FUND SUCH
TRANSACTION.
C.
UPON THE SATISFACTION OF THE APPLICABLE CONDITIONS PRECEDENT SET
FORTH IN SECTION 10 HEREOF, ADMINISTRATIVE AGENT SHALL SELECT A BUYER OR BUYERS
(THE "SELECTED BUYERS") TO FUND SUCH TRANSACTION AND, IN ITS SOLE DISCRETION,
MAY SUBDIVIDE ANY REQUESTED TRANSACTION INTO SEVERAL TRANSACTIONS TO BE ENTERED
INTO BY ONE OR MORE SELECTED BUYERS AND ALL OF SELLERS' INTEREST IN THE
REPURCHASE ASSETS SHALL PASS TO SUCH SELECTED BUYERS ON THE PURCHASE DATE,
AGAINST THE TRANSFER OF THE PURCHASE PRICE TO SELLERS.
THE PORTION OF EACH
TRANSACTION MADE BY A CONDUIT BUYER SHALL BE IN SUCH CONDUIT BUYER'S SOLE AND
ABSOLUTE DISCRETION, AND ANY PORTION OF SUCH TRANSACTION NOT MADE BY THE CONDUIT
BUYER OF A BUYING GROUP WILL BE MADE BY THE COMMITTED BUYERS OF SUCH BUYING
GROUP.
AT ITS OPTION, ANY CONDUIT BUYER SHALL ACCEPT OR REJECT ANY SUCH
TRANSACTION REQUEST BY NOTICE GIVEN TO THE ADMINISTRATIVE AGENT BY TELEPHONE OR
TELECOPY.
ON EACH PURCHASE DATE, THE ADMINISTRATIVE AGENT SHALL RECORD ON ITS
BOOKS AND RECORDS EACH BUYING GROUP'S PRO RATA SHARE OF EACH TRANSACTION MADE TO
THE APPLICABLE SELLER, WHICH RECORDS SHALL BE CONCLUSIVE EVIDENCE OF
TRANSACTIONS ENTERED INTO WITH THE APPLICABLE SELLER, ABSENT MANIFEST ERROR.
UPON TRANSFER OF THE MORTGAGE LOANS TO SELECTED BUYERS AS SET FORTH IN THIS
SECTION AND UNTIL TERMINATION OF ANY RELATED TRANSACTIONS AS SET FORTH IN
SECTIONS 4 OR 16 OF THIS AGREEMENT, OWNERSHIP OF EACH MORTGAGE LOAN, INCLUDING
EACH DOCUMENT IN THE RELATED MORTGAGE FILE AND RECORDS, IS VESTED IN SELECTED
BUYERS; PROVIDED THAT, PRIOR TO THE RECORDATION BY THE CUSTODIAN AS PROVIDED FOR
IN THE CUSTODIAL AGREEMENT RECORD TITLE IN THE NAME OF THE APPLICABLE SELLER TO
EACH MORTGAGE SHALL BE RETAINED BY THE SELLERS IN TRUST, FOR THE BENEFIT OF
SELECTED BUYERS, FOR THE SOLE PURPOSE OF FACILITATING THE SERVICING AND THE
SUPERVISION OF THE SERVICING OF THE MORTGAGE LOANS.
D.
WITH RESPECT TO EACH WET-INK MORTGAGE LOAN, BY NO LATER THAN
12:00 NOON, (NEW YORK CITY TIME) ON THE FIFTH BUSINESS DAY FOLLOWING THE
APPLICABLE PURCHASE DATE, SELLERS SHALL CAUSE THE RELATED SETTLEMENT AGENT TO
DELIVER TO THE CUSTODIAN THE REMAINING DOCUMENTS IN THE MORTGAGE FILE.
E.
AT THE REQUEST OF THE SELLERS MADE NO LATER THAN FORTY-FIVE (45)
DAYS PRIOR TO, BUT NO EARLIER THAN SIXTY (60) DAYS PRIOR TO, THE TERMINATION
DATE OF THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY IN ITS SOLE DISCRETION
EXTEND THE TERMINATION DATE FOR A PERIOD OF 364 ADDITIONAL DAYS OR SUCH OTHER
PERIOD TO BE DETERMINED BY ADMINISTRATIVE AGENT IN ITS SOLE DISCRETION BY GIVING
WRITTEN NOTICE
19
OF SUCH EXTENSION TO THE SELLERS. ANY FAILURE BY THE ADMINISTRATIVE AGENT TO
DELIVER SUCH NOTICE OF EXTENSION SHALL BE DEEMED TO BE THE ADMINISTRATIVE
AGENT'S DETERMINATION NOT TO EXTEND THE THEN CURRENT TERMINATION DATE.
4.
REPURCHASE
A.
THE RELATED SELLER SHALL REPURCHASE THE RELATED PURCHASED
MORTGAGE LOANS FROM BUYERS ON EACH RELATED REPURCHASE DATE.
SUCH OBLIGATION TO
REPURCHASE EXISTS WITHOUT REGARD TO ANY PRIOR OR INTERVENING LIQUIDATION OR