Common use of Release of Security Interest in Pledged Assets Clause in Contracts

Release of Security Interest in Pledged Assets. 3.3.1 Except as provided in Sections 3.3.2 and 3.3.4, Pledged Loans will be released from the Agent’s security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to an Approved Custodian for inclusion in a Mortgage Pool and the Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount relating to the Mortgage Loans backing that Pledged Security. 3.3.3 The Agent has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. The Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved Investor’s designee except against payment for those Pledged Securities. The Borrowers acknowledge that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agree, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrowers’ written concurrence in any such standing arrangements. 3.3.4 If no Default or Event of Default has occurred and is continuing, the Borrowers may redeem a Pledged Loan or Pledged Security from the Agent’s security interest by notifying the Agent of its intention to redeem the Pledged Asset from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing the applicable Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates. 3.3.5 After a Default or Event of Default has occurred and is continuing, the Agent may, with no liability to the Borrowers or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset. 3.3.6 The amount (“Release Amount”) to be paid by the Borrowers to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default has occurred and is continuing, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.

Appears in 2 contracts

Sources: Warehousing Credit and Security Agreement (Centerline Holding Co), Warehousing Credit and Security Agreement (Centerline Holding Co)

Release of Security Interest in Pledged Assets. 3.3.1 (a) Except as provided in Sections 3.3.2 and 3.3.4Section 3.3(b) below, Pledged Loans will be released from the Agent’s security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an Approved Custodian investor for inclusion in a Mortgage Pool and the Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 (c) The Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. The Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrowers acknowledge Borrower acknowledges that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agreeBorrower agrees, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrowers’ Borrower’s written concurrence in any such standing arrangements. 3.3.4 (d) If no Default or Event of Default has occurred and is continuing, the Borrowers Borrower may redeem a Pledged Loan or Pledged Security from the Agent’s security interest by notifying the Agent of its intention to redeem the Pledged Asset Loan or Pledged Security from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing the applicable that Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates. 3.3.5 After a Default or (e) If an Event of Default has occurred and is continuing, the Agent may, with no liability to the Borrowers Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset. 3.3.6 (f) The amount (“Release Amount”) to be paid by the Borrowers Borrower to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default has occurred and is continuingexists, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.

Appears in 2 contracts

Sources: Warehousing Credit and Security Agreement (Centerline Holding Co), Warehousing Credit and Security Agreement (Centerline Holding Co)

Release of Security Interest in Pledged Assets. 3.3.1 Except as provided in Sections 3.3.2 and 3.3.4Section 3.3.2, Pledged Loans will be released from the Agent’s 's security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an Approved Custodian investor for inclusion in a Mortgage Pool and the Agent’s 's security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s 's security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s 's security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s 's security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 The Agent has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. The Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved Investor’s 's designee except against payment for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrowers acknowledge Borrower acknowledges that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agreeBorrower agrees, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrowers’ Borrower's written concurrence in any such standing arrangements. 3.3.4 If no Default or Event of Default has occurred and is continuingoccurs, the Borrowers Borrower may redeem a Pledged Loan or Pledged Security from the Agent’s 's security interest by notifying the Agent of its intention to redeem the Pledged Asset Loan or Pledged Security from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing the applicable that Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z)will, when included with the remaining Collateral, result in a Warehousing Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance RatesLoan. 3.3.5 After a Default or Event of Default has occurred and is continuing, the Agent may, with no liability to the Borrowers or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset. 3.3.6 The amount (“Release Amount”) to be paid by the Borrowers to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default has occurred and is continuing, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.

Appears in 1 contract

Sources: Mortgage Warehousing Credit and Security Agreement (Chartermac)

Release of Security Interest in Pledged Assets. 3.3.1 (a) Except as provided in Sections 3.3.2 and 3.3.4Section 3.5(b) below, Pledged Loans will be released from the Agent’s 's security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an Approved Custodian investor for inclusion in a Mortgage Pool and the Agent’s 's security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s 's security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s 's security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s 's security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 The (c) Collateral Custodian for the benefit of the Agent and the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. The Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved Investor’s 's designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrowers acknowledge Borrower acknowledges that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agreeBorrower agrees, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrowers’ Borrower's written concurrence in any such standing arrangements. 3.3.4 (d) If no Default or Event of Default has occurred and is continuing, the Borrowers Borrower may redeem a Pledged Loan or Pledged Security from the Agent’s 's security interest by notifying the Agent of its intention to redeem the Pledged Asset Loan or Pledged Security from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing the applicable that Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates. 3.3.5 After a Default or (e) If an Event of Default has occurred and is continuing, the Agent may, with no liability to the Borrowers Borrower or any Person, continue to release its security interest in any Pledged Loan or Pledged Asset against payment of the Release Amount in connection with that Pledged AssetLoan or the Pledged Loans backing that Pledged Security. 3.3.6 (f) The amount ("Release Amount") to be paid by the Borrowers Borrower to obtain the release of the Agent’s 's security interest in a Pledged Asset Loan will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged AssetLoan, and (2) while an Event of Default has occurred and is continuingexists, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset Loan by the Agent in the exercise of its rights and remedies under this Agreement.

Appears in 1 contract

Sources: Warehousing Credit and Security Agreement (Centerline Holding Co)

Release of Security Interest in Pledged Assets. 3.3.1 (a) Except as provided in Sections 3.3.2 and 3.3.4Section 4.3(b), Credit Agent will release its security interest in Pledged Loans will be released from the Agent’s security interest and Agreements for Deed only against payment to the Credit Agent of the Release Amount in connection with those Pledged LoansLoans and Agreements for Deed. If Pledged Loans are transferred to a pool custodian or an Approved Custodian Investor for inclusion in a Mortgage Pool and the Credit Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Credit Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Credit Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Credit Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Credit Agent (including delivery to or registration in the name of a third party on behalf of the Credit Agent), ) and that Agency Security is a Pledged Security. The Credit Agent’s security interest in that Pledged Security will be released only against payment to the Credit Agent of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 The (c) Credit Agent has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, the Credit Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of Credit Agent with respect to which Credit Agent is the Agententitlement holder. The Credit Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved an Investor’s designee except against payment for those Pledged Securities. The Borrowers acknowledge that the Credit Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agree, upon request of the Credit Agent, to execute and deliver to those securities intermediaries the Borrowers’ written concurrence in any such standing arrangements. 3.3.4 (d) If no Default or Event of Default has occurred and is continuingoccurs, the Borrowers may redeem a Pledged Loan or Loan, a Pledged Security or an Agreement for Deed from the Credit Agent’s security interest by notifying the Credit Agent of its intention to redeem the Pledged Asset Loan, Pledged Security or Agreement for Deed from pledge and either (1) paying, or causing an Approved Investor to pay, to Credit Agent, for application as a prepayment on the Agent principal balance of the Warehousing Notes, the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security or the applicable Pledged SecurityAgreement for Deed, or (2) delivering substitute Collateral that, in addition to being acceptable to the Credit Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z)discretion, will, when included with the remaining Collateral, result in a Warehousing Collateral Value of all Collateral held by the Credit Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance RatesAdvances. 3.3.5 (e) After a Default or Event of Default has occurred and is continuingoccurs, the Credit Agent may, with no liability to the Borrowers or any Person, continue to release its security interest in any Pledged Asset Loan, Pledged Security or Pledged Agreement for Deed against payment of the Release Amount in connection with for that Pledged AssetLoan, or for the Pledged Loans backing that Pledged Security or for that Pledged Agreement for Deed. 3.3.6 (f) The amount (“Release Amount”) to be paid by the Borrowers to obtain the release of the Credit Agent’s security interest in a Pledged Asset Loan or Pledged Agreement for Deed (“Release Amount”) will be (1) unless and until an Event in connection with the sale of Default occurs and is continuinga Pledged Loan or Pledged Agreement for Deed by Borrowers, the principal amount of the Advances outstanding against the payment required in any bailee letter pursuant to which Credit Agent ships that Pledged AssetLoan or Pledged Agreement for Deed to an Investor, and Approved Custodian, pool custodian or other party, (2) in connection with the sale of a Pledged Loan or Pledged Agreement for Deed by Credit Agent while an Event of Default has occurred and is continuingexists, the full Committed Purchase Price therefor, or amount paid to the Credit Agent in a commercially reasonable disposition of that Pledged Asset by Loan or Pledged Agreement for Deed and (3) otherwise, until an Event of Default occurs, the Agent in principal amount of the exercise of its rights and remedies under this AgreementWarehousing Advance outstanding against the Pledged Loan or Pledged Agreement for Deed.

Appears in 1 contract

Sources: Warehousing Credit and Security Agreement (Lennar Corp /New/)

Release of Security Interest in Pledged Assets. 3.3.1 Except as provided in Sections 3.3.2 and 3.3.4, Pledged Loans with respect to which Mortgage Loan Advances have been made will be released from the Agent’s security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If such Pledged Loans are transferred to an Approved Custodian for inclusion in a Mortgage Pool and the Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 If any Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount relating to the Mortgage Loans backing that Pledged Security. 3.3.3 The Subject to the terms of Section 3.3.7, the Agent has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. The Subject to the terms of Section 3.3.7, the Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved Investor’s designee except against payment for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrowers acknowledge Borrower acknowledges that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agreeBorrower agrees, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrowers’ Borrower’s written concurrence in any such standing arrangements. 3.3.4 If no Default or Event of Default has occurred and is continuingexists, the Borrowers Borrower may redeem a Pledged Loan or Pledged Security from the Agent’s security interest by notifying the Agent of its intention to redeem the Pledged Asset from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing the applicable that Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates. 3.3.5 After a Default or Event of Default has occurred and is continuingDefault, the Agent may, with no liability to the Borrowers Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset. 3.3.6 The amount (“Release Amount”) to be paid by to the Borrowers Agent to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuingoccurs, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while at any time that an Event of Default has occurred and is continuingexists, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement. 3.3.7 If no Default or Event of Default exists or would arise from such release, Pledged Loans, and Pledged Securities supported exclusively by Mortgage Loans, with respect to which no Mortgage Loan Advance is outstanding will be released from the Agent’s security interest upon the Borrower’s written request to the Agent solely at such time as following such removal of any such Pledged Asset the remaining outstanding principal balance of the Loan would be less than the then applicable Borrowing Base.

Appears in 1 contract

Sources: Mortgage Warehousing Credit and Security Agreement (Ares Commercial Real Estate Corp)

Release of Security Interest in Pledged Assets. 3.3.1 (a) Except as provided in Sections 3.3.2 and 3.3.4Section 4.3(b), Credit Agent will release its security interest in Pledged Loans will be released from the Agent’s security interest and Agreements for Deed only against payment to the Credit Agent of the Release Amount in connection with those Pledged LoansLoans and Agreements for Deed. If Pledged Loans are transferred to a pool custodian or an Approved Custodian Investor for inclusion in a Mortgage Pool and the Credit Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Credit Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Credit Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Credit Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Credit Agent (including delivery to or registration in the name of a third party on behalf of the Credit Agent), ) and that Agency Security is a Pledged Security. The Credit Agent’s security interest in that Pledged Security will be released only against payment to the Credit Agent of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 The (c) Credit Agent has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, the Credit Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of Credit Agent with respect to which Credit Agent is the Agententitlement holder. The Credit Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved an Investor’s designee except against payment for those Pledged Securities. The Borrowers acknowledge that the Credit Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agree, upon request of the Credit Agent, to execute and deliver to those securities intermediaries the Borrowers’ written concurrence in any such standing arrangements. 3.3.4 If (d) As long as no Default or Event of Default has occurred and is continuingexists or would occur as a result, the Borrowers may redeem a Pledged Loan or Loan, a Pledged Security or an Agreement for Deed from the Credit Agent’s security interest by notifying the Credit Agent of its intention to redeem the Pledged Asset Loan, Pledged Security or Agreement for Deed from pledge and either (1) paying, or causing an Approved Investor to pay, to Credit Agent, for application as a prepayment on the Agent principal balance of the Warehousing Notes, the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security or the applicable Pledged SecurityAgreement for Deed, or (2) delivering substitute Collateral that, in addition to being acceptable to the Credit Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z)discretion, will, when included with the remaining CollateralCollateral included in the calculation of Aggregate Warehousing Collateral Value, result in a an Aggregate Warehousing Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance RatesAdvances. 3.3.5 (e) After a Default or Event of Default has occurred and is continuingoccurs, the Credit Agent may, with no liability to the Borrowers or any Person, continue to release its security interest in any Pledged Asset Loan, Pledged Security or Pledged Agreement for Deed against payment of the Release Amount in connection with for that Pledged AssetLoan, or for the Pledged Loans backing that Pledged Security or for that Pledged Agreement for Deed. 3.3.6 (f) The amount (“Release Amount”) to be paid by the Borrowers to obtain the release of the Credit Agent’s security interest in a Pledged Asset Loan or Pledged Agreement for Deed (“Release Amount”) will be (1) unless and until an Event in connection with the sale of Default occurs and is continuinga Pledged Loan or Pledged Agreement for Deed by Borrowers, the principal amount of the Advances outstanding against the payment required in any bailee letter pursuant to which Credit Agent ships that Pledged AssetLoan or Pledged Agreement for Deed to an Investor, and Approved Custodian, pool custodian or other party, (2) in connection with the sale of a Pledged Loan or Pledged Agreement for Deed by Credit Agent while an Event of Default has occurred and is continuingexists, the full Committed Purchase Price therefor, or amount paid to the Credit Agent in a commercially reasonable disposition of that Pledged Asset by Loan or Pledged Agreement for Deed and (3) otherwise, until an Event of Default occurs, the Agent in principal amount of the exercise of its rights and remedies under this AgreementWarehousing Advance outstanding against the Pledged Loan or Pledged Agreement for Deed.

Appears in 1 contract

Sources: Warehousing Credit and Security Agreement (Lennar Corp /New/)

Release of Security Interest in Pledged Assets. 3.3.1 (a) Except as provided in Sections 3.3.2 and 3.3.4Section 4.3(b), Credit Agent will release its security interest in Pledged Loans will be released from the Agent’s security interest and Agreements for Deed only against payment to the Credit Agent of the Release Amount in connection with those Pledged LoansLoans and Agreements for Deed. If Pledged Loans are transferred to a pool custodian or an Approved Custodian Investor for inclusion in a Mortgage Pool and the Credit Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Credit Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Credit Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Credit Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Credit Agent (including delivery to or registration in the name of a third party on behalf of the Credit Agent), ) and that Agency Security is a Pledged Security. The Credit Agent’s security interest in that Pledged Security will be released only against payment to the Credit Agent of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 The (c) Credit Agent has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, the Credit Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of Credit Agent with respect to which Credit Agent is the Agententitlement holder. The Credit Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved an Investor’s designee except against payment for those Pledged Securities. The Borrowers acknowledge that the Credit Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agree, upon request of the Credit Agent, to execute and deliver to those securities intermediaries the Borrowers’ written concurrence in any such standing arrangements. 3.3.4 If no Default or Event of Default has occurred and is continuing, the Borrowers may redeem a Pledged Loan or Pledged Security from the Agent’s security interest by notifying the Agent of its intention to redeem the Pledged Asset from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing the applicable Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates. 3.3.5 After a Default or Event of Default has occurred and is continuing, the Agent may, with no liability to the Borrowers or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset. 3.3.6 The amount (“Release Amount”) to be paid by the Borrowers to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default has occurred and is continuing, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.

Appears in 1 contract

Sources: Warehousing Credit and Security Agreement (Lennar Corp /New/)

Release of Security Interest in Pledged Assets. 3.3.1 (a) Except as provided in Sections 3.3.2 and 3.3.4Section 4.3(b), Pledged Loans Lender will be released from the Agent’s release its security interest in the Pledged Assets only against payment to the Agent Lender of the Release Amount in connection with those Pledged LoansAssets. If Pledged Loans are transferred to a pool custodian or an Approved Custodian Investor for inclusion in a Mortgage Pool and the AgentLender’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the AgentLender’s security interest continues in the Pledged Loans backing that Pledged Security and the Agent Lender is entitled to possession of the Pledged Security in the manner provided in this Agreement. 3.3.2 (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the AgentLender’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent Lender (including delivery to or registration in the name of a third party on behalf of the Agent), Lender) and that Agency Security is a Pledged Security. The AgentLender’s security interest in that Pledged Security will be released only against payment to the Agent Lender of the Release Amount relating to in connection with the Mortgage Loans backing that Pledged Security. 3.3.3 The Agent (c) Lender has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, the Agent Lender has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of the AgentLender. The Agent Lender has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved an Investor’s designee except against payment for those Pledged Securities. The Borrowers acknowledge Borrower acknowledges that the Agent Lender may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrowers agreeBorrower agrees, upon request of the AgentLender, to execute and deliver to those securities intermediaries the Borrowers’ Borrower’s written concurrence in any such standing arrangements. 3.3.4 (d) If no Default or Event of Default has occurred and is continuingoccurs, the Borrowers Borrower may redeem a Pledged Loan or Pledged Security Asset from the AgentLender’s security interest by notifying the Agent Lender of its intention to redeem the Pledged Asset from pledge and either (1) paying, or causing an Approved Investor to pay, to Lender, for application as a prepayment on the Agent principal balance of the Notes, the Release Amount in connection with the Pledged Loan or Asset (including, in the case of Pledged Security, the Pledged Loans backing the applicable that Pledged Security), or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent Lender in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z)discretion, will, when included with the remaining Collateral, result in a Warehousing Collateral Value of all Collateral held by the Agent Lender that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance RatesWarehousing Advances. 3.3.5 (e) After a Default or Event of Default has occurred and is continuingoccurs, the Agent Lender may, with no liability to the Borrowers Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with for that Pledged AssetAsset (including, in the case of a Pledged Security for the Pledged Loans backing that Pledged Security). 3.3.6 (f) The amount (“Release Amount”) to be paid by the Borrowers Borrower to obtain the release of the AgentLender’s security interest in a Pledged Asset (“Release Amount”) will be (1) unless and until an Event in connection with the sale of Default occurs and is continuinga Pledged Loan by Borrower, the principal amount of the Advances outstanding against the payment required in any bailee letter pursuant to which Lender ships that Pledged AssetLoan to an Investor, and Approved Custodian, pool custodian or other party, (2) in connection with the sale of a Pledged Loan or REO Property by Lender while an Event of Default has occurred and is continuingexists, the full Committed Purchase Price therefor, or amount paid to the Agent Lender in a commercially reasonable disposition of that Pledged Asset Loan or REO Property and (3) otherwise, until an Event of Default occurs, the principal amount of the Warehousing Advance outstanding against the Pledged Asset. (g) Upon receipt by Lender of the Agent in Release Amount with respect to an REO Property, Lender agrees to provide a satisfaction of the exercise of its rights and remedies under this Agreementrelated REO Mortgage.

Appears in 1 contract

Sources: Warehousing Credit and Security Agreement (WMC Finance Co)