EACH
CASE IN GOOD STANDING.
FMC SHALL SERVICE ALL PURCHASED MORTGAGE LOAN WHICH ARE
COMMITTED MORTGAGE LOANS IN ACCORDANCE WITH THE APPLICABLE AGENCY GUIDE.
SHOULD
FMC, FOR ANY REASON, CEASE TO POSSESS ALL SUCH APPLICABLE AGENCY APPROVALS, OR
SHOULD NOTIFICATION TO THE RELEVANT AGENCY OR TO THE DEPARTMENT OF HOUSING AND
URBAN DEVELOPMENT, FHA OR VA BE REQUIRED, FMC SHALL SO NOTIFY BUYER IMMEDIATELY
IN WRITING.
NOTWITHSTANDING THE PRECEDING SENTENCE, FMC SHALL TAKE ALL
NECESSARY ACTION TO MAINTAIN ALL OF THEIR APPLICABLE AGENCY APPROVALS AT ALL
TIMES DURING THE TERM OF THIS AGREEMENT AND EACH OUTSTANDING TRANSACTION.
FMC
HAS ADEQUATE FINANCIAL STANDING, SERVICING FACILITIES, PROCEDURES AND
EXPERIENCED PERSONNEL NECESSARY FOR THE SOUND SERVICING OF MORTGAGE LOANS OF THE
SAME TYPES AS MAY FROM TIME TO TIME CONSTITUTE MORTGAGE LOANS AND IN ACCORDANCE
WITH ACCEPTED SERVICING PRACTICES.
CC.
TAKE-OUT PAYMENTS.
WITH RESPECT TO EACH COMMITTED MORTGAGE LOAN, THE
SELLERS SHALL ARRANGE THAT ALL PAYMENTS UNDER THE RELATED TAKE-OUT COMMITMENT
SHALL BE PAID DIRECTLY TO BUYER AT THE ACCOUNT SET FORTH IN SECTION 9 HEREOF, OR
TO AN ACCOUNT APPROVED BY BUYER IN WRITING PRIOR TO SUCH PAYMENT.
WITH RESPECT
TO ANY AGENCY TAKE-OUT COMMITMENT, IF APPLICABLE, (1) WITH RESPECT TO THE WIRE
TRANSFER INSTRUCTIONS AS SET FORTH IN FREDDIE MAC FORM 987 (WIRE TRANSFER
AUTHORIZATION FOR A CASH WAREHOUSE DELIVERY) SUCH WIRE TRANSFER INSTRUCTIONS ARE
IDENTICAL TO BUYER'S WIRE INSTRUCTIONS TO THE SELLERS OR BUYER HAS APPROVED SUCH
WIRE TRANSFER INSTRUCTIONS IN WRITING IN ITS SOLE DISCRETION, OR (2) THE PAYEE
NUMBER SET FORTH ON FANNIE MAE FORM 1068 (FIXED-RATE, GRADUATED-PAYMENT, OR
GROWING-EQUITY MORTGAGE LOAN SCHEDULE) OR FANNIE MAE FORM 1069 (ADJUSTABLE-RATE
MORTGAGE LOAN SCHEDULE), AS APPLICABLE, IS IDENTICAL TO THE PAYEE NUMBER THAT
HAS BEEN IDENTIFIED BY BUYER IN WRITING AS BUYER'S PAYEE NUMBER OR BUYER HAS
PREVIOUSLY APPROVED THE RELATED PAYEE NUMBER IN WRITING IN ITS SOLE DISCRETION;
WITH RESPECT TO ANY TAKE-OUT COMMITMENT WITH AN AGENCY, THE APPLICABLE AGENCY
DOCUMENTS LIST BUYER AS SOLE SUBSCRIBER, UNLESS OTHERWISE AGREED TO IN WRITING
BY BUYER, IN BUYER'S SOLE DISCRETION.
DD.
NO PLEDGE.
NO SELLER SHALL PLEDGE, TRANSFER OR CONVEY ANY SECURITY
INTEREST IN THE COLLECTION ACCOUNT TO ANY PERSON WITHOUT THE EXPRESS WRITTEN
CONSENT OF BUYER.
45
EE.
NON-STRUCTURED SECURITIES INDEBTEDNESS TO CONSOLIDATED ADJUSTED TANGIBLE
NET WORTH RATIO.
THE SELLERS' RATIO OF CONSOLIDATED INDEBTEDNESS LESS
STRUCTURED SECURITIES DEBT TO CONSOLIDATED ADJUSTED TANGIBLE NET WORTH SHALL NOT
EXCEED 10:1.
FF.
MAINTENANCE OF LIQUIDITY.
THE SELLERS SHALL MAINTAIN CASH, CASH
EQUIVALENTS AS WELL AS UNENCUMBERED MORTGAGE LOANS HELD FOR SALE OR
SECURITIZATION OF AT LEAST $15 MILLION.
GG.
HELOC PROVISIONS.
WITH RESPECT TO EACH HELOC, IF A MORTGAGOR REQUESTS AN
INCREASE IN THE RELATED CREDIT LIMIT, THE RELATED SELLER, SHALL, IN ITS SOLE
DISCRETION, EITHER ACCEPT OR REJECT THE MORTGAGOR'S REQUEST IN ACCORDANCE WITH
SUCH SELLER'S UNDERWRITING GUIDELINES AND NOTIFY THE BUYER IN WRITING OF SUCH
SELLER'S DECISION. IF THE REQUEST FOR A CREDIT LIMIT INCREASE IS ACCEPTED BY A
SELLER, THE INCREASE WILL BE EFFECTED BY SUCH SELLER THROUGH MODIFICATION