Current Report — Form 8-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 8-K Current Report 6 24K
2: EX-4.1 Instrument Defining the Rights of Security Holders 272 920K
3: EX-99.1 Miscellaneous Exhibit 33 233K
4: EX-99.2 Miscellaneous Exhibit 8 29K
5: EX-99.3 Miscellaneous Exhibit 18 88K
6: EX-99.4 Miscellaneous Exhibit 29 116K
7: EX-99.5 Miscellaneous Exhibit 23 90K
8: EX-99.6 Miscellaneous Exhibit 6 26K
9: EX-99.7 Miscellaneous Exhibit 12 55K
10: EX-99.8 Miscellaneous Exhibit 40 169K
11: EX-99.9 Miscellaneous Exhibit 27 147K
EX-99.9 — Miscellaneous Exhibit
| EX-99.9 | 1st Page of 27 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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EXHIBIT 99.9
Mortgage Guaranty Insurance Corporation [GRAPHIC OMITTED]
250 E. Kilbourn Avenue
P.O. Box 488, Milwaukee, Wisconsin 53201-0488
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Declaration Page for Use With
Mortgage Guaranty Select Master Policy for
Multiple Loan Transactions
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Mortgage Guaranty Insurance Corporation (a stock insurance company hereinafter
called the "Company") agrees to pay to the Insured identified below, in
consideration of the premium or premiums to be paid as specified in this
Policy and in reliance on the Insured's Application for coverage under this
Policy any Loss due to the Default by a Borrower on a Loan, subject to the
terms and conditions in this Policy.
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Insured's Name and Mailing Address: Master Policy Number:
The Bank of New York Trust Co. N.A. as co-Trustee 04-355-5-3553
CWABS Asset-Backed Certificates, Series 2007-1
5730 Katella Avenue Effective Date of Policy:
Cypress, California 90630 January 1, 2007
Security: CWABS Asset-Backed Certificates Trust 2006-26 Asset-Backed
Certificates, Series 2007-1
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Includes Terms and Conditions #71-70283 (2/05)
Includes Endorsement(s): #71-70304 (10/06)
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In Witness Whereof, the Company has caused its Corporate Seal to be hereto
affixed and these presents to be signed by its duly authorized officers in
facsimile to become effective as its original seal and signatures and binding
on the Company.
/s/ Patrick Sinks [SEAL] /s/ Jeffrey H. Lane
--------------------- [GRAPHIC OMITTED] ----------------------
Patrick Sinks Jeffrey H, Lane
MORTGAGE GUARANTY INSURANCE CORPORATION
/s/ Steven M. Thompson
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Steven M. Thompson, Vice President
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Form #71-70282 (2/06)
Mortgage Guaranty Insurance Corporation MGIC
250 E. Kilbourn Avenue
P.O. Box 488, Milwaukee, Wisconsin 53201-0488
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Endorsement to Mortgage Guaranty Select
Master Policy For Multiple Loan Transactions
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Insured's Name and Mailing Address: Master Policy Number:
The Bank of New York Trust Co. N.A. as co-Trustee 04-355-5-3316
CWABS Asset-Backed Certificates, Series 2006-26
5730 Katella Avenue
Cypress, California 90630 Effective Date of Endorsement:
December 1, 2006
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The purpose of this Endorsement is to amend terms and conditions of the Policy
as provided herein with respect to Loans insured under it. To the extent of any
inconsistency or conflict between the terms of the Policy and this Endorsement,
this Endorsement will control. The terms and conditions of the Policy shall
apply to a Loan, but with the Policy amended as follows:
Section 4.3 of the Policy and all references in the Policy to it are deleted in
their entirety.
All terms capitalized will have the meanings set forth in the Policy, except as
otherwise defined herein. Nothing herein contained will be held to vary, alter,
waive or extend any of the terms and conditions of the Policy, or any
amendments thereto, except as expressly set forth above.
Form #71-70304 (10/06) Page 1 of 1
Table of Contents
Mortgage Guaranty Select Master Policy for Multiple Loan Transactions
[Enlarge/Download Table]
1 Definitions
1.1 Application
1.2 Appropriate Proceedings
1.3 Borrower
1.4 Borrower's Own Funds
1.5 Borrower's Title
1.6 Certificate
1.7 Certificate Effective Date
1.8 Certificate Number
1.9 Certificate Schedule
1.10 Claim
1.11 Claim Amount
1.12 Collateral
1.13 Conveyance of Title
1.14 Default
1.15 Eligibility Criteria
1.16 Environmental Condition
1.17 Good and Merchantable Title
1.18 Insured
1.19 Loan
1.20 Loan File
1.21 Loss
1.22 Original LTV
1.23 Per Loan Loss Percentage
1.24 Perfected Claim
1.25 Person
1.26 Physical Damage
1.27 Policy
1.28 Possession of the Property
1.29 Primary First Layer Policy
1.30 Property
1.31 Residential
1.32 Security
1.33 Servicer
1.34 Settlement Period
1.35 Value
2 Obtaining Coverage and Payment of Premiums
2.1 Obtaining Coverage
2.2 Representations of the Insured
2.3 Company's Remedies for Misrepresentation
2.4 Incontestability for Certain Misrepresentations
2.5 Initial Premium and Term of Coverage
2.6 Renewal of Certificate and Termination for Non-Payment of Renewal Premium
2.7 Special Procedures for Receipt and Deposit of Initial and Renewal Premiums
2.8 Cancellation by the Insured of a Certificate
2.9 Cancellation of Policy
2.10 Cancellation of Policy and Coverage of Loans Upon Termination of Security
or Removal of Loans from Security
2.11 Refund of Premium for Certain Circumstances
2.12 Post Underwriting Review and Copies of Loan Files
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Form #71-70283
(2/05)
Page i
3 Changes in Various Loan Terms, Servicing and Insured; Coordination and Duplication of Benefits
3.1 Loan Modifications
3.2 Open End Provisions
3.3 Assumptions
3.4 Servicing
3.5 Change of Insured of this Policy
3.6 Assignment of Coverage of a Loan under this Policy
3.7 Coordination and Duplication of Insurance Benefits
3.8 Indebtedness and Liens with Respect to Collateral
4 Exclusions From Coverage
4.1 Balloon Payment
4.2 Effective Date
4.3 First Payment Default
4.4 Incomplete Construction
4.5 Fraud, Misrepresentation and Negligence
4.6 Non-Approved Servicer
4.7 Physical Damage (Other than Relating to Pre-Existing Environmental Conditions)
4.8 Pre-Existing Environmental Conditions
4.9 First Lien Status
4.10 Payment of the Full Benefit of the Primary First Layer Policy
4.11 Non-Eligible Loans
4.12 Breach of the Insured's Obligations or Failure to Comply with Terms
5 Conditions Precedent to Payment of Claim
5.1 Notice of Default
5.2 Monthly Reports
5.3 Company's Option to Accelerate Filing of a Claim
5.4 Voluntary Conveyance
5.5 Appropriate Proceedings
5.6 Mitigation of Damages
5.7 Advances
5.8 Claim Information and Other Requirements
5.9 Acquisition of Borrower's Title Not Required
5.10 Sale of a Property by the Insured Before End of Settlement Period
5.11 Foreclosure Bidding Instructions Given by the Company
5.12 Effect of Unexpired Redemption Period on Payment of a Claim
5.13 Collection Assistance
6 Loss Payment Procedure
6.1 Filing of Claim
6.2 Calculation of Claim Amount
6.3 Payment of Loss; Company's Options
6.4 Claim Settlement Period
6.5 Payment by the Company After the Settlement Period
6.6 Discharge of Obligation
7 Additional Conditions
7.1 Proceedings of Eminent Domain
7.2 Pursuit of Deficiencies
7.3 Subrogation
7.4 Policy for Exclusive Benefit of the Insured
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Form #71-70283
(2/05)
Page ii
7.5 Effect of Borrower Insolvency or Bankruptcy on Principal Balance
7.6 Arbitration of Disputes; Suits and Actions Brought by the Insured
7.7 Release of Borrower; Defenses of Borrower
7.8 Amendments; No Waiver; Rights and Remedies; Use of Term "Including"
7.9 No Agency
7.10 Successors and Assigns
7.11 Applicable Law and Conformity to Law
7.12 Notice
7.13 Reports and Examinations
7.14 Electronic Media
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Form #71-70283
(2/05)
Page iii
Terms and Conditions
1 Definitions
1.1 Application means only those documents, materials, statements,
representations, warranties, data and information (a) identified as
being included in the Application in a notice to the Insured by the
Company prior to the issuance of coverage on the applicable Loan,
and (b) submitted to the Company by or on behalf of the Insured in
connection with the Insured's request for insurance under this
Policy, irrespective of the Person or Persons who prepared same.
1.2 Appropriate Proceedings means any legal or administrative action by
the Insured affecting either a Loan or title to a Property,
including:
(a) Preserving a deficiency recovery by making a bid at the
foreclosure sale and pursuing a deficiency judgment until the
end of the Settlement Period, where appropriate and
permissible and where directed by the Company; or
(b) Enforcing the terms of the Loan as allowed by the laws where
the Property is located or those laws affecting either the
Loan or, if applicable, the Collateral; or
(c) Acquiring Borrower's Title or Good and Merchantable Title to
the Property, as either may be required under this Policy,
but excluding such title as may be acquired by a voluntary
conveyance from the Borrower; or
(d) Asserting the Insured's interest in the Property in a
Borrower's bankruptcy.
1.3 Borrower means any Person legally obligated to repay the debt
obligation created by a Loan, including any co-signer or guarantor
of the Loan.
1.4 Borrower's Own Funds means any funds used by the Borrower for the
purpose of making installment payments, but will not include funds
provided directly or indirectly by any Person (other than the
Borrower) who is or was a party to the Loan or to the related
Property transaction, unless expressly set forth in the
Application.
1.5 Borrower's Title means such title to a Property as was vested in
the Borrower at the time of a conveyance to the Insured arising out
of or pursuant to a foreclosure of the Loan; provided, however, if
the Insured so elects, the redemption period need not have expired.
Borrower's Title as conveyed to the Insured may be, but need not
be, the equivalent of Good and Merchantable Title, and the deed
evidencing Borrower's Title need not be recorded unless required by
applicable law.
1.6 Certificate means the document issued by the Company pursuant to
this Policy extending the coverage indicated therein to one or more
Loans as listed on a Certificate Schedule. A Certificate may take
the form, without limitation, of a facsimile, electronic computer
file, or other agreed-upon data interchange medium. As used in this
Policy, the term "Certificate" shall mean the Certificate and the
Certificate Schedule attached thereto and listing the Certificate
Number assigned to each Loan to which coverage is extended.
1.7 Certificate Effective Date means 12:01 a.m. on the date upon which
coverage of a Loan under this Policy begins, as specified in the
Certificate.
1.8 Certificate Number means the identification number issued by the
Company for a Loan to which coverage is extended as shown on the
Certificate Schedule for such Loan.
1.9 Certificate Schedule means a list of Loans to which coverage has
been extended under this Policy, and which is attached to the
Certificate.
1.10 Claim means the timely filed written request, made on a form or in
a format provided or approved by the Company, to receive the
benefits of this Policy.
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Form #71-70283 (2/05) Page 1 of 22
1.11 Claim Amount means the amount calculated in accordance with Section
6.2 of this Policy.
1.12 Collateral means
(a) the stock or membership certificate issued to a
tenant-stockholder or resident-member by a completed fee
simple or leasehold cooperative housing corporation; and
(b) the proprietary lease relating to one (1) unit in the
cooperative housing corporation executed by such
tenant-stockholder or resident-member and any other rights of
such stockholder or member relating to any of the foregoing.
1.13 Conveyance of Title means the transfer of title to the Property
through
(a) voluntary conveyance to the Insured of Borrower's Title;
(b) Appropriate Proceedings or exercise of rights of redemption;
or
(c) approved sale of the Property.
1.14 Default means the failure by a Borrower
(a) to pay when due any monthly or other regular periodic payment
under the terms of a Loan; or
(b) to pay all amounts due on acceleration of the Loan by the
Insured after breach by the Borrower of a due-on-sale
provision in the Loan, granting the Insured the right to
accelerate the Loan upon transfer of title to, or an interest
in, the Property and to institute Appropriate Proceedings.
Violation by the Borrower of any other term or condition of the
Loan which is a basis for Appropriate Proceedings shall not be
considered to be a Default.
A Loan is deemed to be in Default for that month as of the close of
business on the installment due date for which a scheduled monthly
or other regular periodic payment has not been made or as of the
close of business on the due date stated in the notice of
acceleration given pursuant to the due-on-sale provision in the
Loan. The Loan will be considered to remain in Default until filing
of a Claim so long as such periodic payment has not been made or
such basis for Appropriate Proceedings remains. For example, a Loan
is "four (4) months in Default" if the monthly installments due on
January 1 through April 1 remain unpaid as of the close of business
on April 1 or if a basis for acceleration and Appropriate
Proceedings exists for a continuous period of four months.
1.15 Eligibility Criteria means the requirements established by the
Company for the insurability of a Loan under this Policy and of
which the Company has notified the Insured prior to issuance of the
Policy.
1.16 Environmental Condition means the presence of environmental
contamination, including nuclear reaction or radioactive waste,
toxic waste, poisoning, or mold, contamination or pollution of the
Property or of the earth or water subjacent to the Property or of
the atmosphere above the Property; or the presence, on or under a
Property, of any "Hazardous Substance" as that term is defined by
the federal Comprehensive Environmental Response, Compensation, and
Liability Act (42 U.S.C. Sec. 9601 et. seq., as amended from time
to time) or as defined by any similar state law, or of any
"Hazardous Waste" or "Regulated Substance" as those terms are
defined by the federal Resource Conservation and Recovery Act (42
U.S.C. sec. 6901, et seq., as amended from time to time) or as
defined by any similar state law. Environmental Condition does not
mean the presence of radon, lead paint, or asbestos.
1.17 Good and Merchantable Title means title to a Property (or, with
respect to the Collateral securing a Loan, the title to both the
Collateral and the Property), free and clear of all liens,
encumbrances, covenants, conditions, restrictions, easements and
rights of redemption, except for any of the following or as
permitted in writing by the Company:
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Form #71-70283 (2/05) Page 2 of 22
(a) Any lien established by public bond, assessment or tax, when
no installment, call or payment of or under such bond,
assessment or tax is delinquent;
(b) Any municipal and zoning ordinances and exceptions to title
waived by the regulations of federal mortgage insurers and
guarantors with respect to mortgages on one-to-four family
residences in effect on the date on which the Loan was closed
and all documents were executed;
(c) With respect to Collateral, a first mortgage lien on the
entire real estate owned by the cooperative housing
corporation which has been disclosed to the Person
originating the Loan secured by the Collateral; and
(d) Any other impediments which will not have a materially
adverse effect on either the transferability of the Property
or the sale thereof (or, if applicable, the transferability
or sale of the Collateral) to a bona fide purchaser.
Good and Merchantable Title will not exist if (i) there is any lien
pursuant to the Comprehensive Environmental Response, Compensation,
and Liability Act, or similar federal or state law, as in effect
from time to time, providing for liens in connection with the
removal and clean-up of environmental conditions, or if notice has
been given of commencement of proceedings which could result in
such a lien, or (ii) there are limitations on ingress and egress to
the Property or on use of utilities. Any action or proceeding after
a foreclosure sale relating to establishing a deficiency judgment
will not be considered in determining whether the Insured has
acquired Good and Merchantable Title.
1.18 Insured means:
(a) the Person designated on the face of this Policy; or
(b) any Person to whom coverage has been assigned as permitted by
Sections 3.5 or 3.6 resulting in a change in the Insured
named on a Certificate for a Loan in accordance with this
Policy.
1.19 Loan means any note, bond, or other evidence of indebtedness
secured by a mortgage, deed of trust, or other similar instrument,
which constitutes or is equivalent to a first lien or charge on a
Property and which the Company has approved for insurance and to
which coverage under this Policy has been extended.
1.20 Loan File means, with respect to a Loan, copies of all documents
and information (irrespective of form or medium) created or
received by any Person in connection with the origination or
closing of the Loan, including the Borrower's loan application,
purchase contract, appraisal or other evidence of valuation, credit
report, verifications of employment, income and deposit, and HUD-1
or other settlement statement.
1.21 Loss means the liability of the Company with respect to a Loan for
payment of a Perfected Claim which is calculated in accordance with
Section 6.3. A Loss will be deemed to have occurred when a Default
on a Loan occurs, even though the amount of Loss is not then either
presently ascertainable or due and payable.
1.22 Original LTV means the ratio of the principal balance of a Loan at
its origination to the Value of the Property.
1.23 Per Loan Loss Percentage means the indicated percentage as set
forth for a Loan on the applicable Certificate.
1.24 Perfected Claim means a Claim received by the Company which
contains all information or proof required by the Company and for
which all requirements of this Policy applicable to payment of a
Claim are satisfied.
1.25 Person means any individual, corporation, partnership, association
or other entity.
1.26 Physical Damage means any tangible injury to a Property, whether
caused by accident, natural occurrence, or any other reason,
including damage caused by defects in construction, land
subsidence, earth movement or slippage, fire, flood, earthquake,
riot, vandalism or any Environmental Condition.
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Form #71-70283 (2/05) Page 3 of 22
1.27 Policy means this contract of insurance and all Applications,
endorsements, schedules, and Certificates, which are incorporated
in this Policy, related to Loans insured under this Policy.
1.28 Possession of the Property means, if the Company elects to acquire
the Property, physical and undisputed occupancy and control of the
Property at the time of acquisition, or in the case of a Loan
secured by Collateral, subject to the terms of the proprietary
lease from the cooperative housing corporation.
1.29 Primary First Layer Policy means the policy or guarantee issued by
a mortgage guaranty insurance company approved for insurance of
mortgage loans sold to either the Federal National Mortgage
Association ("Fannie Mae"), or the Federal Home Loan Mortgage
Corporation ("Freddie Mac"), which for a Loan provides coverage (a)
in at least the coverage percent set forth for such Loan on the
applicable Certificate, (b) that is issued under a form of policy
issued by such company, approved by Fannie Mae or Freddie Mac and
in general use for the mortgage loans sold to Fannie Mae or Freddie
Mac, as applicable, and (c ) that is maintained in full force and
effect until cancellation thereof is required under applicable law.
Upon the Company's request, from time to time, the Insured shall
provide to the Company a copy of the form of each Primary First
Layer Policy under which it obtains coverage.
1.30 Property means a Residential real property and all improvements
thereon which secure a Loan, together with all easements and
appurtenances, all rights of access, all rights to use common
areas, recreational and other facilities, and all of their
replacements or additions. In the case of a Loan secured by
Collateral, Property means the Residential real property, including
all improvements thereon, which is owned by the cooperative housing
corporation, and which is leased to the Borrower who holds an
ownership or membership interest in such cooperative housing
corporation, which lease and interest secure the related Loan,
together with all easements and appurtenances, all rights of
access, all rights to use common areas, recreational and other
facilities, and all replacements or additions to any of the
foregoing.
For purposes of this Policy, wherever the term "Property" is used
in reference to the stock or membership certificate, the lease, or
any other asset or right related thereto (but not the physical
condition or structure of the Property), it shall be deemed to be
changed to "Collateral", including for purposes of provisions
relating to foreclosure, Appropriate Proceedings, or redemption;
acquisition of title or other status of title, lien or ownership
(including Borrower's Title and Good and Merchantable Title); or
acquisition, disposition or Conveyance of Title by any Person.
1.31 Residential means a type of building or a portion thereof which is
designed for occupancy by not more than four (4) families, or a
single-family condominium, or a unit in a planned unit development.
In the case of a cooperative housing corporation, Residential means
a type of building or a portion thereof which is designed for
occupancy by more than one family, with ownership by a cooperative
housing corporation.
1.32 Security means a bond, certificate or other security instrument for
which a Loan is security or in which a Loan is otherwise included
and which is identified on the face of this Policy.
1.33 Servicer means that Person acting on behalf of the Insured of a
Loan (or on behalf of the Insured's designee, if any) to service
the Loan. The Servicer acts as a representative of the Insured of
the Loan (and the Insured's designee, if any) and will bind the
Insured and its designee for all purposes of this Policy, including
providing information to the Company, receiving any notices, paying
premiums, accepting Loss payments, and performing any other acts
under this Policy. For purposes of the Policy, the term "Servicer"
shall include the master servicer for a Loan of whom the Company
has been notified, as well as any servicer acting on behalf of the
master servicer of whom the Company has been notified. References
in this Policy to a Servicer's obligations will not be construed as
relieving the Insured or its designee of responsibility for the
Servicer's performance.
1.34 Settlement Period means the sixty (60) day period as determined
under Section 6.4, at the end of the which a Loss is payable by the
Company; provided that if the Company pays a Loss prior to
expiration of such sixty (60) day period, the Settlement Period
ends with such payment.
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Form #71-70283 (2/05) Page 4 of 22
1.35 Value means the lesser of the sales price of a Property (only
applicable in the case of a Loan to finance the purchase of such
Property) or the value of the Property as determined from an
appraisal or other method of valuation, as set forth in the
Certificate.
Any pronouns, when used in this Policy, will mean the singular or plural,
masculine or feminine, as the case may be.
2 Obtaining Coverage and Payment of Premiums
2.1 Obtaining Coverage - This Policy shall extend to each Loan which
the Insured submits for coverage under this Policy, provided that
it is made in accordance with the terms and provisions of this
Policy, including the Eligibility Criteria, and is accepted for
insurance by the Company, as evidenced by a Certificate issued by
the Company. In order to obtain coverage under this Policy for a
Loan, the Insured or the Person acting on its behalf must submit a
duly completed Application to the Company and notify the Company of
the Servicer of the Loan, all of which must be acceptable to the
Company. If all applicable requirements are satisfied, extension of
coverage to a Loan under this Policy shall be evidenced by issuance
of a Certificate Number on the Certificate Schedule.
2.2 Representations of the Insured - The Insured represents that:
(a) all statements made and information provided to the Company
in the Application (including as such is related to
continuation of coverage upon assumption of a Loan) are
supported by statements and information in the Loan File;
(b) all statements made and information in the Application when
provided to the Company are not false in any material respect
as of the date provided; and
(c) the Loan complies with the Eligibility Criteria, if any,
applicable to the Loan. For purposes of this subparagraph
(c), Section 2.4 of this Policy shall not apply to a
determination as to whether a Loan complies with the
Eligibility Criteria.
The foregoing representations will apply to all statements and
information provided to the Company in the Application, whether
made or submitted by the Insured, the Borrower or any other Person,
and will be deemed to have been made and provided for and on behalf
of the Insured. The foregoing representations shall be effective
whether or not they are made by the Insured or other Person with
the intent to deceive or mislead, or with the knowledge that they
are not true and correct.
It is understood and agreed that such statements and information in
the Application in the aggregate are, and in certain instances
individually may be, material to the Company's decision to offer or
provide coverage of the related Loan; the Company issues the
related Certificate in reliance on the accuracy and completeness of
such statements and information submitted to it; and the Company's
reliance on the representations in this Section 2.2 survive the
issuance of a Certificate or such continuation of coverage and any
later review or audit of the Insured's files by the Company.
2.3 Company's Remedies for Misrepresentation - Subject to Section 2.4,
if any of the Insured's representations as described in Section 2.2
are materially false with respect to a Loan, the Company will have,
at its option, the right to defend against a Claim, or to the
extent permitted by applicable law, to cancel or rescind coverage
for such Loan under the Certificate retroactively to commencement
of coverage (or if the misrepresentation occurs with respect to
continuation of coverage upon assumption of a Loan, to so defend,
cancel or rescind retroactively to the date of such continuation).
In the case of such cancellation or rescission, the Company shall
return at that time all paid premiums for such Loan retroactively
to such applicable date.
2.4 Incontestability for Certain Misrepresentations --- Notwithstanding
Sections 2.2 or 2.3, no Claim for Loss will be denied or adjusted,
nor will the Certificate's coverage be rescinded or canceled, by
reason of any
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Form #71-70283 (2/05) Page 5 of 22
misrepresentations contained in an Application, provided that all
of the following requirements, conditions and circumstances, to the
extent not waived in writing at the option of the Company, are
satisfied:
(a) The misrepresentation must not have been:
(1) knowingly made, or knowingly participated in, by
(i) the Insured or any other Person which originated
the Loan;
(ii) a correspondent lender, mortgage loan broker or
other intermediary underwriting or processing the
Loan on behalf of the Insured or any other Person
which originated the Loan; or
(iii) an escrow or closing agent, or any other agent
of, or broker for, the Insured or any other
Person which originated the Loan acting with
respect to the Loan or the related Property
transaction; or
(2) made, whether or not knowingly, by an appraiser,
provider of an automated valuation model, or any other
Person providing a valuation of the Property that is
used in underwriting, processing or originating the
Loan and that is submitted to the Company for the
purpose of establishing the Value of the Property.
(b) This Section 2.4 shall not be construed to limit the
applicability of Section 4.5(b) to a misrepresentation which
is subject to this Section 2.4, except to the extent
otherwise agreed to in writing by the Company and the
Insured.
(c) The Company's payment of a Claim will not limit any rights
which the Company has against the Borrower or any other
Person (other than the Insured) for any misrepresentation.
2.5 Initial Premium and Term of Coverage - Within fifteen (15) days
from the Certificate Effective Date, or such other date as the
Company and the Insured may agree to in writing, the Insured must
forward to the Company the appropriate initial premium. Payment of
the initial premium shall be a condition precedent to coverage
being extended to the Loan. Subject to cancellation by the Insured
or the Company as provided in this Policy, coverage shall remain in
full force and effect for the period covered by the initial
premium.
2.6 Renewal of Certificate and Termination for Non-Payment of Renewal
Premium - The Insured is obligated to continue coverage in effect
and pay any premium which is due, as required by Section 2.7 of
this Policy. The entire premium for all Loans (including all Loans
then in Default) must be paid within a forty-five (45) day grace
period (or such longer grace period generally allowed by the
Company) after the due date for payment. Upon payment of the entire
premium for all Loans within such grace period, this Policy will be
in effect for the applicable period of coverage and a Default on a
Loan occurring within said grace period which is not cured, and
which results in a Claim being filed, will be covered. If the
entire premium for all Loans is not paid within the grace period,
at the option of the Company, the coverage of this Policy and the
Company's liability as to all Loans will terminate effective as of
12:01 a.m. on the first day following the date through which the
applicable premium has been paid and as a result, any future
Defaults on any of the Loans will not be covered under this Policy.
If the applicable premium on a Loan in Default has been paid for a
renewal term following the renewal term during which such Default
occurred, and if such Default is not cured and results in a Claim,
such premium paid shall be refunded in connection with the
settlement of the Claim. If such premium on such Loan in Default is
not paid, coverage on such Loan shall be cancelled retroactive to
the date through which the premium has been paid, but a Claim
resulting from a Default which occurred before the date through
which the applicable premium has been paid shall be covered,
subject to the terms and conditions of this Policy.
2.7 Special Procedures for Receipt and Deposit of Initial and Renewal
Premiums - The Insured acknowledges that the Company deposits
initial and renewal premium checks immediately upon receipt and
agrees that
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Form #71-70283 (2/05) Page 6 of 22
the receipt and deposit of a premium check by the Company after the
time specified in this Policy for receipt, does not constitute a
waiver of the requirements of this Policy for timely receipt or an
acceptance of premium by the Company. The Company will have the
right to return such late premium payment, but only within sixty
(60) days after receipt, in which case coverage of all Loans
(including all Loans then in Default) will be cancelled
retroactively to the Certificate Effective Date for a late initial
premium, or to the last day of the period covered by the previous
premium payment for a late renewal premium. Receipt, deposit and
retention of a premium check will not constitute a waiver of any
defenses with respect to any other matters which the Company may
have under this Policy.
2.8 Cancellation by the Insured of a Certificate - Notwithstanding any
provision to the contrary in this Policy, the Insured shall be
obligated to maintain coverage of a Certificate for a Loan (and to
pay corresponding premiums for continuation of such coverage for
each month or partial month coverage is in effect) unless or until
(a) the Loan is paid in full or (b) the ratio of the outstanding
principal balance of the Loan to the Value (as defined in Section
1.35 of this Policy) of the Property securing the Loan is at least
five (5) percentage points less than the Original LTV minus the
product of the Per Loan Loss Percentage and the Original LTV for
such Loan under this Policy or (c) otherwise permitted in writing
by the Company. Subject to the foregoing obligation of the Insured
to maintain coverage, the Insured may obtain cancellation of
coverage on a Loan by making a written notification in the case of
(a) or (b) above or a written request in the case of (c) above.
However, no refund will be paid upon cancellation of coverage on a
Loan. Cancellation of coverage on a Loan will not cancel this
Policy.
2.9 Cancellation of Policy - Either the Insured or the Company may
cancel their respective right or obligation to receive or issue new
Certificates immediately upon written notice of cancellation of
this Policy. However, Certificates issued prior to such
cancellation of this Policy will continue in force so long as all
premiums are paid and all other terms and conditions of this Policy
for coverage are complied with by the Insured.
Notwithstanding the foregoing, at the Insured's option, the Insured
may cancel coverage on all, but not less than all, Loans (which
must include all Loans in Default), if the financial strength
rating of the Company is either withdrawn or downgraded below "AA-"
by Standard & Poor's Rating Services or "Aa3" by Moody's Investors
Service. Upon cancellation of this Policy as provided herein, no
refund of premium will be paid and the Company shall have no
liability for any Default existing at the time of cancellation
other than Defaults on Loans for which a Claim had been filed in
accordance with Section 6.1 of this Policy prior to the date of
cancellation of coverage.
2.10 Cancellation of Policy and Coverage of Loans Upon Termination of
Security or Removal of Loans from Security - Except as otherwise
specified below, in the event that
(a) the bonds, certificates or other security instruments
designated or referred to in this Policy as the Security are
redeemed, paid in full, cancelled or otherwise terminated, or
the trust created in connection with the issuance of the
Security is terminated for any reason (individually, a
"Redemption"), or
(b) there are no longer any Loans that are security for, or
represented by, the Security,
this Policy and the coverage of all Loans under this Policy shall
automatically be terminated without further action being required
by either the Insured or the Company, and the Company shall have no
liability for any Default existing at the time of cancellation,
other than Defaults on Loans for which a Claim had been filed in
accordance with Section 6.1 of this Policy prior to the date of
termination of coverage.
The Insured shall notify the Company within thirty (30) days after
the occurrence of either (a) or (b) above. The provisions of this
Section 2.9 shall control, notwithstanding the right of the Insured
to cancel coverage on some or all of the Loans and the exercise of
such right by the Insured. No refund will be paid upon cancellation
of this Policy and coverage of Loans under this Section 2.9.
Notwithstanding the foregoing, coverage of Loans insured under this
Policy shall not automatically terminate in the event of a
Redemption, if a change of Insured for all, but not less than all,
of the Loans
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Form #71-70283 (2/05) Page 7 of 22
then insured under this Policy, is requested by the Insured and
approved by the Company as provided for in Section 3.5 within
thirty (30) days after the effective date of the Redemption.
2.11 Refund of Premium for Certain Circumstances - If, because of a
provision in Sections 2, 3, or 4 (other than Sections 4.4, 4.7, or
4.8), no Loss is payable to the Insured, the Company shall return
to the Insured all paid premiums retroactively and pro rata to the
date when the event or circumstance occurred which resulted in no
Loss being payable.
2.12 Post Underwriting Review and Copies of Loan Files - The Company or
representatives designated by it will have the right, from time to
time, upon thirty (30) days advance notice to the Insured, to
conduct a post underwriting review (including inspection) of the
Loan Files and other information, papers, files, documents, books,
records, agreements, and electronically stored data pertaining to
or in connection with Loans insured under this Policy prepared or
maintained by or in the possession of the Insured or of the
Servicer, or which the Insured or the Servicer has a legal right to
obtain. The Company will have the right to conduct the review on
the Insured's premises during normal business hours. The Insured
must cooperate fully with the review.
In addition, either in connection with such review or separately,
the Company will have the right upon ninety (90) days prior written
notice to obtain from the Insured a copy of the Loan File for any
Loan for which a Certificate has been issued pursuant to this
Policy. If for any reason the Insured fails to provide a copy of a
Loan File at the time of the Company's review or upon the Company's
other notice, the Company will provide a second notice to the
Insured, allowing the Insured to provide it within an additional
ninety (90) day period. If for any reason the Insured fails to
provide a copy of a Loan File within the additional ninety day
period, then, at the Company's option, the Company will have the
right to cancel coverage for the Loan if, in the Company's
reasonable judgment, any portion of the Loan File not provided
would be relevant to the Company's assessment or assertion of its
rights and defenses under this Policy.
3 Changes in Various Loan Terms, Servicing, and Insured; Coordination and
Duplication of Benefits
3.1 Loan Modifications - Unless advance written approval is provided
by, or obtained from, the Company, the Insured may not make any
change in the terms of a Loan, including the borrowed amount,
interest rate, term or amortization schedule of the Loan, except as
permitted by terms of the Loan; nor make any change in the Property
or other collateral securing the Loan; nor release the Borrower
from liability on a Loan.
3.2 Open End Provisions - The Insured may increase the principal
balance of a Loan, provided that the written approval of the
Company has been obtained. The Insured will pay the Company the
additional premium due at the then prevailing premium rate.
3.3 Assumptions - If a Loan is assumed with the Insured's approval, the
Company's liability for coverage under its Certificate will
terminate as of the date of such assumption, unless the Company
approves the assumption in writing. The Company will not
unreasonably withhold approval of an assumption. It is understood
that coverage will continue, and that the restriction of this
Section 3.3 will not apply, if under the Loan or applicable law the
Insured cannot exercise a "due-on-sale" clause or is obligated to
consent to such assumption under the Loan or applicable law.
3.4 Servicing - If the servicing rights for a Loan are sold, assigned
or transferred by the Insured, coverage of the Loan hereunder will
continue provided that prior written notice of the new Servicer is
given to the Company and the new Servicer is approved in writing by
the Company in advance of such sale, assignment, or transfer, which
approval shall not be unreasonably withheld.
3.5 Change of Insured of this Policy - Change of Insured of this Policy
shall only be allowed if advance written approval is obtained from
the Company (which approval shall be in the sole and absolute
discretion of the Company). If the Company approves the change of
Insured, the Company shall, thereafter, change its records to
identify the new Insured for this Policy.
3.6 Assignment of Coverage of a Loan under this Policy - Assignment of
coverage of a Loan shall only be allowed if advance written
approval is obtained from the Company (which approval shall be in
the sole and
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Form #71-70283 (2/05) Page 8 of 22
absolute discretion of the Company). If the Company approves the
assignment, the Company shall, thereafter, change its records to
identify the new Insured for such Loan. Coverage for any Person
becoming an Insured pursuant to this Section 3.6 shall be subject
to all of the terms, conditions, and exclusions contained in this
Policy and to all defenses to coverage available to the Company
against the original Insured.
3.7 Coordination and Duplication of Insurance Benefits - The coverage
under this Policy shall be excess over any other insurance which
may apply to the Property or to the Loan, except for mortgage
guaranty pool insurance or supplemental or second tier mortgage
insurance.
3.8 Indebtedness and Liens with Respect to Collateral - The Insured
shall not consent to or approve, without the prior written approval
of the Company:
(a) a lien on the entire real estate or the Property that is
owned by a cooperative housing corporation, other than that
indebtedness secured by a first mortgage lien or other liens
disclosed to the Person originating the Loan secured by the
Collateral; or
(b) a modification or termination of any rights of the Insured to
exercise its consent or approval respecting the matters
described in (a).
4 Exclusions From Coverage
The Company will not be liable for, and this Policy will not apply to,
extend to or cover the following:
4.1 Balloon Payment - Any Claim arising out of or in connection with
the failure of the Borrower to make any payment of principal and/or
interest due under a Loan:
(a) as a result of the Insured exercising its right to call the
Loan (other than when the Loan is in Default) or because the
term of the Loan is shorter than the amortization period, and
(b) which is for an amount more than twice the regular periodic
payments of principal and interest that are set forth in the
Loan (commonly referred to as a "balloon payment").
This exclusion will not apply:
(1) if the Insured or other Person acting on behalf of the
Insured offers the Borrower, in writing, a renewal or
extension of the Loan or a new loan which
(A) constitutes a first lien,
(B) is at rates and terms generally prevailing in the
marketplace (but otherwise subject to Section 3.1),
(C) is in an amount not less than the then outstanding
principal balance,
(D) has no decrease in the amortization period, and
(E) is offered regardless of whether the Borrower is then
qualified under the Insured's underwriting standards,
or whether the Borrower accepts such offer, or
(2) if the Loan has an original term to maturity of fifteen (15)
or more years from the first due date thereunder and equal
monthly payments (except for the related balloon payment)
that otherwise would fully amortize the principal of the Loan
over thirty (30) years and pay interest at the applicable
interest rate.
4.2 Effective Date - Unless otherwise agreed in writing by the Company,
any Claim resulting from a Default existing at the Certificate
Effective Date or occurring after lapse or cancellation of a
Certificate.
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Form #71-70283 (2/05) Page 9 of 22
4.3 First Payment Default - Unless otherwise agreed in writing by the
Company, any Claim arising from a Default due to the failure of the
Borrower to have made or to make the first regular periodic payment
on the Loan from the Borrower's Own Funds.
4.4 Incomplete Construction - Any Claim when, as of the date of such
Claim, construction of a Property is not completed in accordance
with the construction plans and specifications upon which the
valuation of the Property at origination of the Loan was based.
4.5 Fraud, Misrepresentation and Negligence -
(a) Any Claim not otherwise within the scope of Section 2.3 where
there was fraud or misrepresentation by the Insured or the
Servicer with respect to the Loan, and the fraud or
misrepresentation (1) materially contributed to the Default
resulting in such Claim; or (2) increased the Loss, except
that if the Company can reasonably determine the amount of
such increase, such Claim will not be excluded, but the Loss
will be reduced to the extent of such amount.
(b) Any Claim where there was negligence by the Servicer, which
(1) materially contributed to the Default resulting in such
Claim; or (2) increased the Loss, except that if the Company
can reasonably determine the amount of such increase, such
Claim will not be excluded, but the Loss will be reduced to
the extent of such amount.
4.6 Non-Approved Servicer - Any Claim arising from a Loan for which the
Servicer, at time of Default or thereafter, is not approved by the
Company as described in Section 3.4..
4.7 Physical Damage (Other than Relating to Pre-Existing Environmental
Conditions) - Any Claim where, at any time after the Certificate
Effective Date, Physical Damage to a Property (of a type other than
as described in Section 4.8 and other than reasonable wear and
tear), occurs or manifests itself subject to the following
provisions:
(a) This exclusion will not apply if the Company in good faith
determines that the aggregate cost of restoring all such
Physical Damage is less than fifteen hundred dollars
($1,500), or such higher amount as the Company may provide
from time to time.
(b) This exclusion will apply only if such Physical Damage
occurred or manifested itself:
(i) prior to expiration of the Settlement Period and the
Company elects to acquire the related Property in
settlement of a Claim; or
(ii) prior to the filing of the Claim and was the most
important cause of the Claim and the Property was
either uninsured for loss arising from such Physical
Damage or was insured for an amount which, disregarding
normal and customary deductibles not to exceed fifteen
hundred dollars ($1,500) or such higher amount as the
Company may provide from time to time, was insufficient
for the Property to be in the same condition (except
for reasonable wear and tear) as it was in as of the
Certificate Effective Date.
(c) The exclusion resulting from paragraph (b)(i) will not apply
if the Property is restored in a timely and diligent manner
to its condition (except reasonable wear and tear) as of the
Certificate Effective Date. In lieu of requiring restoration
of the Property, the Company may, at its option, reduce the
Claim Amount by an amount equal to the cost of such
restoration.
(d) For purposes of this Section 4.7, the Property subject to
restoration will consist only of the land, improvements or
personal property deemed part of the real property under
applicable law, and chattel items affixed to the real
property and identified in the appraisal or other valuation
of the Property at the time the Loan was made, whether or not
they are deemed part of the real property.
(e) Cost estimates relied upon by the Company in connection with
this Section 4.7 shall be provided in writing by an
independent party selected by the Company. The Company will
furnish the Insured with any such written cost estimates, if
requested by the Insured.
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Form #71-70283 (2/05) Page 10 of 22
4.8 Pre-Existing Environmental Conditions - Any Claim where there is an
Environmental Condition which existed on the Property (whether or
not known by the Person submitting an Application for coverage of
the Loan) as of the Certificate Effective Date, subject to the
following provisions:
(a) This exclusion will not apply if the existence of such
Environmental Condition, or the suspected existence of such
Environmental Condition, was specifically disclosed to the
Company in the Application relating to the Property.
(b) This exclusion will apply only if such Environmental
Condition
(i) was a principal cause of the Default, and
(ii) has made the principal Residential structure on the
Property uninhabitable. A structure will be considered
"uninhabitable" if generally recognized standards for
residential occupancy are violated or if, in the
absence of such standards, a fully informed and
reasonable person would conclude that such structure
was not safe to live in without fear of injury to
health or safety.
4.9 First Lien Status - Any Claim, if the mortgage, deed of trust or
other similar instrument executed by the Borrower and insured
hereunder did not provide the Insured at origination with a first
lien on the Property.
4.10 Payment of the Full Benefit of the Primary First Layer Policy - Any
portion of any Claim for Loss to the extent the Insured under the
related Primary First Layer Policy has not received the amount of
the full benefit of the percentage option claim payment under the
Primary First Layer Policy (irrespective of the reason or cause,
including insolvency of the Primary First Layer Policy insurer or
failure of the Insured to maintain the Primary First Layer Policy
or to comply with the terms and conditions of the Primary First
Layer Policy).
4.11 Non-Eligible Loans - Any Claim on a Loan that did not meet the
Eligibility Criteria applicable to the Loan.
4.12 Breach of the Insured's Obligations or Failure to Comply with Terms
- Any Claim involving or arising out of any breach by the Insured
of its obligations under, or its failure to comply with:
(a) the terms of this Policy (in any case where there is no
exclusion from coverage or express remedy for such breach or
noncompliance under this Policy), or
(b) its obligations as imposed by operation of law, and
(c) if such breach or failure in (a) or (b):
(i) materially contributed to the Default resulting in such
Claim;
(ii) increased the Loss, provided that if the Company can
reasonably determine the amount of such increase, such
Claim will not be excluded, but the Loss will be
reduced to the extent of such amount; or
(iii) resulted from a breach of the Insured's obligations
under Section 5.8, irrespective of whether such breach
contributed to the Default resulting in such Claim or
increased the Loss.
5 Conditions Precedent to Payment of Claim
It is a condition precedent to the Company's obligation to pay a Loss
that the Insured comply with all of the following requirements:
5.1 Notice of Default - The Insured must give the Company written
notice:
(a) Within forty-five (45) days of the Default, if it occurs when
the first payment is due under the Loan; or
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Form #71-70283 (2/05) Page 11 of 22
(b) Within ten (10) days of either:
(i) the date when the Borrower becomes four (4) months in
Default on the Loan; or
(ii) the date when any Appropriate Proceedings which affect
the Loan or the Property or the Insured's or Borrower's
interest therein have been started;
whichever occurs first.
5.2 Monthly Reports - Following a notice of Default on the Loan, the
Insured must give the Company monthly reports on forms or in a
format acceptable to the Company on the status of the Loan and on
the servicing efforts undertaken to remedy the Default. These
monthly reports may be furnished less frequently if allowed in
writing by the Company and must continue until the Borrower is no
longer in Default, the Appropriate Proceedings terminate, or until
the Insured has acquired the Property.
5.3 Company's Option to Accelerate Filing of a Claim - If the Company
so directs, at any time after receiving the Insured's notice of
Default, the Insured must file a Claim within thirty (30) days
after notice from the Company. The Company will then make a payment
of Loss in accordance with the per loan loss percentage guaranty
option in Section 6.3(b). Thereafter, following the acquisition of
Borrower's Title by the Insured, the Insured will be entitled to
file a supplemental Claim at the time prescribed in Section 6.1 in
an amount equal to the sum of its advances, less the deductions,
all as specified in Section 6.2, to the extent not included in the
payment of the initial Claim. Such supplemental Claim must be paid
by the Company in accordance with Section 6.3(b). No interest shall
be included in the Claim Amount under this Section 5.3 after the
date that the accelerated Claim is filed. If a Loan for which the
Company has paid a Claim is subsequently brought current by the
Borrower, the Insured shall refund to the Company the Loss paid by
the Company with respect to that Loan. If the Company exercises its
option under this Section 5.3, the Company shall not have the right
to direct or participate in a deficiency recovery under Section
7.2.
5.4 Voluntary Conveyance - The Insured may only accept a conveyance of
the Property from the Borrower in lieu of foreclosure or other
proceeding if the prior written approval of the Company has been
obtained. Such approval shall not be considered as an
acknowledgement of liability by the Company with respect to such
Loan.
5.5 Appropriate Proceedings - The Insured must begin Appropriate
Proceedings no later than when the Loan becomes six (6) months in
Default unless the Company provides written instructions that some
other action be taken. Such instructions may be general or
applicable only to specific Loans. The Company reserves the right
to direct the Insured to institute Appropriate Proceedings at any
time after Default. When either defending against or bringing
Appropriate Proceedings, the Insured must report their status to
the Company as reasonably and expeditiously as possible.
In conducting Appropriate Proceedings, the Insured must:
(a) diligently pursue the Appropriate Proceedings once they have
begun;
(b) apply for the appointment of a receiver and assignment of
rents, if permitted by law and requested by the Company;
(c) upon request by the Company in writing, furnish the Company
with the Loan File (whether or not the Insured is the
originator of the Loan), the payment and collection history
from the servicing file since the inception of coverage of
such Loan under this Policy, and copies of all notices and
pleadings filed or required in the Appropriate Proceedings;
(d) act and bid at the foreclosure sale in accordance with
Section 5.11 so that its ability to preserve, transfer and
assign to the Company its rights against the Borrower are not
impaired; and so that the rights of the Company under this
Policy against the Borrower are fully protected. Such rights
include
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Form #71-70283 (2/05) Page 12 of 22
any rights to obtain a deficiency judgment, subject to the
Company's compliance with Sections 7.2 and 7.3 relating to
establishing a deficiency; and
(e) when requested by the Company, furnish the Company with a
written statement indicating the estimated potential Claim
Amount as computed under Section 6.2 at least fifteen (15)
days before the foreclosure sale.
5.6 Mitigation of Damages - The Insured must take appropriate actions
to mitigate the Loss. Accordingly, in order to comply with this
provision, the Insured's obligations include collecting amounts due
under the Loan and offering to any Borrower who has the ability and
desire to cure the Default, a repayment plan, a forbearance plan,
or a loan modification or other loan workout plan. A loan
modification shall not be required if such Loan is subject to REMIC
rules and the loan modification would make the Loan non-qualified
under REMIC rules. In the event such efforts fail to cure the
Default, the Insured must use its best efforts to effectuate the
early disposition of the Property.
The Company shall be entitled at its sole discretion to actively
direct any such mitigation efforts. Such direction may be general
or applicable only to specific Loans. The Company must administer
this Policy in good faith.
5.7 Advances - The Insured must advance:
(a) normal and customary hazard insurance premiums and real
estate property taxes, in each case as due and payable;
(b) reasonable and necessary Property protection and preservation
expenses approved by the Company at the time the Company
reviews the Claim, which shall not include expenditures to
remove an exclusion from coverage under Section 4; and
(c) reasonable costs to complete Appropriate Proceedings and
eviction and moving of occupants, including related court
expenses and attorney's fees.
5.8 Claim Information and Other Requirements - The Insured must provide
the Company with:
(a) a completed form furnished by or acceptable to the Company
for payment of a Claim;
(b) unless previously provided under Section 5.5(c), the Loan
File which is the subject of the Claim (whether or not the
Insured is the originator of the Loan), the payment and
collection history from the servicing file since the
inception of coverage of such Loan under this Policy;
(c) if the Property is not being acquired by the Company: a copy
of an executed trustee's or sheriff's deed (which may be
unrecorded) conveying Borrower's Title to the Property to the
Insured (or satisfactory evidence that the foreclosure sale
has been completed if the Borrower's right of redemption has
not expired); or a deed from the Borrower (which may be
unrecorded) if a voluntary conveyance has been approved by
the Company, conveying to the Insured the title that was
required by the Company in the approval of the conveyance;
In the event the most important cause of Default was a
circumstance or event which would prevent the Insured from
obtaining Good and Merchantable Title, the Insured shall
instead provide the Company with evidence described in
Section 5.8 (d)(ii) below that it has acquired Good and
Merchantable Title to the Property;
(d) if the Property is being acquired by the Company:
(i) a recordable deed in normal and customary form
containing the customary warranties and covenants
conveying to the Company or its designee Good and
Merchantable Title to the Property;
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Form #71-70283 (2/05) Page 13 of 22
(ii) a title insurance policy acceptable to the Company or
an attorney's opinion of title acceptable to the
Company, confirming that the Insured has and can convey
to the Company Good and Merchantable Title to the
Property; and
(iii) Possession of the Property, but only if the Company has
required such Possession in writing;
(e) access to the Property, pursuant to the terms and conditions
of Section 6.4(b), if requested by the Company under such
Section;
(f) a copy of the claim and evidence of the payment of, and any
adjustments to, the claim under the Primary First Layer
Policy, if applicable, and other information related to such
Primary First Layer Policy as the Company may reasonably
request; and
(g) all other information and documentation reasonably requested
by the Company.
5.9 Acquisition of Borrower's Title Not Required - The Insured will not
be required to acquire Borrower's Title to a Property if (a) the
Company approves a sale of the Property prior to a foreclosure sale
and such sale is closed; (b) the Company requires an early Claim
filing pursuant to Section 5.3, except that such acquisition will
be required as a condition to the Insured's filing of a
supplemental Claim; or (c) the Property is acquired by someone
other than the Insured at a foreclosure sale, as provided in
Section 5.11, or thereafter pursuant to exercise of rights of
redemption.
5.10 Sale of a Property by the Insured Before End of Settlement Period -
(a) The Insured must submit to the Company any offer to purchase
a Property which is acceptable to the Insured until such time
as a Claim is settled under this Policy. Upon such
submission, the Company must then promptly notify the Insured
that it will either approve or not approve such offer. The
Insured shall promptly notify the Company if the approved
offer does not close as scheduled.
(b) If an approved offer expires or is terminated, the Company
shall be entitled to pay the Loss payable by:
(i) paying the per loan loss percentage guaranty option as
calculated under Section 6.3(b), or
(ii) paying the property acquisition settlement option as
calculated under Section 6.3(a), and acquiring the
Property; but if the Company's right to acquire the
Property has expired pursuant to Section 6.5, or been
waived, then such acquisition shall be under the same
terms and conditions as the expired or terminated
offer, except for terms and conditions relating to the
sale price and method of payment of the sale price,
which shall instead be governed by Section 6.3.
(c) The following provisions shall apply to offers submitted to
the Company under this Section 5.10:
(i) At the time it presents an offer, the Insured must also
provide the Company with a good faith estimate of gross
proceeds and expenses in sufficient detail for the
Company to calculate the estimated net proceeds
described below. The Company may not require any
changes to the offer, direct the marketing of the
Property, or require any expenditures by the Insured
for restoration of the Property as a condition to its
approval.
(ii) If the Company approves the offer submitted by the
Insured, it must also advise the Insured of the
estimated net proceeds which it has calculated. The
estimated net proceeds calculated by the Company will
be the estimated gross sales proceeds to be received by
the Insured less all reasonable estimated expenses
submitted by the Insured and approved by the Company in
its approval of the offer which have been or are
expected to be paid by the Insured in obtaining and
closing the sale of the Property. If the estimated net
proceeds as calculated by the Company are acceptable to
the Insured, the Loss payable shall be computed as
determined below. If such calculation is not acceptable
to the Insured, the offer shall be deemed to have not
been approved by the Company.
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Form #71-70283 (2/05) Page 14 of 22
(iii) If the Company approves the offer, the Loss payable by
the Company under this Section 5.10 will be the lesser
of:
(A) the actual net amount as calculated below, or
(B) the per loan loss percentage guaranty option
under Section 6.3(b) without regard to a sale of
the Property.
The actual net amount will be the Claim Amount
calculated under Section 6.2, except that (a)
delinquent interest will be computed through the
closing date for sale of the Property, and (b) the
Claim Amount shall be reduced by the actual net
proceeds realized by the Insured from the sale of the
Property. The actual net proceeds will be determined in
the same manner as the estimated net proceeds, but on
the basis of the actual sales proceeds. For purposes of
computing a Loss, such actual net proceeds shall not be
less than the estimated net proceeds calculated by the
Company under this subparagraph (iii) or as otherwise
approved by the Company.
(iv) The Company shall not unreasonably withhold its
approval of expenses submitted to it after its approval
of an offer. Expenses paid to Persons employed or
controlled by the Insured or their internal costs will
not be allowed in calculation of either the estimated
or actual net proceeds.
(v) If requested by the Company, the Insured shall advise
the Company of the name of the real estate broker or
other Person marketing the Property and authorize such
broker or other Person to release information regarding
the marketing and physical condition of the Property to
the Company.
5.11 Foreclosure Bidding Instructions Given by the Company - Unless
otherwise directed by the Company, the Insured will be entitled to
bid at the foreclosure sale held as part of the Appropriate
Proceedings any amount which it determines necessary to obtain
Borrower's Title to the Property. The Company will be entitled to
direct the Insured to bid an amount to be determined by the Insured
within a minimum and maximum range, as follows:
(a) The minimum amount shall not be less than the fair market
value of the Property, but if there has been Physical Damage
to the Property which affects its fair market value (as
determined before such Physical Damage) by more than ten
percent (10%), the fair market value of the Property shall be
its fair market value after restoration of the Property.
(b) The maximum amount shall not exceed the greater of
(i) the fair market value of the Property as determined
under subparagraph (a) above, or
(ii) the estimated Claim Amount less the amount which the
Company would pay as the per loan loss percentage
guaranty option under Section 6.3(b).
(c) For purposes of this Section 5.11, fair market value shall be
determined as of a date acceptable to the Company by an
opinion of an independent real estate broker, or by an
independent appraiser, in either case selected by or
acceptable to the Company.
The Insured is not required to acquire Borrower's Title if it has
bid in accordance with this Section 5.11, whether or not pursuant
to directions from the Company.
5.12 Effect of Unexpired Redemption Period on Payment of a Claim - If
the Insured files a Claim prior to expiration of an applicable
redemption period, the Loss payable shall only be computed through
the date of filing of the Claim, and if the Company elects to
acquire the Property, the Insured will remain responsible for
management and control of the Property until the Company's
acquisition thereof, which may be after expiration of the
redemption period, but not later than as required by Section 6.4.
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Form #71-70283 (2/05) Page 15 of 22
If the Company has paid to the Insured a Claim under its per loan
loss percentage guaranty option in Section 6.3(b), and the related
Property is subsequently redeemed by the Borrower, the Insured
shall promptly report such redemption to the Company and reimburse
the Company for the amount of the Company's Claim payment, to the
extent that the sum of the Company's Claim payment and the amount
realized by the Insured from the redemption exceeds the Claim
Amount, as would have been calculated through the date of
redemption.
5.13 Collection Assistance - If the Company so requests, the Insured
shall permit the Company to cooperatively assist the Insured in the
collection of moneys due under the Loan, including obtaining
information from the Borrower, attempting to develop payment
schedules acceptable to the Insured, conducting Property
inspections and requesting appraisals of the Property.
6 Loss Payment Procedure
6.1 Filing of Claim -
(a) The Insured shall file a Claim under this Policy after, but
no later than sixty (60) days following, the later of
(i) Conveyance of Title to the Property, or
(ii) if applicable, the settlement of a claim under the
Primary First Layer Policy.
(b) If the Insured fails to file a Claim within the period of
time required under paragraph 6.1(a) above, the Insured will
not be entitled to, and the Company will not be obligated
for, any payment under this Policy for amounts, including
additional interest and expenses, which would otherwise be
claimable, but which accrue or are incurred after the sixty
(60) day period for filing of a Claim.
(c) If the Insured fails to file a Claim within eighteen (18)
months following the Conveyance of Title, the Insured will
not be entitled to, and the Company will not be obligated
for, any payment under this Policy.
Once a Claim has been filed, if the Insured fails to satisfy the
requirements for a Perfected Claim within one hundred eighty (180)
days after such filing (or within such longer period of time as the
Company may allow in writing), the Insured will no longer be
entitled to payment of a Loss and the Company will not be obligated
to make any payment under this Policy.
6.2 Calculation of Claim Amount - Subject to Sections 7.5 and 5.3, the
Claim Amount will be an amount equal to:
the sum of:
(a) the amount of unpaid principal balance due under the Loan as
of the date of Default without capitalization of delinquent
interest, penalties or advances; and
(b) the amount of accrued and unpaid interest due on the Loan
computed at the contract rate stated in the Loan through the
date that the Claim is filed with the Company, but excluding
applicable late charges, penalty interest or other changes to
the interest rate by reason of Default; and
(c) the amount of advances incurred by the Insured under Section
5.7 prior to filing of the Claim (except to Persons employed
or controlled by the Insured or their other internal costs)
provided that:
(i) Attorney's fees advanced for completion of Appropriate
Proceedings and obtaining Possession of the Property
will not be allowed to the extent they exceed three
percent (3%) of the sum of the unpaid principal balance
and the accrued and accumulated interest due; and
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Form #71-70283 (2/05) Page 16 of 22
(ii) Such advances, other than attorney's fees, must have
first become due and payable after the Default, and
payment of such advances must be prorated from the date
of Default through the date the Claim is filed with the
Company;
less the sum of:
(1) the amount of all rents and other payments (excluding
proceeds of a sale of the Property and the proceeds of fire
and extended coverage insurance) collected or received by the
Insured, which are derived from or in any way related to the
Property or the Loan;
(2) the amount of cash remaining in any escrow account as of the
last payment date;
(3) the amount of cash or other collateral to which the Insured
has retained the right of possession as security for the
Loan;
(4) the amount paid under applicable fire and extended coverage
policies which are in excess of the cost of restoring and
repairing the Property, if the Property is damaged, and which
has not been paid to the Borrower or applied to the payment
of the Loan as required by the terms of the Loan;
(5) the greater of the amount of any claim payment pursuant to a
Primary First Layer Policy which the Insured received, or
which the Insured should have received as the full Primary
First Layer Policy benefit as described in Section 4.11; and
(6) any other amounts claimed by the Insured to the extent they
are excluded from the Claim Amount by reason of Section 4.
6.3 Payment of Loss; Company's Options - Within the Settlement Period,
but only if the Insured has satisfied all requirements for a
payment of Loss and the requirements for a Perfected Claim have
been met, the Company shall at its sole option exercise its:
(a) Property Acquisition Settlement Option. Pay to the Insured as
the Loss the Claim Amount calculated in accordance with
Section 6.2 for the Company's acquisition of the Property; or
(b) Per Loan Loss Percentage Guaranty Option. In the event the
Company does not acquire the Property, allow the Insured to
retain all rights and title to the Property and pay to the
Insured as the Loss the lesser of: (i) the difference between
the Claim Amount calculated in accordance with Section 6.2
and the amount realized by the Insured pursuant to its sale,
if any, of the Property as provided in Section 5.10 and (ii)
the Per Loan Loss Percentage option which shall be calculated
by multiplying the applicable Per Loan Loss Percentage for
such Loan times the Claim Amount (without any reduction for
the Primary First Layer Policy claim payment). However, if
prior to the Company's payment of the Loss, a third party
acquires title to the Property at the foreclosure sale or a
Borrower redeems the Property (unless such acquisition or
redemption occurs because the Insured failed to bid as
provided in Section 5.11), then the Company shall pay the
lesser of: (i) the per loan loss percentage guaranty option
amount described above; or (ii) the difference between the
Claim Amount and the amount realized by the Insured at the
foreclosure sale or redemption; or
(c) Pre-Claim Sale Option. Pay to the Insured as the Loss the
amount calculated in accordance with Section 5.10, if the
terms and conditions of Section 5.10 are met.
In addition to the sum due pursuant to the option described above
which the Company selects, the Loss payable by the Company will
include the other amounts provided for under Sections 6.5 or 7.2
when such Sections are applicable. The Company will deduct from its
payment of Loss such amounts as may be permitted by this Policy and
the aggregate amounts of any payments of Loss which it had
previously made.
Without limiting the requirements and conditions to filing and
payment of a Claim contained in this Policy, if the Property has
been acquired by the insurer under a Primary First Layer Policy, no
Loss shall be payable under this Policy. For purposes of this
Policy any references to "percentage guaranty option" shall be to
the "per loan loss percentage guaranty option".
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Form #71-70283 (2/05) Page 17 of 22
6.4 Claim Settlement Period - The Settlement Period will be a sixty
(60) day period after the Company's receipt of a Claim, calculated
as follows:
(a) No later than the twentieth (20th) day after filing of a
Claim, the Company may notify the Insured of additional
documents or information which it requires for processing the
Claim, upon which the sixty (60) day period shall be
suspended until the Company receives such additional
documentation and information. Additional items may be
requested by the Company after such twenty (20) day period
and the Insured must use reasonable efforts to satisfy such
request, but the sixty (60) day limit will not be tolled for
their receipt.
(b) No later than the sixtieth (60th) day after filing of a
Claim, the Company may notify the Insured that it will
require access to the Property sufficient to inspect,
appraise and evaluate the Property. If the Company does not
notify the Insured by that date, its right to such access
will be deemed waived. If such notice is given, the Insured
will use its best efforts to provide access to the Company
and, if access is not then available, the sixty (60) day
period will be suspended from the date such notice was given
until the Company receives notice from the Insured that
access is available to it. If access is in fact not available
when sought by the Company after such notice from the
Insured, the Company will promptly notify the Insured of such
unavailability, and the passage of the sixty day period will
remain suspended as if the Insured's notice of availability
had not been given to the Company.
(c) If the Company has elected to acquire the Property in
settlement of a Claim, the sixty day period also will be
suspended if necessary for there to be a period of ten (10)
days after the date on which the Insured satisfies all
conditions to acquisition, including any required restoration
of the Property, for the Insured's delivery of a recordable
deed and title policy or opinion evidencing Good and
Merchantable Title (not subject to any rights of redemption,
unless the Company waives such requirement) and, if
applicable, delivery of Possession to the Property.
6.5 Payment by the Company After the Settlement Period - If the Company
has not paid a Loss during the Settlement Period, then (a) the
Company will include in its payment of Loss, if a Loss is
ultimately payable, simple interest on the amount payable accruing
after the Settlement Period to the date of payment of Loss at the
applicable interest rate or rates which would have been payable on
the Loan during such period, and (b) the Company will no longer be
entitled to acquire the Property as an option for payment of the
Loss.
The Company must either pay the amount of applicable Loss
(including any additional applicable interest as computed above) or
deny the Claim in its entirety within (a) one hundred twenty (120)
days after expiration of the Settlement Period, or (b) if the
Settlement Period has not expired, no later than one hundred eighty
(180) days after filing of the Perfected Claim. If at a later date
it is finally determined by agreement between the Insured and the
Company (or by completion of legal or other proceedings to which
the Insured and the Company are parties) that the Company was not
entitled to deny all or a portion of the Claim, the Company will
include in any resulting subsequent payment of Loss interest as
calculated above through the date of such payment on the amount of
Loss which the Company was not entitled to deny.
6.6 Discharge of Obligation - Payment by the Company of the amount of
Loss required to be paid in accordance with this Policy will be a
full and final discharge of its obligation with respect to such
Loss under this Policy.
7 Additional Conditions
7.1 Proceedings of Eminent Domain - In the event that part or all of a
Property is taken by eminent domain, or condemnation or by any
other proceedings by federal, state or local governmental unit or
agency, the Insured must require that the Borrower apply the
maximum permissible amount of any compensation awarded in such
proceedings to reduce the principal balance of the Loan, in
accordance with the law of the jurisdiction where the Property is
located.
7.2 Pursuit of Deficiencies -
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Form #71-70283 (2/05) Page 18 of 22
(a) The Insured will be entitled to pursue Appropriate
Proceedings, or shall at the direction of the Company pursue
Appropriate Proceedings through the end of the Settlement
Period, which may result in the Borrower becoming liable for
a deficiency after completion of the Insured's acquisition of
a Property. Such pursuit may not be directed by the Company
unless such deficiency is estimated to exceed $7,500. If the
Company proposes to pursue a deficiency judgment, in whole or
in part for its account, it will notify the Insured at least
thirty (30) days before the foreclosure sale. If the Company
does not so notify the Insured, the deficiency judgment, if
established by the Insured, will be solely for the account of
the Insured, and the Company will not be subrogated to any
rights to pursue the deficiency judgment.
(b) The following provisions will apply if, in completing
Appropriate Proceedings there are additional expenses
advanced pursuant to Section 5.7 or additional interest
accrued on the Loan, due to (1) an additional redemptive
period or a delay in acquisition of Borrower's Title, which
period or delay is directly related to establishing the
deficiency judgment or (2) legal proceedings which are
necessary to establish and pursue the deficiency judgment and
which would not otherwise be the custom and practice used.
(i) If the deficiency judgment is to be established, in
whole or in part, for the account of the Company, the
Company must pay the Insured at the time of payment of
the Claim, regardless of which settlement option the
Company has selected, the full amount of:
(A) such additional expenses advanced pursuant to
Section 5.7 by the Insured; and
(B) such additional interest accrued on the unpaid
principal balance of the Loan at the contract
rate stated in the Loan, but excluding applicable
late charges, penalty interest, or other changes
to the interest rate by reason of Default.
(ii) If the deficiency judgment is not to be established, in
whole or in part, for the account of the Company, none
of the additional interest or expenses of the type
described in subparagraph (i) above will be included in
the Claim Amount or payable at any time by the Company.
(iii) For purposes of determining the additional expenses
described in subparagraph (i) above resulting from
pursuing the deficiency judgment, the limitation on
attorney's fees in Section 6.2 will not apply.
(iv) All of the additional interest, expenses, attorney's
fees and court expenses described in subparagraph (i)
above will be accrued or advanced only through
acquisition of Borrower's Title, including any
additional redemptive period.
(c) The Company and the Insured may agree generally or with
respect to a Loan to different terms and conditions than set
forth in this Section 7.2. The Company and the Insured also
may agree to the joint pursuit or other arrangements for the
collection of deficiency judgments on mutually acceptable
terms and conditions.
7.3 Subrogation - Subject to Section 7.2(a), and only to the extent
that the Company is entitled under applicable law to pursue such
deficiency rights, the Company will be subrogated, upon payment of
the Loss, in the amount thereof and with an equal priority to all
of the Insured's rights of recovery against a Borrower and any
other Person relating to the Loan or to the Property. The Insured
must execute and deliver at the request of the Company such
instruments and papers and undertake such actions as may be
necessary to transfer, assign and secure such rights. The Insured
shall refrain from any action, either before or after payment of a
Loss, that prejudices such rights.
7.4 Policy for Exclusive Benefit of the Insured - A Certificate issued
as the result of any Application submitted hereunder and the
coverage provided under this Policy will be for the sole and
exclusive benefit of the Insured, its successors and permitted
assigns, and in no event will any Borrower or other Person be
deemed a party to, or an intended beneficiary of, this Policy or
any Certificate.
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Form #71-70283 (2/05) Page 19 of 22
7.5 Effect of Borrower Insolvency or Bankruptcy on Principal Balance -
If under applicable insolvency or bankruptcy law, a Loan's
principal balance secured by a Property is reduced (after all
appeals of such reduction are final or the time for such appeals
has lapsed without appeal), the portion of such principal balance
of the Loan not secured by the Property, and related interest, will
be included in the Claim Amount, as provided in this Section 7.5.
If a Default occurs on the Loan, the Insured has acquired
Borrower's Title or Good and Merchantable Title to the Property as
required by this Policy, and all other requirements for filing of a
Claim are complied with, the Insured will be entitled to include in
the Claim Amount (a) the amount of the principal balance of the
Loan which was deemed unsecured under applicable insolvency or
bankruptcy law, less any collections or payments on such unsecured
principal balance received by the Insured, and (b) interest thereon
at the rate and as computed in Section 6.2, from the date of
Default giving rise to the Claim (but for no prior period). In no
event will any expenses or other amounts associated with the amount
by which the principal balance of the Loan became unsecured be
included in the Claim Amount, directly or by an addition to the
principal balance included in the Claim Amount.
7.6 Arbitration of Disputes; Suits and Actions Brought by the Insured -
(a) Unless prohibited by applicable law, all controversies,
disputes or other assertions of liability or rights arising
out of or relating to this Policy, including the breach,
interpretation or construction thereof, shall be settled by
arbitration. Notwithstanding the foregoing, the Company or
the Insured both retain the right to seek a declaratory
judgment from a court of competent jurisdiction on matters of
interpretation of this Policy. Such arbitration shall be
conducted in accordance with the Title Insurance Arbitration
Rules of the American Arbitration Association in effect on
the date the demand for arbitration is made, or if such Rules
are not then in effect, such other Rules of the American
Arbitration Association as the Company may designate as its
replacement.
The arbitrator(s) shall be neutral person(s) selected from
the American Arbitration Association's National Panel of
Arbitrators familiar with the mortgage lending or mortgage
guaranty insurance business. Any proposed arbitrator may be
disqualified during the selection process, at the option of
either party, if they are, or during the previous two (2)
years have been, an employee, officer or director of any
mortgage guaranty insurer, or of any entity engaged in the
origination, purchase, sale or servicing of mortgage loans or
mortgage-backed securities.
(b) No suit or action (including arbitration hereunder) brought
by the Insured against the Company with respect to the
Company's liability for a Claim under this Policy shall be
sustained in any court of law or equity or by arbitration
unless the Insured has substantially complied with the terms
and conditions of this Policy, and unless the suit or action
is commenced within three (3) years (five (5) years in
Florida or Kansas) after the Insured has acquired Borrower's
Title to the Property or sale of the Property approved by the
Company is completed, whichever is applicable to a Loan. No
such suit or action with respect to a Claim may be brought by
the Insured against the Company until sixty (60) days after
such acquisition of Borrower's Title or sale, as applicable
to a Loan.
(c) If a dispute arises concerning the Loan which involves either
the Property or the Insured, the Company has the right to
protect its interest by defending the suit, even if the
allegations contained in such suit are groundless, false or
fraudulent. The Company is not required to defend any lawsuit
involving the Insured, the Property or the Loan.
7.7 Release of Borrower; Defenses of Borrower - The Insured's execution
of a release or waiver of the right to collect any portion of the
unpaid principal balance of a Loan or other amounts due under the
Loan will release the Company from its obligation under its
Certificate to the extent and amount of said release. If, under
applicable law, the Borrower successfully asserts defenses which
have the effect of releasing, in whole or in part, the Borrower's
obligation to repay the Loan, or if for any other reason the
Borrower is released from such obligation, the Company will be
released to the same extent and amount from its liability under
this Policy, except as provided by Section 7.5.
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Form #71-70283 (2/05) Page 20 of 22
7.8 Amendments; No Waiver; Rights and Remedies; Use of Term "Including"
-
(a) The Company reserves the right to amend the terms and
conditions of this Policy from time to time; provided,
however, that any such amendment will be effective only after
the Company has given the Insured written notice thereof by
endorsement setting forth the amendment. Such amendment will
only be applicable to those Certificates issued on or after
the effective date of the amendment.
(b) No condition or requirement of this Policy will be deemed
waived, modified or otherwise compromised unless that waiver,
modification or compromise is stated in a writing properly
executed on behalf of the Company. Each of the conditions and
requirements of this Policy is severable, and a waiver,
modification or compromise of one will not be construed as a
waiver, modification or compromise of any other.
(c) No right or remedy of the Company provided for by this Policy
will be exclusive of, or limit, any other rights or remedies
set forth in this Policy or otherwise available to the
Company at law or equity.
(d) As used in this Policy, the term "include" or "including"
will mean "include or including, without limitation."
7.9 No Agency - Neither the Insured, any Servicer, nor any of their
employees or agents (including the Persons underwriting the Loan on
behalf of the Insured) will be deemed for any reason to be agents
of the Company. Neither the Company, nor any of its employees or
agents, will be deemed for any reason to be agents of any Insured
or Servicer.
7.10 Successors and Assigns - This Policy will inure to the benefit of
and shall be binding upon the Company and the Insured and their
respective successors and permitted assigns.
7.11 Applicable Law and Conformity to Law - All matters under this
Policy will be governed by and construed in accordance with the
laws of the jurisdiction in which the office of the original
Insured on a Certificate is located. Any provision of this Policy
which is in conflict with any provision of the law of such
jurisdiction is hereby amended to conform to the provisions
required by that law.
7.12 Notice - All claims, premium payments, tenders, reports, other data
and any other notices required to be submitted to the Company by
the Insured must be sent to the Company at MGIC Plaza, 250 East
Kilbourn Avenue, Milwaukee, WI 53202. The Company may change this
address by giving written notice to the Insured. Unless the Insured
otherwise notifies the Company in writing, all notices to the
Insured must be sent to the address on the face of this Policy or,
if the Insured is not located at such address, to the last known
address of the Insured.
All notices under this Policy, whether or not identified in this
Policy as required to be in writing, will be effective only if in
writing and only upon receipt thereof. Written notices may instead
be given in the form of telecopy or, if acceptable to the Company
(for notices given to the Company) or to the Insured (for notices
given to the Insured) in the form of computer tape or
computer-generated or any other electronic message. A telecopy or
such tape or message shall be effective only when received. The
Company and the Insured may mutually agree that notices will be
sent to any additional Person. Except as expressly agreed to by the
Company and the Insured, no liability shall be incurred by the
Company for the failure to give a notice to a Person other than the
Insured.
7.13 Reports and Examinations - The Company may request, and the Insured
must provide, such files, reports or information as the Company may
deem necessary pertaining to any Loan, and the Company will be
entitled to inspect the files, books and records of the Insured or
any of its representatives pertaining to such Loan.
7.14 Electronic Media - The Company and the Insured may, from time to
time, deliver or transfer information, documents or other data
between them by electronic media acceptable to them. In addition,
the Company and the Insured may maintain information, documents or
other data on electronic media or other media generally accepted
for business records, including microfiche. Such electronic or
other media will be as
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Form #71-70283 (2/05) Page 21 of 22
equally acceptable for all purposes between the Insured and the
Company as information, documents or other data maintained in
printed or written form.
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Form #71-70283 (2/05) Page 22 of 22
Dates Referenced Herein and Documents Incorporated by Reference
| Referenced-On Page |
|---|
| This ‘8-K’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| Filed on: | | 2/23/07 |
| For Period End: | | 2/9/07 | | | | | | | 8-K |
| | 1/1/07 | | 1 |
| | 12/1/06 | | 2 |
| List all Filings |
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