and (ii) in the servicing compensation Additional Interest Distribution Account the amounts required to which it is entitled be deposited pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account3.04(c);
(ii) to reimburse the Trustee and itself, in that order, for ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances, the Master Servicer or successor Master Servicer for Servicer's right to reimburse the unreimbursed Advances made by itTrustee and itself, such right of reimbursement in that order, pursuant to this subclause clause (ii) with respect to any P&I Advance (other than Nonrecoverable Advances, which are reimbursable pursuant to clause (vii) below) being limited to to, amounts that represent Late Collections of interest (net of the related Master Servicing Fee) on and principal (net of any related Principal Recovery Fee) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse the pay to itself earned and unpaid Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans and any REO Property, earned and unpaid Special Servicing Fees in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay the Special Servicer (or, if applicable, a predecessor Special Servicer) earned and unpaid Principal Recovery Fees in respect of each Specially Serviced Mortgage Loan, Corrected Mortgage Loan and REO Loan, the Special Servicer's (or, if applicable, any predecessor Special Servicer's) right to payment pursuant to this clause (v) with respect to any such Mortgage Loan or REO Loan being limited to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that represent late recoveries are allocable as a recovery of principal thereon (provided that no Principal Recovery Fee shall be payable out of any Liquidation Proceeds received in connection with the payments for which purchase of any Mortgage Loan or REO Property by the advances were made applicable Mortgage Loan Seller pursuant to the respective Mortgage Loan Purchase Agreement, by the Majority Subordinate Certificateholder pursuant to Section 3.01 3.18(b) or by the Master Servicer, Special Servicer or Depositor pursuant to Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.129.01);
(vi) to pay reimburse the Trustee first and then itself and the Special Servicer on a pari passu basis for any unreimbursed Servicing Advances, the Trustee's, the Master Servicer's or Special Servicer's right, as the case may be, to the purchaser, reimbursement pursuant to this clause (vi) with respect to each any Servicing Advance being limited to, payments made by the related Mortgagor that are allocable to such Servicing Advance, or from the Liquidation Proceeds, Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan or property acquired in respect of REO Property as to which such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee first, and then itself and the Special Servicer on a pari passu basis, for any unreimbursed Advances that have been determined to be Nonrecoverable Advances or to pay, with respect to any Mortgage Loan or REO Loan as to which a Final Recovery Determination has been made, any related earned Master Servicing Fee to itself, that remained unpaid in accordance with clause (iii) above;
(viii) at such time as it reimburses itself, the Master Servicer, Special Servicer or the Depositor Trustee for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or reimburses the Special Servicer pursuant to Section 3.09 for any unreimbursed Servicing Advance, to pay the Trustee first, and then itself and the Special Servicer on a pari passu basis, out of general collections on the Mortgage Loans and any REO Properties, any interest accrued and payable thereon in accordance with Section 3.03(d) or 4.03(d), as applicable;
(ix) to pay, out of general collections on the Mortgage Loans and any REO Property, for costs and expenses incurred by the Trust Fund pursuant to Section 3.09(c);
(x) to pay itself, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Certificate Account as provided in Section 3.06(b), but only to the extent of the Net Investment Earnings with respect to the Certificate Account for any Collection Period;
(xi) to pay, out of general collections on the Mortgage Loans and any REO Properties, for the cost of an Independent Appraiser or other expert in real estate matters retained pursuant to Section 3.03(e), 3.09(a), 3.18(e) or 4.03(c);
(xii) to pay, out of general collections on the Mortgage Loans and any REO Properties, itself, the Special Servicer, the Depositor, or any of them their respective directors, officers, employees and reimbursable agents, as the case may be, any amounts payable to any such Person pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the advice of counsel contemplated by Section 3.17(a)(iii), (B) the cost of the Opinions of Counsel contemplated by Sections 3.09(b)(ii), 3.09(c), 3.16(a) and 11.02(a), (C) the cost of an Opinion of Counsel contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Certificate Account Master Servicer or the Special Servicer that protects or is in furtherance of the rights and not required to be deposited interests of Certificateholders, (D) the cost of obtaining the REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the appropriate Mortgage Loan Seller, the Majority Subordinate Certificateholder or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by the Distribution Account Deposit Datesuch Person pursuant to this Agreement, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, all amounts received thereon subsequent to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountdate of purchase; and
(xxv) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis in the case of REO Property when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) - (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third-party contractors at the direction of the Special Servicer) or the Trustee from the Certificate Account amounts permitted to be paid to the Special Servicer (or to such third-party contractors) or the Trustee therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer or of a Responsible Officer of the Trustee, as the case may be, describing the item and amount to which the Special Servicer (iv)or such third-party contractors) or the Trustee is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (v)on a loan-by-loan and property-by-property basis, for the purpose of justifying any request for withdrawal from the Certificate Account. With respect to each Mortgage Loan for which it makes an Advance, the Trustee shall keep and (vi). Before making maintain separate accounting for each Mortgage Loan, on a loan by loan and property basis, for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate for reimbursements of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAdvances or interest thereon.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionPaying Agent may, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (in no particular order of priority):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01 or 9.01, as applicable;
(ii) to withdraw pay the Trustee or any of its directors, officers, employees and return agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05;
(iii) [RESERVED]
(iv) to pay for the cost of the Opinions of Counsel sought by the Trustee (A) as provided in clause (v) of the definition of "Disqualified Organization", (B) as contemplated by Section 10.01(i), or (C) as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay any and all federal, state and local taxes imposed on any of the REMICs created hereunder or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, to the extent none of the Trustee, the REMIC Administrator, the Master Servicer or the Special Servicer is liable therefor pursuant to Section 10.01(j);
(vi) to pay the REMIC Administrator any amounts reimbursable to it pursuant to Section 10.01(f);
(vii) to pay to the Master Servicer any amount amounts deposited by the Master Servicer in the Distribution Account and not required to be deposited therein; and
(iiiviii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee, for deposit in the REMIC I Distribution Account, the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15be made on, and to pay to the each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Fiscal Agent. the Trustee, the Master Servicer or successor Master Servicer the Expense Reserve Fund, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Fiscal Agent's, the Trustee's, the Master Servicer's and the Expense Reserve Fund's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was mademade unless a determination was made that such P&I Advance is a Nonrecoverable P&I Advance in which case reimbursement will be made solely pursuant to clause (vii) below;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserFiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Fiscal Agent's, the Trustee's. the Special Servicer's, the Master Servicer's and the Expense Reserve Fund's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor (to include deposits into the Expense Reserve Fund, in the case of a Corporate Lease Loan) that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan or REO Property as to which such, Servicing Advance was made, unless a determination was made that has been purchased such Servicing Advance is a Nonrecoverable Servicing Advance, in which case reimbursement will be made solely pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchaseclause (vii) below;
(vii) to reimburse the SellerFiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Fiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as applicable, in that order, any Advance Interest due and owing thereto, the Fiscal Agent's, the Trustee's, the Special Servicer's, the Master Servicer's and the Expense Reserve Fund's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Interest collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made;
(ix) at or following such time as the Master Servicer reimburses itself, the Expense Reserve Fund, the Special Servicer, the Trustee or the Fiscal Agent, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (viii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Fiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as the case may be, and In that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses, late fees and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or an REO Loan, any Net Default Interest collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any late fees and Net Default Interest collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or an REO loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective shareholders, owners, directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of' the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a) and (E) the cost of recording this Agreement in the Certificate Account and not required to be deposited in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Sellers, or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to withdraw any such Person pursuant to Section 8.05(b) and Section 8.13;
(1xvi) to pay any costs and expenses contemplated in Section 3.11(h), the Available Funds last sentence of Section 7.02 and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountlast sentence of Section 8.08(a); and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvii) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and viii, an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xviii) above. The Master Servicer shall (not more frequently than once a month, (iv)except for emergency situations) pay to the Special Servicer from the Certificate Account amounts permitted to be paid to it therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (v)on a loan-by-loan and property-by-property basis, and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the REMIC I Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) as contemplated by Section 3.04(c), to pay to itself deposit into the Trustee Fee for REMIC II Distribution Account on or before the related Distribution DateDate the REMIC I Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a), and to reimburse the Master Servicer Trustee for any amount deposited in other amounts to which it is entitled to be reimbursed from the Distribution Account pursuant to this Agreement;
(iii) to pay the Trustee or any of its respective directors, officers, employees and not agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b); 90
(iv) as contemplated by Section 11.01(h), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(d) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I or REMIC II or on the assets or transactions of either such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to be deposited thereinit by the Trust pursuant to Section 10.01(d) and/or Section 10.01(g);
(vii) to pay to the Certificate Insurer the Insurance Premium, including any overdue Insurance Premium, plus accrued interest thereon at the rate provided in the Insurance Agreement; and
(viii) to clear and terminate the Distribution Account at the termination of this Agreement pursuant to Section 9.01.
(c) The Trustee may make withdrawals from the REMIC II Distribution Account for any of the following purposes: (i) to make deposits to the Net Proceeds Account in accordance with Section 4.06; (ii) to make distributions to Certificateholders (other than Holders of the Class R-1 Certificates) and other parties entitled thereto on each Distribution Date pursuant to Section 4.01(b) or Section 9.01, as applicable; and (iii) to clear and terminate the REMIC II Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositdeposit and (3) the $100 held in trust for the Class P Certificates, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.20(a) to the Trustee for deposit into the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac IMJA Mortgage Loan Trust 2007-A2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2007-23cb)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), ) and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac Indx Mortgage Loan Trust 2005-Ar10)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
(c) [Reserved].
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2007-A3)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) with respect to each Distribution Date, to pay to itself as compensation its services hereunder any investment income earned on amounts on deposit in the Trustee Fee for Distribution Account during the six (6) calendar days immediately following the related Distribution Master Servicer Remittance Date;
(ii) with respect to each Distribution Date, to pay to the Master Servicer as additional servicing compensation the excess, if any, of the investment income earned on amounts on deposit in the Distribution Account over the amount paid to the Trustee pursuant to clause (i) above;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) The Trustee shall withdraw funds from the Reserve Fund for distribution to the Class 4-A-2 and Class 4-A-2 Certificates in the manner specified in Section 4.09 (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to retain pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Reserve Fund for the following purposes:
(i) to withdraw any amount deposited in the Reserve Fund and not required to be deposited therein; and
(ii) to clear and terminate the Reserve Fund upon the earlier of (i) the reduction of the aggregate Class Certificate Balance of the Class 4-A-1 and Class 4-A-2 Certificates to zero, and (ii) the Corridor Contract Scheduled Termination Date.
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) (A) to pay remit to the Trustee no later than 12:00 noon (New York time) for deposit in the Distribution Account and the Excess Interest Distribution Account the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retainedpermitted or required by Section 4.03(a) or Section 4.06, as applicable, any P&I Advances to be made on, each Master Servicer Remittance Date; and (B) to remit to the servicing compensation Companion Paying Agent for deposit in the Companion Distribution Account the related Companion Loan Remittance Amount and any amount relating to which it is entitled a Companion Loan that may be applied to make P&I Advances pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account4.03(a);
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan (or the related Companion Loan if such Mortgage Loan is an AB Mortgage Loan) or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
Servicing Fees in respect of each Mortgage Loan (ivother than with respect to the CML Subordinate Component of each CML) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advancesand REO Loan, the Master Servicer's right to payment pursuant to this clause (iii) with respect to any such Mortgage Loan or REO Loan being payable from, and limited to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans, Companion Loans and any REO Properties, earned and unpaid Special Servicing Fees in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.11(c);
(vi) to reimburse the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to any Mortgage Loan or REO Property, the Trustee's, Master Servicer's and the Special Servicer's, respective rights to reimbursement pursuant to this clause (avi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan being limited (or the related Companion Loan if such Mortgage Loan is an AB Mortgage Loan) or REO Property as to amounts received which such Servicing Advance was made;
(vii) to reimburse the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances and Advance Interest at the Reimbursement Rate (to the extent such Advance Interest is not reimbursed from Default Charges to the extent contemplated by the immediately following clause (viii)) made thereby with respect to any Mortgage Loan, REO Loan or REO Property that represent late recoveries of have been determined to be Nonrecoverable Advances;
(viii) to pay the payments Trustee, the Master Servicer, or the Special Servicer as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's, the Master Servicer's and the Special Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to Default Charges collected on the Mortgage Pool, as and to the extent contemplated by Section 3.27;
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer, the Trustee, as applicable, for which the advances were any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to Section 3.01 or Section 3.07 clauses (vii) and (bviii) for unpaid Servicing Fees above, to pay the Trustee, the Master Servicer or the Special Servicer, as provided the case may be, and in Section 3.12that order, out of general collections on the Mortgage Loans, Companion Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(vix) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), and, subject to Section 3.19(e), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses (subject, however, to Section 3.19(e) of this Agreement), and any Net Default Charges collected on any non-Specially Serviced Mortgage Loans and payable to the purchaserMaster Servicer in accordance with Section 3.27, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Specially Serviced Mortgage Loans and payable to the Special Servicer in accordance with Section 3.27;
(xii) to reimburse, out of general collections on the Mortgage Loans, Companion Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any such Person would be reimbursable thereto pursuant to Section 6.03;
(xiii) to pay, out of general collections on the Mortgage Loans, Companion Loans and any REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(b) and 3.30(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii), 3.16(a) and 3.20(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), (E) the costs of any environmental assessments and remediation required to be provided with respect to a Mortgaged Property, (F) the cost of recording this Agreement in accordance with Section 11.02(a), and (G) the cost of obtaining information from the Depository in accordance with Section 3.21(f);
(xiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Sellers, a Class V Certificateholder, a Companion Holder or any other Person, as the case may be, with respect to each Mortgage Loan or property acquired in respect of Companion Loan, if any, previously purchased by such Mortgage Loan that has been purchased Person pursuant to Section 2.02, 2.03, or 3.12this Agreement, all amounts received thereon after subsequent to the date of such purchase;
(viixv) to reimburse pay the Seller, the Master Servicer, Trustee or the Depositor for expenses incurred by any of them its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 6.03;
(viii8.05(b) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Dateand, to the extent on depositthat the Trustee has incurred expenses reimbursable by the Depositor under Section 8.13, Section 8.13;
(xvi) to pay any costs and expenses contemplated in Section 3.11(h), the last sentence of Section 7.02 and the last sentence of Section 8.08(a);
(2xvii) the Prepayment Charges on deposit, and to remit such amount to the Trustee Companion Paying Agent for deposit in into the Companion Distribution Account; andAccount the Companion Loan Remittance Amount;
(xxviii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01;
(xix) to pay to the Master Servicer, the Special Servicer, the Trustee or the Depositor, as the case may be, any amount specifically required to be paid to such Person at the expense of the Trust Fund under any provision of this Agreement to which reference is not made in any other clause of this Section 3.05(a), it being acknowledged that this clause (xix) shall not be construed to modify any limitation otherwise set forth in this Agreement on the time at which any Person is entitled to payment or reimbursement of any amount or the funds from which any such payment or reimbursement is permitted to be made; and
(xx) to withdraw Funds deposited into the Certificate Account in error. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xix) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. Any amounts withdrawn from the Certificate Account pursuant to clauses (ii) through (xvi) above that are specific to the ED Loan or the CMLs shall be allocated to the ED Loan REMIC or the CML Loan REMIC (in respect of the Corresponding CML), as applicable, and any amount so withdrawn that is not specific to a particular Mortgage Loan shall be allocated by the REMIC Administrator among REMIC I, the ED Loan REMIC and the CML Loan REMIC in proportion to the Stated Principal Balances of their related Mortgage Loans. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan (and on a property-by-property basis for REO Loans) when appropriate, in connection with any deposits to justify any withdrawal the Certificate Account pursuant to Section 3.04 and withdrawals from the Certificate Account pursuant to subclauses clauses (iii) through (xiv) above sufficient to determine the amounts attributable to the ED Loan REMIC (with respect to the ED Loan), the CML Loan REMIC (iiwith respect to the CMLs), REMIC I (ivwith respect to the Majority Mortgage Loans) and the Companion Loans. The Master Servicer shall, to the extent permitted by the terms of the related Co-Lender Agreement, make claims for reimbursement from the related Companion Holder in connection with related Servicing Advances and interest thereon and other related expenses so as to minimize the total amount of withdrawals on the Certificate Account for such items. Notwithstanding anything in this Section 3.05(a) to the contrary, in no event shall the Master Servicer withdraw from funds on deposit in the Certificate Account any amount to be applied to, or to provide reimbursement for, any amounts referenced in this Section 3.05(a) (other than amounts referenced in clause (xvii)) which relate to any Companion Loan to the extent the related AB Mortgage Loan has been paid in full in a prior Collection Period. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (v)on a loan-by-loan and property-by-property basis, and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay be deemed to itself transfer from the Trustee Fee for CML Loan REMIC to REMIC I amounts distributable in respect of each CML Loan REMIC Senior Regular Interest pursuant to Section 4.01(k) and from the ED Loan REMIC to REMIC I amounts distributable in respect of the ED Loan REMIC Regular Interest pursuant to Section 4.01(m), and as contemplated by Section 3.04(c), to deposit or be deemed to deposit into the REMIC II Distribution Account on or before the related Distribution DateDate the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05
(a) (except with respect to the Master Servicer CML Subordinate Components and the Companion Loans), and to reimburse the Trustee for any amount deposited in other amounts to which it is entitled to be reimbursed from the Distribution Account and not required pursuant to be deposited therein; andthis Agreement;
(iii) to clear pay the Trustee or any of its respective directors, officers, employees and terminate agents, as the Distribution Account upon termination of the Agreement case may be, any amounts payable or reimbursable to any such Person pursuant to Section 9.01.8.05(b);
(iv) as contemplated by Section 11.01(h), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(d) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on the CML Loan REMIC, the ED Loan REMIC, REMIC I or REMIC II or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to it by the Trust pursuant to Section 10.01(d) and/or Section 10.01(h); and
(vii) to transfer to the Interest Reserve Account an amount equal to the Withheld Amounts for the one (1) month period preceding the Distribution Date in each February (and in any January of a year which is not a leap year) pursuant to Section 4.05 in respect of the Majority Mortgage Loans and the ED Loan REMIC Regular Interest; and
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Commercial Mortgage Pass Thru Certs Series 2001-3)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are no recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), ) and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;[reserved]
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar39)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerTransferor, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Indymac Indx Mortgage Loan Trust 2004-Ar11)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15, and to pay to the be made on each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Trustee, the Special Servicer or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Account and not required to be deposited in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Seller or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to withdraw any such Person pursuant to Section 8.05(b) and Section 8.13(a);
(1xvi) to pay any costs and expenses contemplated in Section 3.11(h), the Available Funds last sentence of Section 7.02 and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountlast sentence of Section 8.08(a); and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvi) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and (vii), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a);
(iii) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(g), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I or REMIC II or on the assets or transactions of either such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any amount deposited in such Person that may be so liable has failed to timely make the Distribution Account required payment, and not required (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to be deposited thereinit by the Trust pursuant to Section 10.01(d) and/or Section 10.01(g); and
(iiivii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section Smction 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Nationslink Funding Corp)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(vi) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2005-Ar29)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;therein; and
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
(c) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;; 54
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositCharges, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDA Mortgage Loan Trust 2006-Ar2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15, and to pay to the be made on each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed u▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Trustee, the Special Servicer or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Account and not required to be deposited in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Seller or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to withdraw any such Person pursuant to Section 8.05(b) and Section 8.13(a);
(1xvi) to pay any costs and expenses contemplated in Section 3.11(h), the Available Funds last sentence of Section 7.02 and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountlast sentence of Section 8.08(a); and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvi) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and (vii), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a);
(iii) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(g), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I or REMIC II or on the assets or transactions of either such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any amount deposited in such Person that may be so liable has failed to timely make the Distribution Account required payment, and not required (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to be deposited thereinit by the Trust pursuant to Section 10.01(d) and/or Section 10.01(g); and
(iiivii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account and the Excess Interest Distribution Account the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retainedpermitted or required by Section 4.03(a) the servicing compensation to which it is entitled pursuant to or Section 3.15, and to pay to the Master Servicer4.06, as additional master servicing compensationapplicable, earnings on or investment income with respect any P&I Advances to funds in or credited to the Certificate Accountbe made on, each Master Servicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees (but not the Special Servicer's Standby Fee), Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan and Standby Fees;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances and Advance Interest at the Reimbursement Rate (to the extent such Advance Interest will not be reimbursable from Default Charges to the extent contemplated by the immediately following clause (viii)) made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan) (for the avoidance of doubt, it is intended that the related Sub-Servicers shall receive such Default Charges allocable to the period when such Mortgage Loan was not a Specially Serviced Mortgage Loan, even if such Default Charges are actually collected after the Mortgage Loan becomes a Specially Serviced Mortgage Loan);
(ix) at or following such time as the Master Servicer reimburses itself or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clauses (vii) and (viii) above, to pay the Trustee or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses (subject, however, to Section 3.19(e) of this Agreement) and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges (subject, however, to Section 3.05(a)(viii), above) collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), (E) the cost of recording this Agreement in accordance with Section 11.02(a), and (F) the Certificate costs and expenses related to enforcement of the Environmental Policy under Section 3.27;
(xiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Sellers, or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the date of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b) and, to the extent that the Trustee has incurred expenses reimbursable by the Depositor under Section 8.13, Section 8.13;
(xvi) to pay any costs and expenses contemplated in Section 3.11(h), the last sentence of Section 7.02 and the last sentence of Section 8.08(a);
(xvii) to deposit into the Interest Reserve Account and not the Withheld Amounts required to be deposited in the Certificate Account;pursuant to Section 4.05; and,
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(xxviii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xviii) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. Any amounts withdrawn from the Certificate Account pursuant to clauses (ii) through (xvii) above that are specific to HVB Loan No. 510238 or HVB Loan No. 540310 shall be allocated to the related Loan REMIC, and any amount so withdrawn that is not specific to a particular Mortgage Loan shall be allocated by the REMIC Administrator among REMIC I and the Loan REMICs in proportion to the Stated Principal Balances of their related Mortgage Loans. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xviii) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) as contemplated by Section 3.04(c), to pay to itself deposit into the Trustee Fee for REMIC II Distribution Account on or before the related Distribution DateDate the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a), and to reimburse the Master Servicer Trustee for any amount deposited in other amounts to which it is entitled to be reimbursed from the Distribution Account pursuant to this Agreement;
(iii) to pay the Trustee or any of its respective directors, officers, employees and not agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(h), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(d) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on the Loan REMICs, REMIC I, REMIC II, REMIC IIU or REMIC III or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to be deposited thereinit by the Trust pursuant to Section 10.01(d) and/or Section 10.01(h); and
(iiivii) to clear and terminate the Distribution Account upon at the termination of this Agreement pursuant to Section 9.01. Taxes imposed on the Loan REMICs, REMIC I, REMIC II, REMIC IIU or REMIC III shall be allocated to the related REMIC, and amounts withdrawn from the Distribution Account pursuant to clauses (ii) through (v) above shall be allocated by the REMIC Administrator among REMIC I and the Loan REMICs in proportion to the Stated Principal Balances of their related Mortgage Loans.
(c) The Trustee (i) shall be deemed to make withdrawals from the REMIC II Distribution Account for any of the following purposes: (A) to deposit into the REMIC IIU Distribution Account on the related Distribution Date the portions of the Available Distribution Amount and Prepayment Premiums to be distributed with respect to the Class MA-1 and Class MA-2 Uncertificated Interests on each Distribution Date pursuant to Sections 4.01(a)(i) and 4.01(c)(iv) or Section 9.01, as applicable, and (B) to deposit into the REMIC III Distribution Account on the related Distribution Date the portions of the Available Distribution Amount and Prepayment Premiums to be distributed with respect to the Class MB, Class MC, Class MD, Class ME, Class MF, Class MG and Class MX Uncertificated Interests on each Distribution Date pursuant to Sections 4.01(a)(i) and 4.01(c)(iv) or Section 9.01, as applicable; and (ii) shall make withdrawals from the REMIC II Distribution Account for any of the following purposes: (A) to make distributions to Holders of the Unaffected Certificates pursuant to Section 4.01(b) and Section 4.01(c)(i) or Section 9.01, as applicable, (B) to make distributions to Holders of the Class R-II Certificates pursuant to Section 4.01(a)(iv) or Section 9.01, as applicable, and (C) to clear and terminate the REMIC II Distribution Account at the termination of this Agreement pursuant to Section 9.01.
(d) The Trustee (i) shall be deemed to make withdrawals from the REMIC IIU Distribution Account for any of the following purposes: to deposit into the REMIC III Distribution Account the portion of the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC IIU Regular Interests on each Distribution Date pursuant to Section 4.01(a)(ii) and Section 4.01(c)(iv) or Section 9.01, as applicable; and (ii) shall make withdrawals from the REMIC IIU Distribution Account for any of the following purposes: (A) to make distributions to Holders of the Class R-IIU Certificates pursuant to Section 4.01(a)(v) or Section 9.01, as applicable, and (B) to clear and terminate the REMIC IIU Distribution Account at the termination of this Agreement pursuant to Section 9.01.
(e) The Trustee shall make withdrawals from the REMIC III Distribution Account for the following purposes: (A) to make distributions on the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class B, Class C, Class D, Class E, Class F, Class G, and Class X Certificates on each Distribution Date pursuant to Sections 4.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Banc of Amercia Com Mort Pas Thru Cer Series 2000-2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved]
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositCharge Amount, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), ) and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar4)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof;
(vi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vii) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date, and
(viii) [Reserved].
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2005-25t1)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
(c) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for and, if, [Countrywide Home Loans Servicing LP] is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(v) if [Countrywide Home Loans Servicing LP] is not the Master Servicer, to pay to [Countrywide Home Loans Servicing LP] the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itmade;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Basic Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the Trustee Fee for (and, if Countrywide Home Loans Servicing LP is not the Distribution DateMaster Servicer, an amount equal to the extent on deposit, and (2Excess Master Servicing Fee) the Prepayment Charges on deposit, for such Distribution Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and;
(iiiiv) to make deposits in the Rounding Account pursuant to Section 4.03(f);
(v) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof; and
(vi) if Countrywide Home Loans Servicing LP is not the Master Servicer, to pay to Countrywide Home Loans Servicing LP the Excess Master Servicing Fee for the related Distribution Date.
(c) [Reserved].
Appears in 1 contract
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15be made on, and to pay to the each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee, the Special Servicer or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee, the Special Servicer or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's, the Special Servicer's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan or an REO Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Special Servicer or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Trustee, the Special Servicer or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan, any Default Charges collected on the Mortgage Loans, and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a) and (E) the cost of recording this Agreement in the Certificate Account and not required to be deposited in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Seller, the Additional Warranting Party or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Datedate of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to withdraw any such Person pursuant to Section 8.05(b) and Section 8.13(a);
(1xvi) to pay any costs and expenses contemplated in Section 3.11(h), the Available Funds last sentence of Section 7.02 and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountlast sentence of Section 8.08(a); and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvi) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and (vii), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) as contemplated by Section 3.04(c), to pay to itself deposit into the Trustee Fee for REMIC II Distribution Account on the related Distribution DateDate the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests pursuant to Sections 4.01(a)(ii) and 4.01(c)(ii) or Section 9.01, as applicable;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a), and to reimburse the Master Servicer Trustee for any amount deposited in other amounts to which it is entitled to be reimbursed from the Distribution Account pursuant to this Agreement;
(iii) to pay the Trustee or any of its respective directors, officers, employees and not agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(g), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I, REMIC II or REMIC III or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to it by the Trust pursuant to Section 10.01(d) and/or Section 10.01(g);
(vii) to make distributions to the Holders of the Class R-I Certificates as contemplated by Section 4.01(a)(iii) or Section 9.01, as applicable; and
(viii) to clear and terminate the Distribution Account at the termination of this Agreement pursuant to Section 9.01.
(c) The Trustee may make withdrawals from the REMIC II Distribution Account for any of the following purposes: (i) to deposit into the REMIC III Distribution Account on the related Distribution Date the portion of the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC II Uncertificated Regular Interests on each Distribution Date pursuant to Section 4.01(a)(ii) and 4.01(c)(ii) or Section 9.01, as applicable; (ii) to make distributions to Holders of the Unaffected Certificates pursuant to Section 4.01(b) or Section 9.01, as applicable; (iii) to make distributions to Holders of the Class R-II Certificates pursuant to Section 4.01(a)(iv) or Section 9.01, as applicable; and (iv) to clear and terminate the REMIC II Distribution Account at the termination of this Agreement pursuant to Section 9.01.
(d) The Trustee may make withdrawals from the REMIC III Distribution Account for any of the following purposes: (i) to make distributions on the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class B, Class C, Class D, Class E, Class F and Class R-III Certificates on each Distribution Date pursuant to Sections 4.01(b) and 4.01(c)(i) or Section 9.01, as applicable; (ii) to deposit in the Interest Reserve Account the Withheld Amounts required to be deposited therein; and
pursuant to Section 4.05, and (iii) to clear and terminate the REMIC III Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Nationslink Funding Corp Comm Mort Pass THR Cert Ser 1998-2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on depositdeposit and (3) the $100 held in trust for the Class P Certificates, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.20(a) to the Trustee for deposit into the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac IMSC Mortgage Loan Trust 2007-F3)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Master Servicer or Paying Agent for deposit (i) in the related subservicer (Distribution Account the amounts required to be so deposited pursuant to the extent not previously retainedfirst paragraph of Section 3.04(b) and (ii) in the servicing compensation Additional Interest Distribution Account, the amounts required to which it is entitled be deposited pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account3.04(c);
(ii) to reimburse the Fiscal Agent, the Trustee and itself, in that order, for ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances, the Master Servicer or successor Master Servicer for Servicer's right to reimburse the unreimbursed Advances made by itFiscal Agent, such right of reimbursement the Trustee and itself, in that order, pursuant to this subclause clause (ii) with respect to any P&I Advance (other than Nonrecoverable Advances, which are reimbursable pursuant to clause (vii) below) being limited to amounts that represent Late Collections of interest (net of the related Servicing Fee) on and principal (net of any related Principal Recovery Fee) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to itself earned and unpaid Servicing Fees in respect of each Mortgage Loan and REO Loan, the Master Servicer Servicer's right to payment pursuant to this clause (iii) with respect to any Mortgage Loan or successor Master Servicer for any Nonrecoverable Advance previously made by itREO Loan being limited to amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to reimburse pay to the Master Special Servicer for Insured Expenses from the related Insurance Proceedsearned and unpaid Special Servicing Fees in respect of each Specially Serviced Mortgage Loan;
(v) to reimburse pay the Special Servicer (or, if applicable, a predecessor Special Servicer) earned and unpaid Principal Recovery Fees in respect of each Specially Serviced Mortgage Loan, Corrected Mortgage Loan and REO Loan, the Special Servicer's (or, if applicable, any predecessor Special Servicer's) right to payment pursuant to this clause (v) with respect to any such Mortgage Loan or REO Loan being limited to amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of principal thereon (provided that no Principal Recovery Fee shall be payable out of any Liquidation Proceeds received in connection with the purchase of any Mortgage Loan or REO Property by the applicable Mortgage Loan Seller pursuant to the respective Mortgage Loan Purchase Agreement, by the Majority Subordinate Certificateholder pursuant to Section 3.18(b) or by the Master Servicer or Depositor pursuant to Section 9.01);
(vi) to reimburse itself or the Special Servicer for (a) any unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (avi) with respect to any Mortgage Loan Servicing Advance being limited to amounts payments made by the related Mortgagor that are allocable to such Servicing Advance, or to Liquidation Proceeds, Insurance Proceeds and, if applicable, REO Revenues received on the Mortgage Loans that represent late recoveries in respect of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each particular Mortgage Loan or property acquired in respect of REO Property as to which such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchaseServicing Advance was made;
(vii) to reimburse the SellerFiscal Agent and the Trustee, in that order, and then itself and the Special Servicer, on a pari passu basis, for any unreimbursed Advances that have been or are determined to be Nonrecoverable Advances or to pay itself, with respect to any Mortgage Loan or REO Property, any related earned Servicing Fee that remained unpaid in accordance with clause (iii) above;
(viii) at such time as it reimburses itself, the Master Trustee or the Fiscal Agent for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above, to pay the Fiscal Agent and the Trustee, in that order, and then itself and the Special Servicer, on a pari passu basis, any interest accrued and payable thereon in accordance with Section 3.03(d) or the Depositor 4.03(d), as applicable;
(ix) to pay for costs and expenses incurred by the Trust Fund pursuant to Section 3.09(c);
(x) to pay itself, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Certificate Account as provided in Section 3.06(b), but only to the extent of the Net Investment Earnings with respect to the Certificate Account for any Collection Period;
(xi) to pay for the cost of an Independent Appraiser or other expert in real estate matters retained pursuant to Section 3.03(e), 3.09(a), 3.18(e) or 4.03(c);
(xii) to pay itself, the Special Servicer, the Depositor, or any of them their respective directors, officers, employees and reimbursable agents, as the case may be, any amounts payable to any such Person pursuant to Section 6.03;
(viiixiii) to withdraw pay for (A) the advice of counsel contemplated by Section 3.17(a)(iii), (B) the cost of the Opinions of Counsel contemplated by Sections 3.09(b)(ii), 3.09(c), 3.16(a) and 11.02(a), (C) the cost of an Opinion of Counsel contemplated by Section 11.01(a) or 11.01(c) in connection with any amount deposited amendment to this Agreement requested by the Master Servicer or the Special Servicer that protects or is in furtherance of the Certificate Account rights and not required to be deposited interests of Certificateholders, (D) the cost of obtaining the REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the appropriate Mortgage Loan Seller, the Majority Subordinate Certificateholder or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by the Distribution Account Deposit Datesuch Person pursuant to this Agreement, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, all amounts received thereon subsequent to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accountdate of purchase; and
(xxv) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses clauses (iii) - (xiv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer), the Trustee or the Fiscal Agent from the Certificate Account amounts permitted to be paid to the Special Servicer (iior to such third party contractors), the Trustee or the Fiscal Agent therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer or of a Responsible Officer of the Trustee or Fiscal Agent, as the case may be, describing the item and amount to which the Special Servicer (ivor such third party contractors), (v)the Trustee or the Fiscal Agent is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, on a loan-by-loan and (vi)property-by-property basis, for the purpose of justifying any request for withdrawal from the Certificate Account. Before making With respect to each Mortgage Loan for which it makes a P&I Advance, each of the Trustee and Fiscal Agent shall similarly keep and maintain separate accounting for each Mortgage Loan, on a loan by loan and property basis, for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate for reimbursements of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceP&I Advances or interest thereon.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionPaying Agent may, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (in no particular order of priority):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01 or 9.01, as applicable;
(ii) to withdraw pay the Trustee or any of its directors, officers, employees and return agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05;
(iii) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Distribution Account as provided in Section 3.06(b) (but only to the extent of the Net Investment Earnings with respect to the Distribution Account for any Collection Period);
(iv) to pay for the cost of the Opinions of Counsel sought by the Trustee (A) as provided in clause (v) of the definition of "Disqualified Organization", (B) as contemplated by Sections 9.02(a)(i) and 10.01(i), or (C) as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay any and all federal, state and local taxes imposed on any of the REMICs created hereunder or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, to the extent none of the Trustee, the REMIC Administrator, the Master Servicer or the Special Servicer is liable therefor pursuant to Section 10.01(j);
(vi) to pay the REMIC Administrator any amounts reimbursable to it pursuant to Section 10.01(f);
(vii) to pay to the Master Servicer any amount amounts deposited by the Master Servicer in the Distribution Account and not required to be deposited therein;
(viii) to pay any amounts payable to the Extension Adviser pursuant to Section 3.25; and
(iiiix) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds Funds, Prepayment Charge and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac IMSC Mortgage Loan Trust 2007-F2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2007-A2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retained) the servicing compensation permitted or required by Section 4.03(a), any P&I Advances to which it is entitled pursuant to Section 3.15be made on, and to pay to the each Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate AccountServicer Remittance Date;
(ii) to reimburse the Fiscal Agent, the Trustee, the Master Servicer or successor Master Servicer the Expense Reserve Fund, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Fiscal Agent's, the Trustee's, the Master Servicer's and the Expense Reserve Fund's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees, Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserFiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Fiscal Agent's, the Trustee's, the Special Servicer's, the Master Servicer's and the Expense Reserve Fund's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor (to include deposits into the Expense Reserve Fund, in the case of a Credit Lease Loan) that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerFiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Fiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as applicable, in that order, any Advance Interest due and owing thereto, the Fiscal Agent's, the Trustee's, the Special Servicer's, the Master Servicer's and the Expense Reserve Fund's respective rights to payment pursuant to this clause (viii) being payable from, and limited to, Default Charges collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (but only to the extent allocable to the period when such Mortgage Loan was a Specially Serviced Mortgage Loan, an REO Loan or to the extent of Default Interest collected in respect of any Credit Lease Loan);
(ix) at or following such time as the Master Servicer reimburses itself, the Expense Reserve Fund, the Special Servicer, the Trustee or the Fiscal Agent, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clause (viii) above, to pay the Fiscal Agent, the Trustee, the Special Servicer, the Master Servicer or the Expense Reserve Fund, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses and, to the extent not allocable to the period that any Mortgage Loan is a Specially Serviced Mortgage Loan or an REO Loan, any Default Charges collected on the Mortgage Loans (excluding any Default Interest collected in respect of any Credit Lease Loan), and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or an REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(a), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a) and (E) the cost of recording this Agreement in accordance with Section 11.02(a);
(xiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Sellers, or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the date of purchase;
(xv) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b) and Section 8.13;
(xvi) to pay any costs and expenses contemplated in Section 3.11(h), the last sentence of Section 7.02 and the last sentence of Section 8.08(a);
(xvii) to pay to the "Servicer" (as defined in the Certificate Account Blue Cross Participation Agreement) the fees and not expenses required to be deposited in the Certificate Account;
(ix) paid by the Distribution Account Deposit Date, to withdraw (1) Blue Cross Participant under the Available Funds terms and provisions of the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution AccountBlue Cross Participation Agreement; and
(xxviii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xvi) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi) and (vii), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) through (xviii) above. The Master Servicer shall (not more frequently than once a month, (iv)except for emergency situations) pay to the Special Servicer from the Certificate Account amounts permitted to be paid to it therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (v)on a loan-by-loan and property-by-property basis, and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) as contemplated by Section 3.04(c), to pay to itself deposit into the Trustee Fee for REMIC II Distribution Account on or before the related Distribution DateDate the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests;
(ii) to withdraw pay the Trustee accrued and return unpaid Trustee Fees pursuant to Section 8.05(a), and to reimburse the Master Servicer Trustee for any amount deposited in other amounts to which it is entitled to be reimbursed from the Distribution Account pursuant to this Agreement;
(iii) to pay the Trustee or any of its respective directors, officers, employees and not agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(h), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(d) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I or REMIC II or on the assets or transactions of either such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to be deposited thereinit by the Trust pursuant to Section 10.01(d) and/or Section 10.01(g); and
(iiivii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
(c) The Trustee may make withdrawals from the REMIC II Distribution Account for any of the following purposes: (i) to make distributions to Certificateholders (other than Holders of the Class R-I Certificates) on each Distribution Date pursuant to Section 4.01(b) or Section 9.01, as applicable; and (ii) to clear and terminate the REMIC II Distribution Account at the termination of this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Nationslink Funding Corp 1999-LTL-1 Commer Loan Pas THR Cer)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the Available Funds and the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2007-14t2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar15)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac INDX Mortgage Loan Trust 2007-Ar19)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Trustee for deposit in the Distribution Account and the Excess Interest Distribution Account the Master Servicer or the related subservicer (Remittance Amount for, and, to the extent not previously retainedpermitted or required by Section 4.03(a) the servicing compensation to which it is entitled pursuant to or Section 3.15, and to pay to the Master Servicer4.06, as additional master servicing compensationapplicable, earnings on or investment income with respect any P&I Advances to funds in or credited to the Certificate Accountbe made on, each Master Servicer Remittance Date;
(ii) to reimburse the Trustee or the Master Servicer or successor Master Servicer Servicer, as applicable, in that order, for the unreimbursed ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances made by itthereby in respect of any Mortgage Loan or REO Loan, such right of the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this subclause clause (ii) with respect to any P&I Advance being payable from, and limited to to, amounts that represent Late Collections of interest and principal (net of related Master Servicing Fees (but not the Special Servicer's Standby Fee), Workout Fees and/or Liquidation Fees payable therefrom) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to the Master Servicer or successor earned and unpaid Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing AdvancesFees in respect of each Mortgage Loan and REO Loan, the Master Servicer's right to reimbursement payment pursuant to this clause (aiii) with respect to any Mortgage Loan or REO Loan being payable from, and limited to to, amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to pay to the Special Servicer, out of general collections on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for any REO Properties, earned and unpaid Special Servicing Fees as provided in respect of each Specially Serviced Mortgage Loan and REO Loan and Standby Fees;
(v) to pay to the Special Servicer earned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by Section 3.123.11(c);
(vi) to pay to reimburse the purchaserTrustee or the Master Servicer, as applicable, in that order, for any unreimbursed Servicing Advances made thereby with respect to each any Mortgage Loan or property acquired REO Property, the Trustee's and the Master Servicer's respective rights to reimbursement pursuant to this clause (vi) with respect to any Servicing Advance being payable from, and limited to, (A) payments made by the related Mortgagor that are allocable to cover the item in respect of which such Servicing Advance was made, and (B) Liquidation Proceeds (net of Liquidation Fees payable therefrom), Insurance Proceeds and, if applicable, REO Revenues received in respect of the particular Mortgage Loan that has been purchased pursuant or REO Property as to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of which such purchaseServicing Advance was made;
(vii) to reimburse the SellerTrustee or the Master Servicer, as applicable, in that order, out of general collections on the Mortgage Loans and any REO Properties, for any unreimbursed Advances and Advance Interest at the Reimbursement Rate (to the extent such Advance Interest will not be reimbursable from Default Interest to the extent contemplated by the immediately following clause (viii)) made thereby with respect to any Mortgage Loan, REO Loan or REO Property that have been determined to be Nonrecoverable Advances;
(viii) to pay the Trustee or the Master Servicer, as applicable, in that order, any Advance Interest due and owing thereto, the Trustee's and the Master Servicer's respective rights to payment pursuant to this clause (viii) being payable from, and limited to Default Interest (and not Default Charges) collected in respect of the Mortgage Loan or REO Loan as to which the related Advances were made (for the avoidance of doubt, it is intended that the related Sub-Servicers shall receive Net Default Interest and Default Charges allocable to the period when such Mortgage Loan was not a Specially Serviced Mortgage Loan, even if such Net Default Interest and Default Charges are actually collected after the Mortgage Loan becomes a Specially Serviced Mortgage Loan);
(ix) at or following such time as the Master Servicer reimburses itself or the Trustee, as applicable, for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above or Section 3.03, and insofar as payment has not already been made pursuant to clauses (vii) and (viii) above, to pay the Trustee or the Master Servicer, as the case may be, and in that order, out of general collections on the Mortgage Loans and any REO Properties, any related Advance Interest accrued and payable on such Advance;
(x) to pay the Master Servicer, as additional servicing compensation in accordance with Sections 3.06(b) and 3.11(b), any Net Investment Earnings in respect of amounts held in the Certificate Account for any Collection Period;
(xi) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), any Prepayment Interest Excesses (subject, however, to Section 3.19(e) of this Agreement) and to pay the Special Servicer, as additional servicing compensation in accordance with Section 3.11(d), any Net Default Charges collected on any Mortgage Loan to the extent allocable to the period that such Mortgage Loan is a Specially Serviced Mortgage Loan or REO Loan;
(xii) to reimburse, out of general collections on the Mortgage Loans and any REO Properties, the Master Servicer, the Special Servicer, the REMIC Administrator, the Depositor, or the Depositor for expenses incurred any of their respective directors, officers, employees and agents any amounts reimbursable to any such Person pursuant to Section 6.03, or to pay directly to any third party any amount which if paid by any of them and such Person would be reimbursable thereto pursuant to Section 6.03;
(viiixiii) to withdraw pay, out of general collections on the Mortgage Loans and any amount deposited REO Properties, for (A) the reasonable costs of the advice of counsel contemplated by Section 3.17(b), (B) the reasonable costs of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (C) the reasonable costs of Appraisals obtained pursuant to Section 3.11(g) or 4.03(c), (D) the reasonable costs of obtaining any REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), (E) the cost of recording this Agreement in accordance with Section 11.02(a), and (F) the Certificate Account costs and not required expenses related to be deposited in enforcement of the Certificate AccountEnvironmental Policy under Section 3.27;
(ixxiv) to pay itself, the Special Servicer, the Majority Certificateholder of the Controlling Class, the Mortgage Loan Sellers, or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to this Agreement, all amounts received thereon subsequent to the Distribution Account Deposit Date, date of purchase;
(xv) to withdraw (1) the Available Funds and pay the Trustee Fee for or any of its respective directors, officers, employees and agents, as the Distribution Datecase may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b) and, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to that the Trustee for deposit in has incurred expenses reimbursable by the Distribution Account; andDepositor under Section 8.13, Section 8.13;
(xxvi) to pay any costs and expenses contemplated in Section 3.11(h), the last sentence of Section 7.02 and the last sentence of Section 8.08(a);
(xvii) [Reserved];
(xviii) to clear and terminate the Certificate Account at the termination of this Agreement pursuant to Section 9.01; and,
(xix) to withdraw Funds deposited into the Certificate Account in error. If amounts on deposit in the Certificate Account at any particular time (after withdrawing any portion of such amounts deposited in the Certificate Account in error) are insufficient to satisfy all payments, reimbursements and remittances to be made therefrom as set forth in clauses (ii) through (xviii) above, then the corresponding withdrawals from the Certificate Account shall be made in the following priority and subject to the following rules: (A) if the payment, reimbursement or remittance is to be made from a specific source of funds, then such payment, reimbursement or remittance shall be made from that specific source of funds on a pro rata basis with any and all other payments, reimbursements and remittances to be made from such specific source of funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds; and (B) if the payment, reimbursement or remittance can be made from any funds on deposit in the Certificate Account, then (following any withdrawals made from the Certificate Account in accordance with the immediately preceding clause (A) above) such payment, reimbursement or remittance shall be made from such general funds remaining on a pro rata basis with any and all other payments, reimbursements or remittances to be made from such general funds; provided that where, as in clauses (ii), (vi), (vii), (viii) and (ix), an order of priority is set forth to govern the application of funds withdrawn from the Certificate Account pursuant to such clauses, payments, reimbursements or remittances pursuant to any such clause shall be made in such order of priority to the extent of available funds. Any amounts withdrawn from the Certificate Account pursuant to clauses (ii) through (xvii) above that are specific to the Loan REMIC Loans shall be allocated to the related Loan REMIC, provided that any unpaid Master Servicing Fee shall be paid by the Lower-Tier REMIC in respect of the related Loan REMIC Regular Interest; and any amount so withdrawn that is not specific to a particular Mortgage Loan shall be allocated by the REMIC Administrator among REMIC I and the Loan REMICs in proportion to the Stated Principal Balances of their related Mortgage Loans. The Master Servicer shall keep and maintain separate accounting records, on a loan-by-loan (and on a property-by-property basis for REO Loans) when appropriate, in connection with any withdrawal from the Certificate Account pursuant to clauses (ii) through (xviii) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, on a loan-by-loan and property-by-property basis, for the purpose of justifying any request for withdrawal from the Certificate Account.
(b) The Trustee may, from time to time, make withdrawals from the Distribution Account for any of the following purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) as contemplated by Section 3.04(c), to deposit or be deemed to deposit into the REMIC II Distribution Account on or before the related Distribution Date the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC I Regular Interests;
(ii) to pay the Trustee accrued and unpaid Trustee Fees pursuant to Section 8.05(a), and to reimburse the Trustee for any other amounts to which it is entitled to be reimbursed from the Distribution Account pursuant to this Agreement;
(iii) to pay the Trustee or any of its respective directors, officers, employees and agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(iv) as contemplated by Section 11.01(h), to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.01(a) or 11.01(d) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay for the reasonable costs of the Opinions of Counsel sought by the Trustee as contemplated by Section 11.02(a);
(vi) to (A) pay any and all federal, state and local taxes imposed on the Loan REMICs, REMIC I, REMIC II, REMIC IIU or REMIC III or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer, the Special Servicer or the REMIC Administrator is liable therefor pursuant to Section 10.01(d) and/or Section 10.01(h) or (2) any such Person that may be so liable has failed to timely make the required payment, and (B) reimburse the REMIC Administrator for reasonable expenses incurred by and reimbursable to it by the Trust pursuant to Section 10.01(d) and/or Section 10.01(h); and
(vii) to transfer to the Interest Reserve Account an amount equal to the Withheld Amounts for the one month period preceding the Distribution Date in each February (and in any January of a year which is not a leap year) pursuant to Section 4.05; and
(viii) to clear and terminate the Distribution Account at the termination of this Agreement pursuant to Section 9.01. The Master Servicer Taxes imposed on the Loan REMICs, REMIC I, REMIC II, REMIC IIU or REMIC III shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, be allocated to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v)related REMIC, and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance.
(b) The Trustee shall withdraw funds amounts withdrawn from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to clauses (ii) through (v) above shall be allocated by the last paragraph REMIC Administrator among REMIC I and the Loan REMICs in proportion to the Stated Principal Balances of Section 8.11). In addition, the their related Mortgage Loans.
(c) The Trustee may from time (i) shall be deemed to time make withdrawals from the REMIC II Distribution Account for any of the following purposes:
: (iA) to pay to itself deposit into the Trustee Fee for REMIC IIU Distribution Account on the related Distribution Date;
Date the portions of the Available Distribution Amount and Prepayment Premiums to be distributed with respect to the Class MA-1 and Class MA-2 Uncertificated Interests on each Distribution Date pursuant to Sections 4.01(a)(i) and 4.01(c)(iv) or Section 9.01, as applicable, and (B) to deposit into the REMIC III Distribution Account on the related Distribution Date the portions of the Available Distribution Amount and Prepayment Premiums to be distributed with respect to the Class MB, Class MC, Class MD, Class ME, Class MF, Class MG, Class MH, Class MJ and Class MX Uncertificated Interests on each Distribution Date pursuant to Sections 4.01(a)(i) and 4.01(c)(iv) or Section 9.01, as applicable; and (ii) to withdraw and return to shall make withdrawals from the Master Servicer any amount deposited in the REMIC II Distribution Account for any of the following purposes: (A) to make distributions to Holders of the Unaffected Certificates pursuant to Section 4.01(b) and not required Section 4.01(c)(i) or Section 9.01, as applicable, (B) to be deposited therein; and
make distributions to Holders of the Class R-II Certificates pursuant to Section 4.01(a)(iv) or Section 9.01, as applicable, and (iiiC) to clear and terminate the REMIC II Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
(d) The Trustee (i) shall be deemed to make withdrawals from the REMIC IIU Distribution Account for any of the following purposes: to deposit into the REMIC III Distribution Account the portion of the Available Distribution Amount and Prepayment Premiums to be distributed in respect of the REMIC IIU Regular Interests on each Distribution Date pursuant to Section 4.01(a)(ii) and Section 4.01(c)(iv) or Section 9.01, as applicable; and (ii) shall make withdrawals from the REMIC IIU Distribution Account for any of the following purposes: (A) to make distributions to Holders of the Class R-IIU Certificates pursuant to Section 4.01(a)(v) or Section 9.01, as applicable, and (B) to clear and terminate the REMIC IIU Distribution Account at the termination of this Agreement pursuant to Section 9.01.
(e) The Trustee (i) shall be deemed to make withdrawals from the REMIC III Distribution Account for any of the following purposes: to deposit into the Floating Rate Accou
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Commercial Mortgage Pass-Through Certificate Series 2000-1)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's ’s right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.123.12(b), all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's ’s Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (IndyMac IMJA Mortgage Loan Trust 2007-A4)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:purposes (the order set forth below not constituting an order of priority for such withdrawals):
(i) to pay remit to the Master Servicer or Paying Agent for deposit in the related subservicer (Distribution Account the amounts required to be so deposited pursuant to the extent not previously retained) the servicing compensation to which it is entitled pursuant to first paragraph of Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account3.04(b);
(ii) to reimburse itself for ▇▇▇▇▇▇▇▇▇▇▇▇ ▇&▇ Advances, the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such Servicer's right of reimbursement to reimburse itself pursuant to this subclause clause (ii) with respect to any P&I Advance (other than Nonrecoverable Advances, which are reimbursable pursuant to clause (vii) below) being limited to amounts that represent Late Collections of interest (net of the related Master Servicing Fees) on and principal (net of any related Principal Recovery Fee) received on the Mortgage Loans in respect of the particular Mortgage Loan or REO Loan as to which the such P&I Advance was made;
(iii) to reimburse pay to itself earned and unpaid Master Servicing Fees in respect of each Mortgage Loan and REO Loan, the Master Servicer Servicer's right to payment pursuant to this clause (iii) with respect to any Mortgage Loan or successor Master Servicer for any Nonrecoverable Advance previously made by itREO Loan being limited to amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of interest thereon;
(iv) to reimburse pay to the Master Special Servicer for Insured Expenses from the related Insurance Proceedsearned and unpaid Special Servicing Fees in respect of each Specially Serviced Mortgage Loan and earned and unpaid Additional Servicing Fees in respect of all Mortgage Loans;
(v) to reimburse pay the Special Servicer (or, if applicable, a predecessor Special Servicer) earned and unpaid Principal Recovery Fees in respect of each Specially Serviced Mortgage Loan, Corrected Mortgage Loan and REO Loan, the Special Servicer's (or, if applicable, any predecessor Special Servicer's) right to payment pursuant to this clause (v) with respect to any such Mortgage Loan or REO Loan being limited to amounts received on or in respect of such Mortgage Loan (whether in the form of payments, Liquidation Proceeds or Insurance Proceeds) or such REO Loan (whether in the form of REO Revenues, Liquidation Proceeds or Insurance Proceeds) that are allocable as a recovery of principal thereon (provided that no Principal Recovery Fee shall be payable out of any Liquidation Proceeds received in connection with the purchase of any Mortgage Loan or REO Property by the applicable Mortgage Loan Seller pursuant to the respective Mortgage Loan Purchase Agreement, by the Majority Subordinate Certificateholder pursuant to Section 3.18(b), by the Master Servicer or Special Servicer pursuant to Section 3.18(c) or by the Master Servicer or Depositor pursuant to Section 9.01);
(vi) to reimburse itself or the Special Servicer for (a) any unreimbursed Servicing Advances, the Master Servicer's right and Special Servicer's respective rights to reimbursement pursuant to this clause (avi) with respect to any Mortgage Loan Servicing Advance being limited to amounts payments made by the related Mortgagor that are allocable to such Servicing Advance, or to Liquidation Proceeds, Insurance Proceeds and, if applicable, REO Revenues received on the Mortgage Loans that represent late recoveries in respect of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each particular Mortgage Loan or property acquired in respect of REO Property as to which such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchaseServicing Advance was made;
(vii) to reimburse itself or the SellerSpecial Servicer for any unreimbursed Advances that have been or are determined to be Nonrecoverable Advances or to pay itself, with respect to any Mortgage Loan or REO Property, any related earned Master Servicing Fee that remained unpaid in accordance with clause (iii) above following a Final Recovery Determination made with respect to such Mortgage Loan or REO Property and the Master deposit into the Certificate Account of all amounts received in connection therewith;
(viii) at such time as it reimburses itself for any unreimbursed Advance pursuant to clause (ii), (vi) or (vii) above, to pay itself or the Special Servicer, as the case may be, any interest accrued and payable thereon in accordance with Section 3.03(d) or the Depositor 4.03(d), as applicable;
(ix) to pay for costs and expenses incurred by the Trust Fund pursuant to Section 3.09(c);
(x) to pay itself, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Certificate Account as provided in Section 3.06(b), but only to the extent of the Net Investment Earnings with respect to the Certificate Account for any Collection Period;
(xi) to pay for the cost of an independent appraiser or other expert in real estate matters retained pursuant to Section 3.03(e), 3.09(a), 3.18(e) or 4.03(c);
(xii) to pay itself, the Special Servicer, the Depositor, or any of them their respective directors, officers, employees and reimbursable agents, as the case may be, any amounts payable to any such Person pursuant to Section 6.03;
(viiixiii) to withdraw pay for (A) the advice of counsel and tax accountants contemplated by Section 3.17(a)(iii), (B) the cost of the Opinions of Counsel contemplated by Sections 3.09(b)(ii), 3.09(c), 3.16(a) and 11.02(a), (C) the cost of an Opinion of Counsel contemplated by Section 11.01(a) or 11.01(c) in connection with any amount deposited amendment to this Agreement requested by the Master Servicer or the Special Servicer that protects or is in furtherance of the Certificate Account rights and not required to be deposited interests of Certificateholders, (D) the cost of obtaining the REO Extension sought by the Special Servicer as contemplated by Section 3.16(a), and (E) the cost of recording this Agreement in the Certificate Accountaccordance with Section 11.02(a);
(ixxiv) to pay itself, the Special Servicer, the appropriate Mortgage Loan Seller, the Majority Subordinate Certificateholder or any other Person, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by the Distribution Account Deposit Datesuch Person pursuant to this Agreement, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, all amounts received thereon subsequent to the extent on deposit, and date of purchase;
(2xv) to pay itself the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution AccountMaster Servicer Strip; and
(xxvi) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan basisloan-by-loan and property-by-property basis when appropriate, to justify in connection with any withdrawal from the Certificate Account pursuant to subclauses (i), clauses (ii)) - (xv) above. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account amounts permitted to be paid to it (or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (iv)on a loan-by-loan and property-by-property basis, (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionPaying Agent may, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:purposes (in no particular order of priority):
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01 or 9.01, as applicable;
(ii) to withdraw pay the Trustee or any of its directors, officers, employees and return agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05;
(iii) to pay the Master Servicer, as additional servicing compensation in accordance with Section 3.11(b), interest and investment income earned in respect of amounts held in the Distribution Account as provided in Section 3.06(b) (but only to the extent of the Net Investment Earnings with respect to the Distribution Account for any Collection Period);
(iv) to pay for the cost of the Opinions of Counsel sought by the Trustee (A) as provided in clause (v) of the definition of "Disqualified Organization", (B) as contemplated by Sections 9.02(a)(i) and 10.01(i), or (C) as contemplated by Section 11.01(a) or 11.01(c) in connection with any amendment to this Agreement requested by the Trustee which amendment is in furtherance of the rights and interests of Certificateholders;
(v) to pay any and all federal, state and local taxes imposed on any of the REMICs created hereunder or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, to the extent none of the Trustee, the REMIC Administrator, the Master Servicer or the Special Servicer is liable therefor pursuant to Section 10.01(j);
(vi) to pay the REMIC Administrator any amounts reimbursable to it pursuant to Section 10.01(f);
(vii) to pay to the Master Servicer any amount amounts deposited by the Master Servicer in the Distribution Account and not required to be deposited therein;
(viii) to pay any amounts payable to the Extension Adviser pursuant to Section 3.25; and
(iiiix) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retainedretained by the Master Servicer) the servicing compensation to which it is entitled pursuant to Section 3.153.14, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans that Loan(s) which represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11 hereof;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.036.03 hereof;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Accounttherein;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw an amount equal to the sum of (1a) the related Available Funds and (b) the Trustee Fee for the such Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, Date and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.019.01 hereof. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.019.01 hereof.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2006-11cb)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) retained by the Master Servicer), the servicing compensation to which it is entitled pursuant to Section 3.15, 3.14 and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans Loan(s) in respect of which the any such Advance was made;
(iii) to reimburse each of the Master Servicer or successor Master Servicer and the Trustee for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the such Mortgage Loans Loan(s) that represent late recoveries of the payments for which the such advances were made pursuant to Section 3.01 or Section 3.07 3.06 and (b) for unpaid Master Servicing Fees as provided in Section 3.123.11;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan thereof that has been purchased pursuant to Section 2.02, 2.03, 2.03 or 3.123.11, all amounts received thereon on such Mortgage Loan after the date of such purchase;
(vii) to reimburse the SellerSellers, the Master Servicer, Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by on or prior to the Distribution Account Deposit Date, to withdraw (1) an amount equal to the related Available Funds and the pro rata portion of the Trustee Fee for such Distribution Date (based on the Distribution Date, to aggregate Stated Principal Balance of the extent on deposit, and (2Mortgage Loans in each Loan Group) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify for the purpose of justifying any withdrawal from the Certificate Account pursuant to such subclauses (i), (ii), (iv), (v), ) and (vi). Before Prior to making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans Loans(s), and their respective portions of the such Nonrecoverable Advance.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders Certificateholders, in the manner specified in this Agreement (and to withhold from the amounts so withdrawn withdrawn, the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to pay to the Master Servicer as additional servicing compensation earnings on or investment income with respect to funds in the Distribution Account;
(iii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein;
(iv) to reimburse the Trustee for any unreimbursed Advances made by it pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (iv) being limited to (x) amounts received on the related Mortgage Loan(s) in respect of which any such Advance was made and (y) amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(ii) hereof;
(v) to reimburse the Trustee for any Nonrecoverable Advance previously made by the Trustee pursuant to Section 4.01(b) hereof, such right of reimbursement pursuant to this subclause (v) being limited to amounts not otherwise reimbursed to the Trustee pursuant to Section 3.08(a)(iii) hereof; and
(iiivi) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alternative Loan Trust 2007-Hy2)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (andmay, in the case of clause (ix) below, shall) from time to time time, make withdrawals from the Certificate Account for any of the following purposes:
(i) to pay remit to the Master Servicer or Trustee for deposit in the related subservicer (Distribution Account the amounts required to be remitted pursuant to the extent not previously retainedsecond paragraph of Section 3.04(b) the servicing compensation or that may be applied to which it is entitled make Delinquency Advances pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account4.03(a);
(ii) to reimburse pay itself unpaid Master Servicing Fees, and the Special Servicer unpaid Special Servicing Fees, earned thereby in respect of each Mortgage Loan and REO Loan, the Master Servicer or successor Master Servicer for Servicer's and the unreimbursed Advances made by it, such right of reimbursement Special Servicer's respective rights to payment pursuant to this subclause clause (ii) being limited to amounts received or advanced on the Mortgage Loans or in respect of which the Advance was madesuch Mortgage Loan or such REO Loan that are allocable as a recovery of interest thereon;
(iii) to reimburse pay to the Master Special Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by itearned and unpaid Workout Fees and Liquidation Fees to which it is entitled pursuant to, and from the sources contemplated by, Section 3.11(c);
(iv) to reimburse the Trustee and itself, in that order, as applicable, for unreimbursed Delinquency Advances made thereby, the Master Servicer for Insured Expenses from Servicer's or Trustee's respective rights to be reimbursed pursuant to this clause (iv) being limited to amounts received that represent Late Collections of interest on and principal of the particular Mortgage Loans and REO Loans with respect to which such Delinquency Advances were made (in each case, net of related Insurance ProceedsWorkout Fees);
(v) to reimburse the Master Servicer Trustee, itself and the Special Servicer, in that order, as applicable, for (a) unreimbursed Servicing AdvancesAdvances made thereby, the Master Servicer's, the Special Servicer's or Trustee's respective rights to be reimbursed pursuant to this clause (v) with respect to any Mortgage Loan or REO Property being limited to, as applicable, related payments, Liquidation Proceeds, Insurance Proceeds and REO Revenues;
(vi) to reimburse the Trustee, itself and the Special Servicer, in that order, as applicable, out of general collections on the Mortgage Loans and REO Properties, for Nonrecoverable Advances made thereby;
(vii) at or following such time as it reimburses the Trustee, itself and the Special Servicer, in that order, as applicable, for any unreimbursed Advance pursuant to clause (iv), (v) or (vi) above or Section 3.03, to pay the Trustee, itself or the Special Servicer, in that order as the case may be, out of general collections on the Mortgage Loans and REO Properties, any related Advance Interest accrued and payable on such Advance in accordance with Section 3.11(f) and 4.03(d);
(viii) to reimburse itself (if it is not the affected Mortgage Loan Seller) or the Trustee, as the case may be, for any unreimbursed expenses reasonably incurred by such Person in respect of any Breach or Defect giving rise to a repurchase obligation of a Mortgage Loan Seller under Section 6 of the related Mortgage Loan Purchase Agreement, including, without limitation, any expenses arising out of the enforcement of the repurchase obligation, together with interest thereon at the Reimbursement Rate, each such Person's right to reimbursement pursuant to this clause (aviii) with respect to any Mortgage Loan being limited to that portion of the Purchase Price paid for such Mortgage Loan that represents such expense in accordance with clause (d) of the definition of Purchase Price;
(ix) in accordance with Section 2.03(d), to reimburse the Trustee, out of general collections on the Mortgage Loans and REO Properties for any unreimbursed expense reasonably incurred by the Trustee in connection with the enforcement of a Mortgage Loan Seller's obligations under Section 6(a) of the related Mortgage Loan Purchase Agreement, together with interest thereon at the Reimbursement Rate, but only to the extent that such expenses are not reimbursable pursuant to clause (viii) above or otherwise;
(x) to pay out of general collections on the Mortgage Loans and REO Properties, for costs and expenses incurred by the Trust Fund pursuant to Section 3.09(c);
(xi) to pay itself, as additional servicing compensation in accordance with Section 3.11(b), (A) interest and investment income earned in respect of amounts relating to the Trust Fund held in the Certificate Account, any Lock-box Account and Cash Collateral Account as provided in Section 3.06(b) (but only to the extent of the Net Investment Earnings with respect to the Certificate Account, any Lock-box Account and Cash Collateral Account for any Collection Period), (B) Prepayment Interest Excesses and Balloon Payment Interest Excess received on the Mortgage Loans and (C) Penalty Charges received on Mortgage Loans that represent late recoveries are not Specially Serviced Mortgage Loans (but only to the extent not otherwise allocable to cover Advance Interest in respect of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 and (b) for unpaid Servicing Fees as provided in Section 3.12related Mortgage Loan);
(vixii) to pay to the purchaserSpecial Servicer, with respect to each as additional servicing compensation, all Penalty Charges received on any Specially Serviced Mortgage Loan or property acquired (but only to the extent not otherwise allocable to pay Advance Interest in respect of such the related Specially Serviced Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchaseLoan);
(viixiii) to reimburse the Sellerpay itself, the Master ServicerDepositor, or the Depositor for expenses incurred by any of them their respective directors, officers, employees and reimbursable agents, as the case may be, out of general collections on the Mortgage Loans and REO Properties, any amounts payable to any such Person pursuant to Section 6.03;
(viiixiv) to pay, out of general collections on the Mortgage Loans and REO Properties, for (A) the cost of the Opinions of Counsel contemplated by Sections 3.09(b)(ii) and 3.16(a), (B) the cost of the advice of counsel contemplated by Section 3.17(a), (C) the cost of any Opinion of Counsel contemplated by Section 11.01(a) in connection with an amendment to this Agreement requested by the Master Servicer, which amendment is in furtherance of the rights and interests of Certificateholders, (D) the cost of obtaining the REO Extension contemplated by Section 3.16(a), (E) the cost of recording this Agreement in accordance with Section 11.02(a), and (F) the cost of an Appraisal obtained pursuant to Section 3.11(g) or Section 4.03(c);
(xv) to pay itself, the Special Servicer, any Mortgage Loan Seller or the Majority Certificateholder of the Controlling Class, as the case may be, with respect to each Mortgage Loan, if any, previously purchased by such Person pursuant to or as contemplated by this Agreement, all amounts received on such Mortgage Loan subsequent to the date of purchase;
(xvi) to withdraw any amount funds deposited in into the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Accounterror; and
(xxvii) to clear and terminate the Certificate Account upon at the termination of this Agreement pursuant to Section 9.01. The For each Mortgage Loan, the Master Servicer shall keep and maintain separate accountingaccounting records, on a Mortgage Loan by Mortgage Loan loan-by-loan basis (and for each REO Loan, on a property-by-property basis) when appropriate, to justify for the purpose of justifying any withdrawal from the Certificate Account. The Master Servicer shall pay to the Special Servicer (or to third party contractors at the direction of the Special Servicer) from the Certificate Account pursuant amounts permitted to subclauses be paid to it (i)or to such third party contractors) therefrom promptly upon receipt of a certificate of a Servicing Officer of the Special Servicer describing the item and amount to which the Special Servicer (or such third party contractors) is entitled. The Master Servicer may rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein. The Special Servicer shall keep and maintain separate accounting for each Specially Serviced Mortgage Loan and REO Property, (ii)on a loan-by-loan and property-by-property basis, (iv), (v), and (vi). Before making for the purpose of justifying any request for withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable AdvanceAccount.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In additionmay, the Trustee may from time to time time, make withdrawals from the Distribution Account for any of the following purposes:
(i) to pay make distributions to itself the Trustee Fee for the related Certificateholders on each Distribution DateDate pursuant to Section 4.01;
(ii) [reserved];
(iii) to withdraw pay itself unpaid Trustee Fees pursuant to Section 8.05(a);
(iv) to pay itself or any of its directors, officers, employees and return agents, as the case may be, any amounts payable or reimbursable to any such Person pursuant to Section 8.05(b);
(v) to pay for (A) the cost of the Opinion of Counsel contemplated by Section 11.01(a) or (c) in connection with any amendment to this Agreement requested by the Trustee, which amendment is in furtherance of the rights and interests of Certificateholders, (B) the cost of the Opinion of Counsel contemplated by Section 11.02(a) in connection with any recordation of this Agreement and (C) to the extent payable out of the Trust Fund, the cost of the Opinion of Counsel contemplated by Section 10.01(f);
(vi) to (A) pay any and all federal, state and local taxes imposed on REMIC I, REMIC II or REMIC III or on the assets or transactions of any such REMIC, together with all incidental costs and expenses, and any and all reasonable expenses relating to tax audits, if and to the extent that either (1) none of the Trustee, the Master Servicer or the Special Servicer is liable therefor pursuant to Section 10.01(g) or (2) any amount such Person that may be so liable has failed to make the required payment, and (B) reimburse the Trustee for reasonable expenses incurred by and reimbursable to it by the Trust Fund pursuant to Section 10.01(c);
(vii) to withdraw funds deposited in into the Distribution Account and not required to be deposited thereinin error; and
(iiiviii) to clear and terminate the Distribution Account upon at the termination of the this Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds Funds, Prepayment Charge and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2007-A6)
Permitted Withdrawals from the Certificate Account and the Distribution Account. (a) The Master Servicer may (and, in the case of clause (ix) below, shall) from time to time make withdrawals from the Certificate Account for the following purposes:
(i) to pay to the Master Servicer or the related subservicer (to the extent not previously retained) the servicing compensation to which it is entitled pursuant to Section 3.15, and to pay to the Master Servicer, as additional master servicing compensation, earnings on or investment income with respect to funds in or credited to the Certificate Account;
(ii) to reimburse the Master Servicer or successor Master Servicer for the unreimbursed Advances made by it, such right of reimbursement pursuant to this subclause (ii) being limited to amounts received on the Mortgage Loans in respect of which the Advance was made;
(iii) to reimburse the Master Servicer or successor Master Servicer for any Nonrecoverable Advance previously made by it;
(iv) to reimburse the Master Servicer for Insured Expenses from the related Insurance Proceeds;
(v) to reimburse the Master Servicer for (a) unreimbursed Servicing Advances, the Master Servicer's right to reimbursement pursuant to this clause (a) with respect to any Mortgage Loan being limited to amounts received on the Mortgage Loans that represent late recoveries of the payments for which the advances were made pursuant to Section 3.01 or Section 3.07 3.07, (b) unreimbursed Servicing Advances made in respect of a Mortgage Loan for which such Servicing Advances are not recoverable from the Mortgagor and (bc) for unpaid Servicing Fees as provided in Section 3.12;
(vi) to pay to the purchaser, with respect to each Mortgage Loan or property acquired in respect of such Mortgage Loan that has been purchased pursuant to Section 2.02, 2.03, or 3.12, all amounts received thereon after the date of such purchase;
(vii) to reimburse the Seller, the Master Servicer, or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 6.03;
(viii) to withdraw any amount deposited in the Certificate Account and not required to be deposited in the Certificate Account;
(ix) by the Distribution Account Deposit Date, to withdraw (1) the Available Funds Funds, Prepayment Charge and the Trustee Fee for the Distribution Date, to the extent on deposit, and (2) the Prepayment Charges on deposit, and remit such amount to the Trustee for deposit in the Distribution Account; and
(x) to clear and terminate the Certificate Account upon termination of this Agreement pursuant to Section 9.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, to justify any withdrawal from the Certificate Account pursuant to subclauses (i), (ii), (iv), (v), and (vi). Before making any withdrawal from the Certificate Account pursuant to subclause (iii), the Master Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Master Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loans and their respective portions of the Nonrecoverable Advance. In addition to the amounts remitted to the Trustee by the Servicer from the Certificate Account, by the Distribution Account Deposit Date, the Servicer shall remit all Late Payment Fees assessable and not waived pursuant to Section 3.21(a) to the Trustee for deposit in the Distribution Account.
(b) The Trustee shall withdraw funds from the Distribution Account for distributions to Certificateholders in the manner specified in this Agreement (and to withhold from the amounts so withdrawn the amount of any taxes that it is authorized to withhold pursuant to the last third paragraph of Section 8.11). In addition, the Trustee may from time to time make withdrawals from the Distribution Account for the following purposes:
(i) to pay to itself the Trustee Fee for the related Distribution Date;
(ii) to withdraw and return to the Master Servicer any amount deposited in the Distribution Account and not required to be deposited therein; and
(iii) to clear and terminate the Distribution Account upon termination of the Agreement pursuant to Section 9.01.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Residential Asset Securitization Trust 2007-A8)