Purchased Assets means all of the following assets and property, tangible
and intangible, of Seller, if any, whether now or hereafter existing, whether now owned or hereafter acquired, and wherever located:
(a) all Purchased Mortgage Loans, including all related Mortgage Notes, Mortgages, promissory notes, mortgages, deeds of trust,
deeds to secure real estate, assignments of leases and rents, other security agreements given to secure such Mortgage Loans, and all other documents, agreements, or instruments related to any such Mortgage Loans or the property given as security for
any such Mortgage Loans, all rights to payment thereunder, all insurance contracts or guaranty rights with respect to any such Mortgage Loans or the real property securing any such Mortgage Loans including, without limitation, mortgage and title
insurance policies, binders and commitments, fire and extended coverage insurance policies (including the right to any return premiums), and, if applicable, flood and earthquake insurance policies, participation certificates or agreements, FHA
insurance, and VA guaranties, and all rights in cash deposits consisting of impounds, insurance premiums or other funds held on account thereof, and all claims under any of the foregoing;
(b) all of Sellers rights under any and all commitments issued by (i) Ginnie Mae, Fannie Mae, Freddie Mac, another
mortgage company or any other investor, purchaser or securities issuer, to guarantee, purchase or invest any of the Purchased Mortgage Loans or any MBS secured by, created from or representing any interest in any of the Purchased Mortgage Loans,
whether such MBS are evidenced by book entry or certificate, based on or backed by any of Purchased Mortgage Loans, or (ii) any broker or investor to purchase any MBS, whether evidenced by book entry or certificate, representing or secured by
any interest in any of the Purchased Mortgage Loans, together with, in either case, all rights to deliver Purchased Mortgage Loans pursuant thereto and all proceeds arising from or pursuant to any and all such commitments or resulting from the
disposition of Purchased Mortgage Loans pursuant thereto, including Sellers right and entitlement to receive the entire purchase price paid for Purchased Mortgage Loans sold;
(c) all Servicing Rights and other contractual, possessory, or other rights to service, administer, and/or collect any of the
Purchased Mortgage Loans at any date, and all such rights to the payment of money on account of such servicing, administration, or collection activities;
(d) all of Sellers rights in, to, and under any MBS secured by, created from, or representing any interest in or
otherwise relating to any of the Purchased Mortgage Loans, whether such MBS are evidenced by book entry or certificate (Buyers security interest in each MBS created from, based on, or backed by, in whole or in part, any of the Purchased
Mortgage Loans shall automatically exist in, attach to, cover, and affect all of Sellers right, title and interest in such MBS when issued and its proceeds), all right to the payment of monies and
non-cash distributions on account of any of such MBS and all new, substituted and additional securities at any time issued with respect thereto; all other investment property (including, without limitation,
securities, securities entitlements, and financial assets) secured by, created from, or representing any interest in or otherwise relating to any of the Purchased Mortgage Loans, together with all investment property, financial assets, instruments
or other property at any time substituted for all or for any part of the foregoing, and all interest, dividends, increases, profits, new investment property, financial assets, instruments, or other property and or other increments, distributions or
rights of any kind received on account of any of the foregoing, and all other income received in connection therewith, constituting, relating to, or secured by any of the foregoing Purchased Assets;
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