STANDARD LOAN PURCHASE AND SALE AGREEMENT

More documents

Recommendations

Info

Deposits are refunded if the sale is not closed due to no fault of the Buyer. Deposit is forfeited if the sale is not closed within the designated time frames due to non performance by the Buyer. 4. Seller Sale Processing Fee. Seller agrees to pay a Seller Sale Processing Fee that is based on Purchase Price and is paid from the Seller's net proceeds in escrow/closing as follows: Note Status Up to $1M Over $1M add Minimum Fee Newly Originated 0.2% 0.1% $450 Performing 1.0% 0.5% $450 Non Performing 3.0% 1.0% $450 Newly Originated Loans: 20 Basis Points (0.2%) of the Purchase Price for Note purchases up to $1M with a minimum of $450; additional purchase amounts over $1M will be charged 10 Basis Points (0.1 %). Performing Loans: 1% of the Purchase Price for Note purchases up to $1M with a minimum of $450; additional purchase amounts over $1M will be charged 50 Basis Points (0.5%). Non Performing Loans: 3% of the Purchase Price for Note purchases up to $1M with a minimum of $450; additional purchase amounts over $1M will be charged 1%. Loan Pools: Fee is prorated based on the status of the Notes in the pool. 5. Sale Price. The sale price to be paid by Buyer to Seller for the Mortgage Loan acquired pursuant to this Agreement shall be $_______________. Buyer shall pay the sale price to the Seller in immediately available funds on the Sale Date through the chosen escrow/closing service. Buyer shall be entitled to all payments applicable to the Mortgage Loan(s) received by Seller on and after the Sale Date; Seller shall forward any such payments it receives to the Buyer. If on the Sale Date a foreclosure proceeding or other legal process is pending regarding the Mortgage Loan(s), Seller shall pay all costs and expenses incurred prior to the Sale Date, Buyer shall (subject to counsel's consent to represent Buyer and Buyer's consent to continue using counsel) pay all costs and expenses on and after the Sale Date. 6. Assignment and Delivery of Mortgage Loan. Buyer agrees to have the assignment(s) of the Mortgage Loan(s) prepared as required. Seller shall provide Buyer with all collateral files, and information which may contain notes, deeds and original notarized assignment no later than 14 days from purchase date. Seller shall send RESPA "goodbye" letters to Obligators in accordance with applicable law within 5 days of purchase closing and send or email within 2 days copies to Buyer or Buyer's designated servicer. Buyer or their designated servicer shall send RESPA "welcome" letters to Obligators in accordance with applicable law. As of the transfer date, all rights, Obligations, Liabilities and responsibilities with respect to the servicing of the Mortgage Loans shall pass to Buyer or Buyer's designated servicer. The seller shall have no obligation to perform any servicing activities with respect to the Mortgage Loan(s) after the Sale Date, except those required by law. Buyer shall pay any recording fees or similar expenses due and payable on account of the assignments contemplated in this section 4. Seller shall further cooperate with Buyer should Buyer need any other document or other items executed and delivered to Buyer in connection with the sale of the Mortgage Loan(s). 7. Servicing. Servicing of the Mortgage Loan(s) will be transferred from the Seller to the Buyer or their designated servicer as soon as reasonably practical after the Sale Date, in accordance with Seller's usual procedures. In accordance with Standard Loan Purchase and Sale Agreement
Applicable Law, Seller and Buyer shall respectively provide the borrower of the Mortgage Loan(s) with any required notice of transfer of servicing rights and notice of Buyer's acquisition of the Mortgage Loan(s). 8. Seller Representations and Warranties. Seller represents and warrants to Buyer that Seller is the owner of the Mortgage Loan(s), has the right to transfer and sell the Mortgage Loan(s) to Buyer, that the lien position presented is correct (for example the Mortgage Loan is a 1st position or in 2nd position), that, if the Seller originated the Mortgage Loan, that all Applicable Laws were followed in the origination of the Mortgage Loan or if Seller was assigned the Mortgage Loan, that to the best of Seller's knowledge all Applicable Laws were followed in connection with the origination of the Mortgage Loan. Seller agrees to buy back any loan listed in attached Exhibit A for 30 days after purchase date, found not to be a valid deed of trust or mortgage as of the date of purchase, for full prorated purchase price. EXCEPT AS SPECIFICALLY SET FORTH IN THIS SECTION 6, SELLER MAKES NO OTHER REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, REGARDING THE MORTGAGE <strong>LOAN</strong>. THE MORTGAGE <strong>LOAN</strong> IS BEING SOLD TO BUYER "WITHOUT RECOURSE", EXCEPT AS SPECIFICALLY SET FORTH HEREIN. 9. Buyer Representations and Warranties. Buyer represents and warrants to Seller that Buyer is an individual or is an entity that is duly organized, validly existing and in good standing under the laws of Buyer's state of formation. Buyer has the power and all licenses, permits, authorizations and approvals (governmental, corporate or otherwise) necessary to carry on its business and perform its obligations under this Agreement, if needed. Buyer is in compliance with all Applicable Laws relating to this Agreement, including being duly licensed, if needed, to acquire and/or service Mortgage Loans in each state in which such license is required. The execution or performance of this Agreement by Buyer will not violate Buyer's formation documents or any material contract or other instrument to which it is a party or by which it is bound and will not violate any outstanding judgment, order, injunction, law, rule or regulation to which it is subject. Buyer will perform all acts under this Agreement, and will own and service the Mortgage Loan(s) hereafter, in strict compliance with all Applicable Law. 10. Confidentiality. Except as expressly provided in this Section 8 or with the other Party's prior written consent, both Parties agree to hold all Confidential Information of the other Party in confidence. Confidential Information shall be deemed the exclusive property of the disclosing Party. Neither Party, during the term and after termination of this Agreement, shall disclose any Confidential Information of the other Party to any person (other than its own directors, officers, employees, agents and contractors who must have such information for the performance of a Party's obligations under this Agreement) or use any Confidential Information for purposes other than those contemplated by this Agreement. The Parties agree that monetary damages for breach of the obligations under this Section 8 may not be adequate and that the non-disclosing Party shall be entitled to injunctive relief with respect to a breach thereof. 11. Relationship of Parties. The Parties acknowledge and agree that the purchase and sale of the Mortgage Loans was negotiated as an arms-length transaction and nothing in this Agreement is to be construed to constitute the Parties as employer/employee, franchiser/franchisee, agent/principal, partners, joint ventures, co-owners or otherwise as participants in a joint or common undertaking. 12. Modification of Agreement. This Agreement contains the entire agreement between the parties relating to the Mortgage Loan; there are no other agreements express or implied. Buyer specifically acknowledges that it has not purchased the Mortgage Loan(s) in reliance on any other representation or statement of Seller or Seller's representatives not contained in this Agreement. Only an instrument in writing signed by the Parties may modify this Agreement. Standard Loan Purchase and Sale Agreement
Page 1: STANDARD LOAN PURCHASE AND SALE AGR

STANDARD LOAN PURCHASE AND SALE AGREEMENT

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?