LIMITATION, ALL CHARGES FOR SECURITY DELIVERY FEES, LENDER'S
STANDARD WIRING FEES, AND CHARGES FOR OVERNIGHT DELIVERY OF COLLATERAL TO
INVESTORS. MISCELLANEOUS CHARGES ARE DUE WHEN INCURRED, BUT SHALL NOT BE
DELINQUENT IF PAID WITHIN TEN (10) DAYS AFTER RECEIPT OF AN INVOICE OR AN
ACCOUNT ANALYSIS STATEMENT FROM THE LENDER.
2.9
BAILEE.
LENDER APPOINTS COMPANY - AND COMPANY SHALL ACT - AS ITS
BAILEE TO (I) HOLD IN TRUST FOR LENDER (A) THE ORIGINAL RECORDED COPY OF THE
MORTGAGE, DEED OF TRUST, OR TRUST DEED SECURING EACH PLEDGED MORTGAGE, (B) A
MORTGAGEE POLICY OF TITLE INSURANCE (OR BINDING UNEXPIRED AND UNCONDITIONAL
COMMITMENT TO ISSUE SUCH INSURANCE IF THE POLICY HAS NOT YET BEEN DELIVERED TO
COMPANY) INSURING THE COMPANY'S PERFECTED, FIRST PRIORITY LIEN (OR SECOND
PRIORITY WITH RESPECT TO SECOND MORTGAGE LOANS) CREATED BY THAT MORTGAGE, DEED
OF TRUST, OR TRUST DEED, (C) THE ORIGINAL INSURANCE POLICIES FOR EACH PLEDGED
MORTGAGE, AND (D) ALL OTHER ORIGINAL DOCUMENTS RELATING TO EACH PLEDGED
MORTGAGE, INCLUDING ANY PROMISSORY NOTES, ANY OTHER LOAN DOCUMENTS, AND
SUPPORTING DOCUMENTATION, SURVEYS, SETTLEMENT STATEMENTS, CLOSING INSTRUCTIONS,
AND MORTGAGE-BACKED SECURITIES, AND (II) DELIVER TO LENDER ANY OF THE FOREGOING
ITEMS AS SOON AS REASONABLY PRACTICABLE UPON LENDER'S REQUEST.
2.10
RESTATEMENT.
THIS AGREEMENT AMENDS AND RESTATES THE EXISTING
AGREEMENT IN ITS ENTIRETY.
ALL OUTSTANDING AND UNPAID ADVANCES UNDER THE
EXISTING AGREEMENT AND ALL OTHER SUMS OWING UNDER THE EXISTING AGREEMENT SHALL
CONTINUE AND BE DEEMED ADVANCES DUE AND OWING HEREUNDER AND EVIDENCED BY THE
NOTE.
THE NOTE IS GIVEN IN RENEWAL AND EXTENSION, BUT NOT EXTINGUISHMENT OF THE
OUTSTANDING UNPAID BALANCES OF THOSE CERTAIN PROMISSORY NOTES ("PRIOR NOTES")
EXECUTED BY THE COMPANY AND DELIVERED TO LENDERS AS MORE PARTICULARLY DESCRIBED
IN THE NOTE.
ALL LIENS, SECURITY INTERESTS, AND ASSIGNMENTS SECURING THE
OBLIGATIONS OF THE COMPANY UNDER THE PRIOR NOTES AND THE EXISTING AGREEMENT ARE
HEREBY RATIFIED, CONFIRMED, AND BROUGHT FORWARD AS SECURITY FOR THE OBLIGATIONS,
IN ADDITION TO AND CUMULATIVE OF ALL OTHER SECURITY.
19
3.
COLLATERAL.
3.1
GRANT OF SECURITY INTEREST.
AS SECURITY FOR THE PAYMENT OF THE
NOTE AND FOR THE PAYMENT AND PERFORMANCE OF ALL OF THE COMPANY'S OBLIGATIONS
HEREUNDER, THE COMPANY HEREBY ASSIGNS AND TRANSFERS ALL OF ITS RIGHTS, TITLES
AND INTERESTS IN AND TO AND GRANTS A SECURITY INTEREST TO THE LENDER IN THE
FOLLOWING DESCRIBED PROPERTY, WHETHER NOW OWNED OR HEREAFTER ACQUIRED (THE
"COLLATERAL"):
(A)
ALL MORTGAGE LOANS WHICH FROM TIME TO TIME ARE DELIVERED OR CAUSED
TO BE DELIVERED TO THE LENDER OR ITS DESIGNEE, COME INTO THE POSSESSION, CUSTODY
OR CONTROL OF THE LENDER FOR THE PURPOSE OF ASSIGNMENT OR PLEDGE OR IN RESPECT
OF WHICH AN ADVANCE HAS BEEN MADE BY THE LENDER HEREUNDER, INCLUDING ALL
MORTGAGE NOTES AND MORTGAGES EVIDENCING SUCH MORTGAGE LOANS AND ALL MORTGAGE
LOANS IN RESPECT OF WHICH WET SETTLEMENT ADVANCES HAVE BEEN MADE BY THE LENDER
(THE "PLEDGED MORTGAGES").
(B)
ALL MORTGAGE-BACKED SECURITIES WHICH ARE FROM TIME TO TIME
DELIVERED OR CAUSED TO BE DELIVERED TO, OR ARE OTHERWISE IN THE POSSESSION OF
THE LENDER,