of a Mortgage Loan that is Originated by Seller
on the Purchase Date under escrow arrangements satisfactory to Buyer pursuant to
which Seller is permitted to use the Purchase Price proceeds to close the
Mortgage Loan prior to Buyer's receipt of the complete Loan File.
"Wet Funding Deadline" means, with respect to any Wet Loan, the fifth (5th)
Business Day after the Origination Date for such Wet Loan, or such later
Business Day as Buyer, in its sole discretion, may specify from time to time.
20
"Wet Loan" means a Mortgage Loan for which the completed Loan File was not
delivered to Buyer prior to funding.
3.
INITIATION; CONFIRMATIONS; TERMINATION
(A)
INITIATION.
ANY AGREEMENT TO ENTER INTO A
TRANSACTION SHALL BE MADE IN WRITING AT THE INITIATION OF SELLER THROUGH THE
CMWF WEB PRIOR TO THE TERMINATION DATE.
IN THE EVENT THAT SELLER DESIRES TO
ENTER INTO A TRANSACTION HEREUNDER, SELLER SHALL DELIVER TO BUYER NO EARLIER
THAN THREE (3) BUSINESS DAYS PRIOR TO, AND NO LATER THAN (X) IF NO FRAUD
DETECTION REPORT IS SUBMITTED WITH A REQUEST, 2:30 P.M., HOUSTON, TEXAS TIME, OR
(Y) IF A FRAUD DETECTION REPORT FROM A THIRD-PARTY MORTGAGE FRAUD DETECTION
SERVICE ACCEPTABLE TO BUYER IS SUBMITTED WITH A REQUEST, 3:00 P.M., HOUSTON,
TEXAS TIME, ON, THE DATE OF THE PROPOSED PURCHASE DATE, A REQUEST FOR BUYER TO
PURCHASE AN AMOUNT OF ELIGIBLE MORTGAGE LOANS ON SUCH PURCHASE DATE; PROVIDED
THAT BUYER MAY OBTAIN ADDITIONAL FRAUD DETECTION REPORTS WITH RESPECT TO
MORTGAGE LOANS IN RESPECT OF WHICH SELLER SUBMITS FRAUD DETECTION REPORTS.
ALL
SUCH PURCHASES SHALL BE ON A SERVICING RELEASED BASIS AND SHALL INCLUDE THE
SERVICING RIGHTS WITH RESPECT TO SUCH ELIGIBLE MORTGAGE LOAN.
SUCH REQUEST
SHALL STATE THE PURCHASE PRICE AND SHALL INCLUDE THE CONFIRMATION RELATED TO THE
PROPOSED TRANSACTION.
(B)
PURCHASE BY BUYER.
SUBJECT TO THE TERMS OF
THE SIDE LETTER AND SATISFACTION OF THE CONDITIONS PRECEDENT SET FORTH IN THIS
PARAGRAPH 3 AND IN PARAGRAPH 7, ON THE REQUESTED PURCHASE DATE FOR EACH
TRANSACTION, BUYER SHALL TRANSFER TO SELLER AN AMOUNT EQUAL TO THE PURCHASE
PRICE FOR PURCHASE OF THE ELIGIBLE MORTGAGE LOANS THAT IS THE SUBJECT OF SUCH
TRANSACTION ON THAT PURCHASE DATE, LESS ANY AMOUNTS TO BE NETTED AGAINST SUCH
PURCHASE PRICE.
THE TRANSFER OF FUNDS TO THE SETTLEMENT AGENT TO BE USED TO
FUND THE MORTGAGE LOAN, AND IF APPLICABLE, THE NETTING OF AMOUNTS FOR VALUE, ON
THE PURCHASE DATE FOR ANY TRANSACTION WILL CONSTITUTE FULL PAYMENT BY BUYER OF
THE PURCHASE PRICE FOR SUCH TRANSACTION. WITHIN FIVE (5) DAYS FOLLOWING THE
PURCHASE DATE, SELLER SHALL (I) TAKE SUCH STEPS AS ARE NECESSARY AND APPROPRIATE
TO EFFECT THE TRANSFER OF THE PURCHASED MORTGAGE LOAN TO BUYER ON THE
MERS® SYSTEM AND (II) IN THE CASE OF A WET FUNDING, DELIVER ALL REMAINING ITEMS
OF THE RELATED LOAN FILE TO BUYER.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN
THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT, BUYER SHALL HAVE NO OBLIGATION
TO ENTER INTO ANY TRANSACTION ON OR AFTER