Common use of Purchased Items Clause in Contracts

Purchased Items. (a) No Seller has assigned, pledged, or otherwise conveyed or encumbered any Purchased Item to any other Person, and immediately prior to the purchase of any Eligible Mortgage Loan by the Buyers hereunder, and the purchase and pledge of all related Purchased Items, the applicable Seller was the sole owner of such Eligible Mortgage Loan, and all related Purchased Items, and had good and marketable title thereto, free and clear of all Liens, in each case except for Liens to be released simultaneously with the sale to the Buyers and the granting of the Liens in favor of the Agent for the benefit of the Buyers hereunder. No Purchased Item was acquired (by purchase or otherwise) by any Seller from an Affiliate of any Seller other than another Seller. (b) The provisions of this Repurchase Agreement are intended to transfer the Purchased Items to the Buyers pursuant to a sale, but in the event that any Transaction is deemed to constitute a loan rather than a sale, this Repurchase Agreement and the other Repurchase Documents are effective to create in favor of the Agent, for the benefit of the Buyers, a valid security interest in all right, title and interest of the Sellers in, to and under the Purchased Items. (c) Upon (i) receipt by the Custodian of each Mortgage Note, endorsed in blank or registered in the MERS System, and each assignment of the related Mortgage, assigned in blank, by a duly authorized officer of the applicable Seller, and (ii) the issuance by the Custodian of the Trust Receipt therefor, the Agent, for the ratable benefit of the Buyers, shall have a fully perfected first priority security interest therein, in the Mortgage Loan evidenced thereby and in such Seller's interest in the related Mortgaged Property. (d) Upon the filing of financing statements on Form UCC-1 naming each Seller as "debtor" and the Agent, for the benefit of the Buyers, as "secured party" and describing the Purchased Items as the "collateral" in the jurisdictions and recording offices listed on Schedule 3 attached hereto, the security interests granted hereunder in the Purchased Items will constitute a fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of the Sellers in, to and under such Purchased Items which can be perfected by filing under the Uniform Commercial Code.

Purchased Items. (a) No Seller has assignedEach of the following items or types of property, pledgedwhether now owned or hereafter acquired, now existing or hereafter created and wherever located, is hereinafter referred to as the “Purchased Items”: all Mortgage Loans, all Mortgage Files, including without limitation all promissory notes, all Mortgage Notes, all Mortgages, all Servicing Records relating to the Mortgage Loans, all Credit Files, all of the Sellers’ rights as the owners of the Mortgage Loans under any Sub-Servicing Agreements relating to the Mortgage Loans and any other collateral pledged or otherwise conveyed or encumbered any Purchased Item relating to any such Mortgage Loans, together with all files, documents, instruments, surveys, certificates, correspondence, appraisals, computer programs, computer storage media, accounting records and other Person, books and immediately prior to the purchase of any Eligible Mortgage Loan by the Buyers hereunder, and the purchase and pledge of all related Purchased Items, the applicable Seller was the sole owner of such Eligible Mortgage Loan, and all related Purchased Items, and had good and marketable title records relating thereto, free all mortgage guaranties and clear of all Liens, in each case except for Liens to be released simultaneously with the sale to the Buyers and the granting of the Liens in favor of the Agent for the benefit of the Buyers hereunder. No Purchased Item was acquired insurance (issued by purchase governmental agencies or otherwise) by and any Seller from an Affiliate of mortgage insurance certificate or other document evidencing such mortgage guaranties or insurance relating to any Seller other than another Seller. (b) The provisions of this Repurchase Agreement are intended to transfer the Purchased Items to the Buyers pursuant to a sale, but in the event that any Transaction is deemed to constitute a loan rather than a sale, this Repurchase Agreement and the other Repurchase Documents are effective to create in favor of the Agent, for the benefit of the Buyers, a valid security interest in all right, title and interest of the Sellers in, to and under the Purchased Items. (c) Upon (i) receipt by the Custodian of each Mortgage Note, endorsed in blank or registered in the MERS System, and each assignment of the related Mortgage, assigned in blank, by a duly authorized officer of the applicable Seller, and (ii) the issuance by the Custodian of the Trust Receipt therefor, the Agent, for the ratable benefit of the Buyers, shall have a fully perfected first priority security interest therein, in the Mortgage Loan evidenced thereby and in such Seller's interest in all claims and payments thereunder, all other insurance policies and insurance proceeds relating to any Mortgage Loan or the related Mortgaged Property. (d) Upon , all Income, all Servicing Rights, all servicing fees to which the filing Servicer is entitled and servicing and other rights of financing statements on Form UCC-1 naming each Seller the Sellers relating to the Mortgage Loans, all Interest Rate Protection Agreements relating to or constituting any and all of the foregoing, all of the Sellers’ rights as "debtor" the owner of the Mortgage Loans under any other agreements or contracts relating to, constituting, or otherwise governing, any or all of the foregoing to the extent they relate to the Purchased Assets including the right to receive principal and interest payments with respect to the Purchased Assets and the Agentright to enforce such payments, for the benefit of the Buyers, as "secured party" Blocked Account and describing the Purchased Items as the "collateral" all monies from time to time on deposit in the jurisdictions and recording offices listed on Schedule 3 attached heretoBlocked Account, the security interests granted hereunder UBS Cash Account and all monies from time to time on deposit in the Purchased Items will constitute a fully perfected first priority security interests under UBS Cash Account, all contract rights and all “general intangibles”, “accounts”, “chattel paper”, “deposit accounts” and “investment property” as defined in the Uniform Commercial Code as in effect from time to time relating to or constituting any and all right, title and interest of the Sellers inforegoing, to and under such Purchased Items which can be perfected by filing under any and all replacements, substitutions, distributions on or proceeds of any and all of the Uniform Commercial Codeforegoing.

Purchased Items. (a) No Seller has assignedEach of the following items or types of property, pledgedwhether now owned or hereafter acquired, now existing or hereafter created and wherever located, is hereinafter referred to as the “Purchased Items”: all Mortgage Loans, all Mortgage Files, including, without limitation, all promissory notes, all Mortgage Notes, all Mortgages, all Servicing Records relating to the Mortgage Loans, all Credit Files, all of Sellers’ rights as the owners of the Mortgage Loans under any Sub-Servicing Agreements relating to the Mortgage Loans and any other collateral pledged or otherwise conveyed or encumbered any Purchased Item relating to any such Mortgage Loans, together with all files, documents, instruments, surveys, certificates, correspondence, appraisals, computer programs, computer storage media, accounting records and other Person, books and immediately prior to the purchase of any Eligible Mortgage Loan by the Buyers hereunder, and the purchase and pledge of all related Purchased Items, the applicable Seller was the sole owner of such Eligible Mortgage Loan, and all related Purchased Items, and had good and marketable title records relating thereto, free all mortgage guaranties and clear of all Liens, in each case except for Liens to be released simultaneously with the sale to the Buyers and the granting of the Liens in favor of the Agent for the benefit of the Buyers hereunder. No Purchased Item was acquired insurance (issued by purchase governmental agencies or otherwise) by and any Seller from an Affiliate of mortgage insurance certificate or other document evidencing such mortgage guaranties or insurance relating to any Seller other than another Seller. (b) The provisions of this Repurchase Agreement are intended to transfer the Purchased Items to the Buyers pursuant to a sale, but in the event that any Transaction is deemed to constitute a loan rather than a sale, this Repurchase Agreement and the other Repurchase Documents are effective to create in favor of the Agent, for the benefit of the Buyers, a valid security interest in all right, title and interest of the Sellers in, to and under the Purchased Items. (c) Upon (i) receipt by the Custodian of each Mortgage Note, endorsed in blank or registered in the MERS System, and each assignment of the related Mortgage, assigned in blank, by a duly authorized officer of the applicable Seller, and (ii) the issuance by the Custodian of the Trust Receipt therefor, the Agent, for the ratable benefit of the Buyers, shall have a fully perfected first priority security interest therein, in the Mortgage Loan evidenced thereby and in such Seller's interest in all claims and payments thereunder, all other insurance policies and insurance proceeds relating to any Mortgage Loan or the related Mortgaged Property. , all Income, all Servicing Rights, all servicing fees to which the Servicer is entitled and servicing and other rights of Sellers relating to the Mortgage Loans, all Additional Purchased Items, all Interest Rate Protection Agreements relating to or constituting any and all of the foregoing (d) Upon provided, however, that Buyer’s priority with regard to Interest Rate Protection Agreements is pari passu with those rights of buyers in Other Financing Facilities; provided further, however, that Buyer has a first priority interest in all Interest Rate Protection Agreements which Sellers enter into to hedge specifically, any Purchased Assets), all of Sellers’ rights as the filing owner of financing statements on Form UCC-1 naming each Seller as "debtor" the Mortgage Loans under any other agreements or contracts relating to, constituting, or otherwise governing, any or all of the foregoing to the extent they relate to the Purchased Assets including the right to receive principal and interest payments with respect to the Purchased Assets and the Agent, for the benefit of the Buyers, as "secured party" and describing the Purchased Items as the "collateral" in the jurisdictions and recording offices listed on Schedule 3 attached heretoright to enforce such payments, the security interests granted hereunder collection and custodial accounts maintained by the Servicer and all monies from time to time on deposit in such accounts, the Purchased Items will constitute a fully perfected first priority security interests under UBS Cash Account and all monies from time to time on deposit in or credited to the UBS Cash Account, all contract rights and all “general intangibles”, “accounts”, “chattel paper”, “deposit accounts” and “investment property” as defined in the Uniform Commercial Code as in effect from time to time relating to or constituting any and all right, title and interest of the Sellers inforegoing, to and under such Purchased Items which can be perfected by filing under any and all replacements, substitutions, distributions on or proceeds of any and all of the Uniform Commercial Codeforegoing.