IN FAVOR OF THE BUYER OR SHALL BE LIENS IN FAVOR OF ANY PERSON
OTHER THAN BUYER;
(P)
BUYER SHALL REASONABLY REQUEST, SPECIFYING
THE REASONS FOR SUCH REQUEST, REASONABLE INFORMATION, AND/OR WRITTEN RESPONSES
TO SUCH REQUESTS, REGARDING THE FINANCIAL WELL-BEING OF SELLER AND SUCH
REASONABLE INFORMATION AND/OR RESPONSES SHALL NOT HAVE BEEN PROVIDED WITHIN
THREE (3) BUSINESS DAYS OF SUCH REQUEST;
(Q)
SELLERS OR ANY SUBSIDIARY OR AFFILIATE OF
SELLERS SHALL DEFAULT UNDER, OR FAIL TO PERFORM AS REQUIRED UNDER, OR SHALL
OTHERWISE BREACH THE TERMS OF ANY INSTRUMENT, AGREEMENT OR CONTRACT BETWEEN THE
SELLER OR SUCH OTHER ENTITY, ON THE ONE HAND, AND THE BUYER OR ANY OF THE
BUYER'S AFFILIATES ON THE OTHER; OR THE SELLER OR ANY SUBSIDIARY OR AFFILIATE OF
THE SELLER SHALL DEFAULT UNDER, OR FAIL TO PERFORM AS REQUESTED UNDER, THE TERMS
OF ANY REPURCHASE AGREEMENT, LOAN AND SECURITY AGREEMENT OR SIMILAR CREDIT
FACILITY OR AGREEMENT FOR BORROWED FUNDS ENTERED INTO BY THE SELLER OR SUCH
OTHER ENTITY AND ANY THIRD PARTY, WHICH DEFAULT OR FAILURE ENTITLES ANY PARTY TO
REQUIRE ACCELERATION OR PREPAYMENT OF ANY INDEBTEDNESS THEREUNDER; AND
(R)
AAMES INVESTMENT SHALL FAIL TO MAINTAIN
ITS STATUS AS A REIT.
19.
REMEDIES
Upon the occurrence of an Event of Default, Buyer, at its option (which option
shall be deemed to have been exercised immediately upon the occurrence of an
Event of Default pursuant to Section 18(g), (h), (i) or (j) hereof), shall have
the right to exercise any or all of the following rights and remedies:
(A)
(I)
THE REPURCHASE DATE FOR EACH
TRANSACTION HEREUNDER SHALL, IF IT HAS NOT ALREADY OCCURRED, BE DEEMED
IMMEDIATELY TO OCCUR (PROVIDED THAT, IN THE EVENT THAT THE PURCHASE DATE FOR ANY
TRANSACTION HAS NOT YET OCCURRED AS OF THE DATE OF SUCH EXERCISE OR DEEMED
EXERCISE, SUCH TRANSACTION SHALL BE DEEMED IMMEDIATELY CANCELED). SELLERS'
OBLIGATIONS HEREUNDER TO REPURCHASE ALL PURCHASED LOANS AT THE REPURCHASE PRICE
THEREFOR ON THE REPURCHASE DATE IN SUCH TRANSACTIONS SHALL THEREUPON BECOME
IMMEDIATELY DUE AND PAYABLE; ALL INCOME THEN HELD BY THE SELLER FOR THE BENEFIT
OF BUYER AND ALL INCOME PAID AFTER SUCH EXERCISE OR DEEMED EXERCISE SHALL BE
REMITTED TO AND RETAINED BY BUYER AND APPLIED TO THE AGGREGATE REPURCHASE PRICE
AND ANY OTHER AMOUNTS OWING BY SELLERS HEREUNDER; SELLERS SHALL IMMEDIATELY
DELIVER TO BUYER OR ITS DESIGNEE ANY AND ALL ORIGINAL PAPERS, SERVICING RECORDS
AND FILES RELATING TO THE PURCHASED LOANS SUBJECT TO SUCH TRANSACTION THEN IN
SELLERS' POSSESSION AND/OR CONTROL; AND ALL RIGHT, TITLE AND INTEREST IN AND
ENTITLEMENT TO SUCH PURCHASED LOANS AND SERVICING RIGHTS THEREON SHALL BE DEEMED
TRANSFERRED TO BUYER OR ITS DESIGNEE.
(II)
BUYER SHALL HAVE THE RIGHT TO (A) SELL, ON OR FOLLOWING THE BUSINESS DAY
FOLLOWING THE DATE ON WHICH THE REPURCHASE PRICE BECAME DUE AND PAYABLE PURSUANT
TO
50
SECTION 19(A)(I) WITHOUT NOTICE OR DEMAND OF ANY KIND, AT A PUBLIC OR PRIVATE
SALE AND AT SUCH PRICE OR PRICES AS BUYER MAY REASONABLY DEEM SATISFACTORY ANY
OR ALL PURCHASED