Exhibit 10.10
Loan Purchase
Agreement
This Agreement, dated as of
4/16, is made by and between Countrywide Home Loans, Inc., a
New York corporation (“Countrywide”), and Home Loan
Center, a CA corporation (“Seller”), for
mutual considerations set forth herein.
Countrywide agrees to purchase certain loans
secured by real property, together with the servicing thereof (the
“Loans”), from Seller under Countrywide’s
mortgage loan programs, and Seller agrees to sell to Countrywide
certain such Loans pursuant to the terms and conditions set forth
herein and in Countrywide’s Correspondent Lending Division
Loan Purchase Program Seller’s Manual, as amended from time
to time (the “Manual”). In connection therewith, the
parties agree as follows:
1. ELIGIBLE LOANS
A. Only
those Loans fully complying with the standards for Conforming
Conventional, Jumbo Conventional, Government and Second Mortgage
Loan Programs set forth in the Mortgage Programs section of the
Manual are eligible for purchase under this Agreement. Seller must
be approved, qualified and/or licensed to originate such
Loans.
B. Seller shall fully underwrite each Loan prior to
submission to Countrywide in accordance with Underwriting
Guidelines and Lending Requirements sections of the Manual, or, if
available, use a Countrywide-approved automated underwriting system
for underwriting the Loan.
C. Seller shall be responsible for assuring that
Loans submitted to Countrywide comply with all terms and conditions
of this Agreement and the Manual.
2. COMMITMENT TO PURCHASE LOANS
The procedure pursuant to which
Seller may commit to sell a Loan to Countrywide is detailed in the
Loan Registration section of the Manual. For purposes of this
Agreement, Countrywide and Seller define a best effort commitment
to be a mandatory commitment if the Loan closes. Countrywide will
confirm the conditions of the sale of the Loan to Countrywide by
delivering a confirmation (“Commitment”) to Seller
which sets forth the terms of the transaction, including the price
Countrywide will pay for each Loan, as determined pursuant to the
Pricing standards set forth in the Manual (the “Purchase
Price”). The terms of the Commitment, including the Purchase
Price, shall be in effect for the period of time requested by
Seller and approved by Countrywide (the “Commitment
Period”). If Seller is approved by Countrywide to sell Loans
to Countrywide on a bulk sale basis, Countrywide and Seller shall
execute the Addendum to Loan Purchase Agreement (Bulk Sales) which
shall be attached to and incorporated into this Agreement by
reference.
3. UNDERWRITING AND PROPERTY
APPRAISAL
A. Countrywide shall have the right, but not the
obligation, to underwrite any Loan submitted for purchase pursuant
to this Agreement, or otherwise insure that any Loan submitted for
purchase complies with all terms and conditions of this Agreement
and the Manual; provided that neither the existence nor the
exercise of this right shall affect in any way Seller’s
obligations hereunder, including without limitation, Seller’s
repurchase obligations under Section 7 hereof and
Seller’s hold harmless obligations under Section 9 hereof.
The applicable procedures are set forth in the Prior Approval
section of the Manual.
B. Seller shall deliver to Countrywide an appraisal
of the real estate security for each such Loan, signed by a
qualified appraiser, as defined in the Manual, prior to
Countrywide’s approval to purchase such Loan.
4. DELIVERY OF LOAN DOCUMENTATION
A Loan shall be deemed delivered to
Countrywide if: (A) it is received by Countrywide within the
Commitment Period; (B) it is in compliance with the
requirements set forth in the Delivery of Closed Loans and Funding
Documentation sections of the Manual; and (C) there are no
outstanding conditions which would prevent Countrywide from funding
the purchase of the Loan. Failure by Seller to deliver to
Countrywide within 120 days from the date a Loan was purchased one
or more of the original documents specified in the Delivery of
Closed Loans section of the Manual shall result in assessment by
Countrywide of a fee of $50 per month for each month, after the
initial 120 day period, during which one or more of such documents
is outstanding, i.e., has not been delivered to Countrywide for any
period of time during the month. Such fee shall be $50 regardless
of the number of such documents. Failure by Seller to deliver to
Countrywide one or more of the original documents specified in the
Delivery of Closed Loans section of the Manual within 270 days from
the date the Loan was purchased by Countrywide shall obligate
Seller to repurchase the Loan pursuant to the provisions of
Section 7 of this Agreement.
5. PAYMENT OF PURCHASE PRICE AND SELLER’S
WIRE INSTRUCTIONS
Countrywide shall, after receipt of
a Loan documentation package which fully complies with the
requirements of the Manual, deliver the Purchase Price (less any
fees or discounts due to Countrywide) set forth in the applicable
Commitment to Seller in accordance with Seller’s wire
instructions or in accordance with any ballee letter or trust
receipt submitted with the Loan, as determined in the sole and
absolute discretion of Countrywide.
