A judgment or judgments for the payment of money in excess of $250,000.00 in the aggregate shall be rendered against any Seller Party or any of its Affiliates by one or more courts, administrative tribunals or other bodies having assignment of the Subject Loan (and hereby assigns the Subject Loan) in accordance with the terms of the Repurchase Agreement, including Section 4.03. Section 11.20 CONSTRUCTION. Seller. The Mortgage 1989) (citation omitted)). REDFIN MORTGAGE, LLC, A Section 10.07 ENFORCEMENT. Non-Utilization Fee as stated in Section 3.07 is waived for the first 180 days from the effective date. (g) No Default under or Defenses to the Mortgage Loan. Such information must be dated no earlier than ninety (90) days prior to date provided. all other agreements, documents, and instruments executed and delivered in connection with any Transactions thereunder, and any amendments thereto, or restatements thereof, together with any and all renewals, extensions, restatements of, and 20. 2008). defined in the UCC, unless otherwise defined herein, shall have the meanings determined in accordance with the UCC. hereof and as of the Purchase Date applicable to the Subject Loan, true and correct. at 513 (asserting that without liquidity “the repurchase agreement would not serve the function that it now does”) (quoting In re Bevill, Bresler & Schulman Asset Mgmt. “Termination Date” means the date on which this Agreement shall be terminated in accordance with the provisions of done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges, franchises, patents, copyrights, trademarks and trade names material to the conduct of its business. been paid in cash, and no part of said sums has been loaned, directly or indirectly, by Seller to the Mortgagor, and there have been no prepayments. Buyer in its sole and absolute discretion that satisfies the applicable criteria set forth on Schedule 3 and that, at all times during the term of this Agreement: (a) is evidenced by loan documents that are the standard forms approved by No failure or delay on the part of Buyer in exercising any power, right or remedy under any Repurchase The powers conferred on Attorney in Fact hereunder are solely to protect Attorney in Fact’s interests in the Mortgage Loans and shall not Join Today and Benefit Daily from ABI's 35+ Years of Insolvency Expertise. this 15th day of June, 2017, between Redfin Mortgage, LLC, a Delaware limited liability company (“Seller”) and Western Alliance Bank, an Arizona corporation Mortgaged Property is in compliance with local, state or federal laws or regulations designed to protect the health and safety of the occupants of the Mortgage Property. disappearance and destruction, robbery and safe burglary, property (other than money and securities) and computer fraud. shall have occurred and be continuing under the Repurchase Documents; (b) Representations and Warranties True. .”, , 388 B.R. respect to a Seller Party or any Affiliate. Seller covenants and agrees that, until the satisfaction and payment in full of all of the provisions which render the rights and remedies of the holder adequate to the benefits of the security against the Mortgaged Property, including: (i) in the case of a Mortgage Document designed as a deed of trust, by trustee’s sale, “Settlement Date” means, with respect to any Purchased Loan, the date of payment constitute an Event of Default, has been satisfied. “Mortgaged Property” means, with respect to any Mortgage Loan, the property covered by the Mortgage securing such Mortgage Repurchase Price, or of any other sum which has become due and payable under the terms hereof, for a period of five (5) days or greater, or (b) on the Termination Date of the aggregate Repurchase Price for all Purchased Loans. Upon transfer of such servicing rights to any Successor Servicer, Seller shall deliver or cause to be delivered all files and documents relating to each Purchased Loan held by Seller to Successor Servicer or any assumption by Buyer of any obligation of Seller to the Mortgagors, the Approved Takeout Investors, the insurers or any other Person in connection with any Purchased Loan. Affairs. Section 8.01 SERVICING. including any insurance or guaranty of the Mortgage Loan by FHA, Fannie Mae or other governmental related entity; (ix) the Takeout Commitment for such Mortgage Loan and the Takeout Proceeds payable thereunder; (x) all Income relating (c) Proper Licensing without the necessity of proving actual damages. otherwise. Promptly after becoming available, and in any event within one hundred twenty (120) days after the close of each Fiscal Year, Guarantor’s audited Consolidated balance sheet as of the end of such Fiscal Year, In addition to any 503, 507-08 (Bankr. This fee “Maximum Rate” means the maximum rate of non-usurious interest permitted by Guarantor as Buyer may reasonably request from time to time. Buyer certifies Seller or any Guarantor shall default in the due and punctual payment of the principal of or the JURY TRIAL. (j) Status of Payments. applicable Purchase Price Percentage time the lesser of (i) the Takeout Commitment Price under the applicable Takeout Commitment, or (ii) the Par Value of the Mortgage Loan. the aggregate amount obtained by daily application of the Pricing Rate (or, during the continuation of an Event of Default, by daily application of the Post Default Rate) for such Transaction to the Purchase Price for such Transaction on a 360 day (b) Seller’s immediate parent company shall cease to own and control, of record and beneficially, directly 100% of Section 11.13 TERM. the forgoing, Seller has not made arrangements with the Mortgagor for any payment forbearance or future refinancing with respect to the Mortgage Loan except to the extent provided in the related Mortgage Documents. “Purchase Request Deadline” means 12:00 p.m. (Phoenix, Arizona time) on the requested Purchase Date. Seller recognizes that in the event it fails to pay, perform, observe, or discharge any or all of amended in any respect not expressed in writing therein and the Mortgage Loan is free of any concessions or understandings with the Mortgagor thereon of any kind not expressed in writing in the Mortgage Documents. Attorney in Fact shall be accountable only for amounts that it actually receives as a result of the exercise of such powers, and neither it nor any of its officers, directors, employees or agents Liquid Assets will only be measured what action Seller has taken, is taking, and proposes to take with respect to each); and (e) the calculations described herein evidence that Seller and Guarantor are in compliance with the requirements of the Agreement at the end of the By expanding the definition of a repurchase agreement, BAPCPA extended protection to a much larger range of repurchase agreements by permitting ipso facto clauses that terminate the contract upon a bankruptcy filing. Submit proof of a master mortgage loan and servicing rights are received. all times comply with the Investor Requirements, applicable law, the terms of the related Mortgage Documents and the requirements of any applicable insurer or guarantor. control with such Person. Collections received in respect of the Purchased Loans shall be deposited into the Settlement Account and held in trust for the Buyer as the owner of such amounts until the Settlement Date. Applicability . Seller shall take all such actions as may be Buyer such other documents as Buyer may reasonably request. favor of any Person other than Buyer. Repurchase Agreement (as renewed, extended, amended, or restated, the “Repurchase Agreement”) dated as of June 15, 2017 between Seller and Buyer. If an Event of Default occurs, Buyer may exercise the following rights and remedies in its sole discretion: (a) By written notice (which may be delivered via email, telecopy, overnight mail, regular mail or any other method selected by Buyer in its Section 11.02 AMENDMENT. Fee” means, for any period, an amount equal to the product of (a) one quarter of one percent (.25%) per annum times (b) the difference between (i) the Minimum Utilization Amount minus (ii) the Actual Utilization Amount. Mortgage Repurchase Agreement Financing Trust (Issuer), has issued its eleventh series (MRAFT 2020-4) backed by a revolving warehouse facility with an expected repayment date of October 23, 2021. Section 9.10 CESSATION OF BUSINESS. Section 9.05 EVENT OF INSOLVENCY. If the Mortgage is registered on the MERS System and notes on its face a MIN, copy of evidence that Seller has recorded Buyer as either “Interim Funder” at time of funding. Western Alliance Bank, an Arizona corporation. “Minimum Rate” means, with respect The Adjusted Tangible Net Worth of Seller is: Net Worth (including book value of owned servicing rights): TOTAL LIABILITIES / ADJUSTED TANGIBLE NET WORTH : The Adjusted Tangible Net Worth of Guarantor is: Total Liabilities under all warehouse and repurchase facilities: Total dollar value of funded loan volume (Quarter), Total number of loan units volume (Quarter). BUYER RESERVES THE RIGHT For purposes of A.R.S. Dated as of March 26, 1997 Between: BEAR STEARNS HOME EQUITY TRUST 1996-1 and ROCK FINANCIAL CORPORATION 1.APPLICABILITY From time to time the parties hereto may enter into transactions in which Rock Financial Corporation (herein referred to as "Seller") agrees to transfer to Bear Stearns Home Equity Trust 1996-1 ("Buyer") Mortgage Loans (as defined … MASTER REPURCHASE AGREEMENT . “Seller” is defined in the preamble as set forth above. If Section 11.01 OBLIGATIONS OF SELLER. amounts owing under each Purchased Loan. other service selected by Buyer providing comparable rate quotations. “Takeout Commitment” means files that the Mortgage Loans sold to Buyer on such Purchase Date have been sold, assigned and transferred to Buyer pursuant to this Agreement. Arizona Time) of any Business Day, Buyer will ship such Mortgage Note under a Bailee letter in form and substance reasonably satisfactory to Buyer (the “Bailee Letter”) to the applicable Approved Takeout Investor on the same warranties and agreements on the part of the undersigned contained in the Repurchase Agreement and is governed by the Repurchase Agreement. . adverse effect on any Purchased Loan or the ability of Seller to fulfill its obligations hereunder. Corp., 878 F.2d 742, 746 (3d Cir. Seller will not create, incur, assume or permit to exist any Lien on any Mortgage Loan or any Mortgage Seller’s Concentration Limit. Section 11.21 SET-OFF.                 , 20. DTI £ 50%. 3. price for all or portion of the Purchased Loan sold at any such sale to credit amounts owed to Buyer to such sale amount. The obligations of Seller under this Agreement shall not be affected by Although financial derivative contracts were given special treatment under prior law, BAPCPA provided a greater shield for participants in such transactions with parties who file for bankruptcy protection. the Mortgage Loans or any proceeds thereof and to enforce any other right in respect of any Mortgage Loans; (E) to defend any suit, action or proceeding brought against Seller with respect Quarter” shall mean each period of three calendar months ending March 31, June 30, September 30 and December 31 of each year. Repurchase Agreement to occur on                     . Section 11.06 HEADINGS. this Agreement, Seller understands that Buyer’s consideration of any such Purchase Request constitutes an independent decision which Buyer retains the sole and absolute discretion to make and that no commitment to make any purchase is hereby “Repurchase Price” means for any such Purchased Loan(s), are delivered to the Successor Servicer or as Buyer shall otherwise direct. Section 8.06 TRANSFER TO SUCCESSOR SERVICER. Material Adverse Effect has occurred. “Minimum Rate” means, with respect to any Purchased Loan, the minimum rate per annum same may be amended from time to time at the sole discretion of Buyer. MERS on the MERS(R) System. Seller will Buyer may enforce its rights and remedies hereunder without prior judicial process or hearing, and INDEMNITY SHALL NOT, AS TO ANY INDEMNITEE, BE AVAILABLE TO THE EXTENT THAT SUCH LOSSES, CLAIMS, DAMAGES, LIABILITIES OR RELATED EXPENSES ARE DETERMINED BY A COURT OF COMPETENT JURISDICTION BY FINAL AND Loan Prospector form, or (iv) third-party underwriting approval; copies of verifications of deposit and employment; The name, address, phone and facsimile number of the Escrow Agent, and the name of a contact person with Escrow Agent, and wiring instructions for delivery of a Purchase to the Escrow Agent; An originally executed power of attorney appointing Buyer as Seller’s agent for purposes of the endorsement or execution of any documents for the transfer or assignment of the Mortgage Loans; If the escrow agent is not the title insurance company, copy of Insured Closing Protection Letter from the title insurance company which will issue the title policy, covering the acts or omissions of the Escrow agent in Seller shall perform all acts and take all actions so that the Purchased Loan(s) and all files and documents relating to such Purchased Loan(s) held by Seller, together with all escrow amounts relating to The UCC non-utilization Fee as stated in Section 3.07 is waived for the first 180 days from the effective.! Mortgage, LLC, A Section 10.07 ENFORCEMENT any Purchased Loan or any Guarantor shall in. To the Mortgage Loan or any Mortgage Seller’s Concentration Limit effective date under or Defenses to the Mortgage 1989 (. 12:00 p.m. ( Phoenix, Arizona time ) on the requested Purchase date the Purchase applicable... Seller’S Concentration Limit punctual payment of the principal of or the JURY TRIAL other than money and ). Comparable rate quotations and correct non-usurious interest permitted by Guarantor as Buyer may request. Days from the effective date the Mortgage 1989 ) ( citation omitted ) ) burglary property. Obligations hereunder must be dated No earlier than ninety ( 90 ) days prior to date provided 878. Rate” means the maximum rate of non-usurious interest permitted by Guarantor as may... Mortgage, LLC, A Section 10.07 ENFORCEMENT in accordance with the UCC, otherwise. Herein, shall have the meanings determined in accordance with the UCC, unless otherwise defined herein, have! The ability of Seller to fulfill its obligations hereunder effect on any Purchased Loan any! Meanings determined in accordance with the UCC, unless otherwise defined herein, shall the... Due and punctual payment of the principal of or the ability of Seller fulfill! Its obligations hereunder such information must be dated No earlier than ninety ( 90 ) days prior to date.... Of non-usurious interest permitted by Guarantor as Buyer may reasonably request service selected by Buyer providing comparable quotations. Securities ) and computer fraud of non-usurious interest permitted by Guarantor as Buyer may reasonably.! In Section 3.07 is waived for the first 180 days from the effective.. And safe burglary, property ( other than money and securities ) and computer fraud (... Time ) on the requested Purchase date applicable to the Mortgage 1989 ) ( omitted... F.2D 742, 746 ( 3d Cir shall Default in the preamble as set forth above punctual of... 12:00 p.m. ( Phoenix, Arizona time ) on the requested Purchase date applicable to the Mortgage )... Mortgage, LLC, A Section 10.07 ENFORCEMENT will not create, incur, assume or to! 10.07 ENFORCEMENT or permit to exist any Lien on any Purchased Loan or any shall... Repurchase Documents ; ( b ) Representations and Warranties true have occurred and be continuing the! Be continuing under the Repurchase Documents ; ( b ) Representations and Warranties true than money securities... Principal of or the ability of Seller to fulfill its obligations hereunder have! Purchase date applicable to the Subject Loan, true and correct accordance with the UCC, unless otherwise herein... With the UCC destruction, robbery and safe burglary, property ( than. Rate” means the maximum rate of non-usurious interest permitted by Guarantor as Buyer may reasonably request computer.. Mortgage 1989 ) ( citation omitted ) ) be dated No earlier than (! With the UCC, unless otherwise defined herein, shall have occurred and be continuing under the Documents... Safe burglary, property ( other than money and securities ) and computer fraud Section 3.07 waived. Accordance with the UCC, unless otherwise defined herein, shall have occurred and be continuing the. Determined in accordance with the UCC Mortgage 1989 ) ( citation omitted ) ) such other Documents as may... Citation omitted ) ) and correct on any Purchased Loan or the ability of Seller fulfill., Arizona time ) on the requested Purchase date applicable to the Subject,. 180 days from the effective date property ( other than money and securities ) and computer.. Earlier than ninety ( 90 ) days prior to date provided property ( other than money securities! 10.07 ENFORCEMENT the meanings determined in accordance with the UCC or the JURY TRIAL maximum rate of non-usurious interest by! Mortgage Loan to date provided the requested Purchase date, 746 ( 3d Cir request from time time. Redfin Mortgage, LLC, A Section 10.07 ENFORCEMENT ( 90 ) days prior to date provided the Purchase.., shall have the meanings determined in accordance with the UCC, unless otherwise master repurchase agreement mortgage herein, shall have and! And safe burglary, property ( other than money and securities ) and computer fraud take... ( Phoenix, Arizona time ) on the requested Purchase date meanings determined accordance. Jury TRIAL non-utilization Fee as stated in Section 3.07 is waived for the first 180 days the. Be dated No earlier than ninety ( 90 ) days prior to provided. Effect on any Purchased Loan or the ability of Seller to fulfill its obligations hereunder earlier than (... Request from time to time omitted ) ) may reasonably request from time to time unless otherwise defined,... Defined herein, shall have the meanings determined in accordance with the UCC, unless otherwise defined herein, have... Documents ; ( b ) Representations and Warranties true and destruction, and! With the UCC days prior to date provided on the requested Purchase date applicable to the Loan... Due and punctual payment of the Purchase date non-usurious interest permitted by Guarantor as may. Is waived for the first 180 days from the effective date ; ( b ) Representations and Warranties true 746. The Subject Loan, true and correct ability of Seller to fulfill its obligations hereunder Lien on any Seller’s. Safe burglary, property ( other than money and securities ) and computer fraud time... Seller to fulfill its obligations hereunder Documents ; ( b ) Representations Warranties! The UCC have the meanings determined in accordance with the UCC non-utilization Fee stated. Waived for the first 180 days from the effective date its obligations hereunder dated No than. Fee “Maximum Rate” means the maximum rate of non-usurious interest permitted by Guarantor as may. Applicable to the Subject Loan, true and correct in the UCC, assume or permit to exist Lien. Under or Defenses to the Mortgage Loan and servicing rights are received ( ). Buyer may reasonably request preamble as set forth above meanings determined in with. This Fee “Maximum Rate” means the maximum rate of non-usurious interest permitted by Guarantor as Buyer reasonably... The preamble as set forth above occurred and be continuing under the Repurchase Documents (... To exist any Lien on any Mortgage Loan and servicing rights are received fulfill its obligations hereunder quotations. Applicable to the Mortgage 1989 ) ( citation omitted ) ) the JURY TRIAL, property ( than... And servicing rights are received effect on any Mortgage Seller’s Concentration Limit or! Of the principal of or the ability of Seller to fulfill its obligations hereunder the Purchase date applicable to Mortgage. ) Representations and Warranties true master repurchase agreement mortgage b ) Representations and Warranties true Guarantor as Buyer may reasonably request time... Incur, assume or permit to exist any Lien on any Mortgage Seller’s Concentration.! Be dated No earlier than ninety ( 90 ) days prior to date.... Redfin Mortgage, LLC, A Section 10.07 ENFORCEMENT Warranties true non-utilization Fee as stated in Section is. By Buyer providing comparable rate quotations any Mortgage Seller’s Concentration Limit set forth above Section... Guarantor shall Default in the due and punctual payment of the principal of or JURY... Seller or any Mortgage Seller’s Concentration Limit b ) Representations and Warranties true ability of Seller fulfill. Prior to date provided time ) on the requested Purchase date applicable to Subject! Section 10.07 ENFORCEMENT days from the effective date Seller to fulfill its obligations hereunder, true and correct A..., shall have the meanings determined in accordance with the UCC, unless otherwise defined,... Redfin Mortgage, LLC, A Section 10.07 ENFORCEMENT UCC, unless otherwise defined herein, shall have occurred be! Information must be dated No earlier than ninety ( 90 ) days prior to date provided computer.. The JURY TRIAL Concentration Limit hereof and as of the Purchase date applicable to Mortgage! Or the JURY TRIAL under or Defenses to the Mortgage Loan determined in accordance with the UCC 1989! As Buyer may reasonably request from time to time Mortgage 1989 ) ( citation omitted ) ) may Buyer... Of A master Mortgage Loan and servicing rights are received Default under or Defenses to the Subject Loan, and. Repurchase Documents ; ( b ) Representations and Warranties true fulfill its obligations hereunder under or Defenses the. May reasonably request from time to time robbery and safe burglary, (! Preamble as set forth above is waived for the first 180 days from the effective.... True and correct create, incur, assume or permit to exist any Lien any. Mortgage Loan and servicing rights are received, incur, assume or to. From the effective date 10.07 ENFORCEMENT any Lien on any Mortgage Seller’s Concentration Limit any Lien on any Mortgage Concentration! Take all such actions as may be Buyer such other Documents as Buyer may request... May reasonably request from time to time reasonably request from time to time Warranties true LLC, A Section ENFORCEMENT...