Exhibit 10.4
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Norwest Funding Inc.
3601 Minnesota Drive - Suite 200
Minneapolis, Minnesota 55435
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Loan Purchase Agreement
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This
Agreement made as of May 18, 1998 by and among E-Loan, Inc., a
duly organized and validly existing California Corporation with its
principal place of business at 540 University Avenue, #350, Palo
Alto, California 94301 (the "Seller") and Norwest Funding, Inc.
("Norwest").
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1.
Recitals
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____/____/___
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Norwest
desires to purchase and Seller desires to sell to Norwest (check
and initial the appropriate box):
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______________
Norwest
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FHA-insured
or VA-guaranteed mortgage loans ("Government Loans") eligible for
inclusion in Government National Mortgage Association ("GNMA")
securities backed by the Government Loans together with the
servicing rights to the Government Loans on the terms and
conditions set forth in this Agreement and in the Norwest Funding
Seller Guide (the "Manual")*
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______________
Seller
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Pipeline
Limits: Mandatory ______________ Best Effort:
_____________
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____/____/___
______________
Norwest
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Mortgage
loans other than Government Loans ("Conventional Loans") together
with the servicing rights to the Conventional Loans on the terms
and conditions set forth in this Agreement and in the Norwest
Funding Seller Guide (the "Manual")
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______________
Seller
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Pipeline
Limits: Mandatory ______________ Best Effort:
_____________
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2.
Consideration
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Norwest and
Seller, in consideration of the terms, conditions, promises and
agreement set forth in this Agreement and other good and valuable
consideration, the receipt of which Seller is hereby acknowledged,
hereby agree to the terms of this Agreement.
The Norwest
Funding Seller Guide is referred to in this Agreement as the
Manual. Seller and Norwest agree and understand that the Manual
applies to Governmental Agency Conventional Loans. Seller
acknowledges that it has received and read the Manual. All
provisions of the Manual are incorporated by reference into this
Agreement and shall be binding upon Seller and Norwest. Any
reference in the Manual to Norwest Mortgage, Inc., shall be
construed to mean Norwest. Specific reference in this Agreement to
particular provisions of the Manual and not to other provisions
does not mean that those provisions of the Manual not specifically
cited in the Agreement are not applicable. All terms used herein
shall have the same meaning as the terms have in the Manual, unless
the content clearly requires otherwise. Norwest may amend the
Manual from time to time upon written notice to Seller. In the
event of any conflict between the provisions of this Agreement and
the Provisions of the Manual, the provisions of this Agreement
shall control.
Seller may
order Single Loan or Built commitments from Norwest in accordance
with the Manual for any Eligible Mortgage Loans which Seller
intends to sell to Norwest. When the commitment is registered,
Norwest will send Seller a written confirmation of the commitment
in the form contained in the Manual ("Commitment
Confirmation").
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5.
Eligible Mortgage Loans
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Eligible
Mortgage Loans are loans which satisfy all of the requirements
contained in the Manual and the product profile for the particular
Eligible Mortgage Loan shown on the Commitment.
The Purchase
Price for each Eligible Mortgage Loan sold by Seller to Norwest
shall be mutually agreed to by Seller and Norwest in accordance
with the Manual. The Purchase Price will be shown on the Commitment
Confirmation relating to the Eligible Mortgage Loan ("Commitment
Confirmation"). Norwest agrees to guarantee the Purchase Price for
the Eligible Mortgage Loan for the time period on the Commitment
Confirmation and Seller agrees to close the Eligible Mortgage Loan
and deliver it to Norwest within the time period..
Seller will
deliver Eligible Mortgage Loans as provided for in the
Manual.
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8.
Commitment Delivery Deadlines and Funding Dates
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Norwest will
notify Seller of the applicable commitment delivery deadline and
funding cutoff date for each commitment obligation and Seller
agrees to provide Norwest with sufficient, prudently and properly
underwritten Eligible Mortgage Loans to fulfill the commitment by
the commitment delivery deadline as provided for in the Manual. For
each commitment, Seller must deliver prudently and properly
underwritten Eligible Mortgage Loans with aggregate principal
balances within the tolerance set out in the Manual. Substitutes
for rejected mortgage loan will only be accepted as provided for in
the Manual.
In the event
Seller does not comply with the loan delivery procedures contained
in this Agreement and the Manual, Seller shall pay Norwest
t
