OF THE DEFICIT BY DEPOSIT OF FUNDS IN THE AMOUNT OF THE
SETTLEMENT AMOUNT IN SELLER'S OPERATING ACCOUNT IN ORDER TO RECONCILE THE FINAL
PAYMENT MADE TO MBF WITH THE AMOUNT DETERMINED BY MBF'S FINAL CALCULATIONS TO
HAVE BEEN THE REPURCHASE PRICE AND THE FINAL PAYMENT MADE TO SELLER WITH THE
AMOUNT DETERMINED BY MBF'S FINAL CALCULATIONS TO HAVE BEEN THE SERVICING FEE
WITH RESPECT TO SUCH MORTGAGE LOAN.
7.5
USE OF CUSTODIAL ACCOUNT FUNDS.
SELLER IS AUTHORIZED TO WITHDRAW
FROM THE CUSTODIAL ACCOUNT FUNDS HELD WITH RESPECT TO A MORTGAGE LOAN FOR WHICH
A REPURCHASE DATE HAS OCCURRED, IN WHOLE OR PARTIAL SATISFACTION OF MBF'S
PAYMENT OBLIGATION TO SELLER UNDER SUBSECTION 7.3(D) AND SECTION 7.4, IN WHICH
EVENT MBF'S DEPOSIT IN SELLER'S OPERATING ACCOUNT PURSUANT TO SUCH PROVISION MAY
BE REDUCED BY THE AMOUNT OF SUCH AUTHORIZED WITHDRAWAL FUNDS.
22
8.
EARLY REPURCHASE; OTHER REMEDIES.
8.1
SALE NOT CAVEAT EMPTOR.
THE SALE OF A MORTGAGE LOAN HEREUNDER IS
NOT CAVEAT EMPTOR, IT BEING UNDERSTOOD THAT MBF IS EXPRESSLY RELYING ON THE
REPRESENTATIONS BY SELLER AS TO EACH MORTGAGE LOAN PROVIDED IN SECTION 11 AND
ANY APPLICABLE ANNEX, AND THE REPRESENTATIONS ABOUT SELLER ITSELF PROVIDED IN
SECTION 12, ANY APPLICABLE ANNEX, AND IN THE ELECTRONIC TRACKING AGREEMENT, IF
APPLICABLE.
8.2
EARLY REPURCHASES.
(A)
IF, AFTER MBF PURCHASES A MORTGAGE LOAN, MBF DETERMINES OR
RECEIVES NOTICE (WHETHER FROM SELLER OR OTHERWISE) THAT A PURCHASED MORTGAGE
LOAN IS (OR HAS BECOME) A DEFECTIVE MORTGAGE LOAN, MBF SHALL PROMPTLY NOTIFY
SELLER AND SELLER SHALL REPURCHASE SUCH PURCHASED MORTGAGE LOAN AT THE
REPURCHASE PRICE ON THE DATE OF REPURCHASE.
IN THE CASE OF A WET FUNDING, IF
SELLER FAILS TO DELIVER A DRY FUNDING DOCUMENTS PACKAGE FOR THE MORTGAGE LOAN
NOT LATER THAN THE WET FUNDING DEADLINE, MBF MAY NOTIFY SELLER, IN WHICH EVENT
SELLER SHALL REPURCHASE SUCH PURCHASED MORTGAGE LOAN AT THE REPURCHASE PRICE ON
THE DATE OF REPURCHASE.
IF A TAKEOUT INVESTOR REFUSES TO HONOR ITS TAKEOUT
COMMITMENT AND COMPLETE THE PURCHASE OF A MORTGAGE LOAN, FOR ANY REASON, MBF MAY
NOTIFY SELLER AND SELLER SHALL REPURCHASE SUCH MORTGAGE LOAN AT THE REPURCHASE
PRICE ON THE DATE OF REPURCHASE.
(B)
IF SELLER BECOMES OBLIGATED TO REPURCHASE A MORTGAGE LOAN PURSUANT
TO SUBSECTION (A) ABOVE, MBF SHALL PROMPTLY GIVE SELLER NOTICE OF SUCH
REPURCHASE OBLIGATION AND A PROVISIONAL CALCULATION OF THE REPURCHASE PRICE.
ON
THE SECOND (2ND) BUSINESS DAY AFTER SUCH NOTICE (THE "EARLY REPURCHASE DATE"),
SELLER SHALL REPURCHASE THE MORTGAGE LOAN BY MAKING A PROVISIONAL PAYMENT OF THE
REPURCHASE PRICE IN THE AMOUNT OF THE ESTIMATED REPURCHASE PRICE, AND MBF IS
AUTHORIZED TO CHARGE EITHER OR BOTH OF SELLER'S ACCOUNTS IN SUCH AMOUNT UNLESS
THE PARTIES HAVE AGREED IN WRITING TO A DIFFERENT METHOD OF PAYMENT.
(IN THE
EVENT THAT SELLER'S ACCOUNTS DO NOT CONTAIN SUFFICIENT FUNDS TO SATISFY IN WHOLE
ANY AMOUNT DUE TO MBF UNDER THIS SUBSECTION 8.2(B) OR IF THE AMOUNTS DUE ARE NOT
PROVIDED BY ANY APPLICABLE ALTERNATIVE METHOD OF PAYMENT AGREED UPON BY THE
PARTIES, SELLER