Origination Assistance Agreement (2006)Full Document 

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ORIGINATION ASSISTANCE AGREEMENT
By and Between
MERRILL LYNCH CREDIT CORPORATION
and
CENDANT MORTGAGE CORPORATION
Dated as of
December 15, 2000
 
 
[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 


 

Exhibit 10.67
TABLE OF CONTENTS
             
Section 1.  
Definitions
    1  
Section 2.  
Mortgage Loan Types/Mortgage Loan Pricing
    10  
Section 3.  
Exclusivity
    10  
Section 4.  
PHH Personnel
    12  
Section 5.  
Mortgage Loan Origination Channel
    13  
Section 6.  
Operations
    14  
Section 7.  
Mortgage Loan Funding
    18  
Section 8.  
Amendment of Exhibit A
    18  
Section 9.  
Communications
    18  
Section 10.  
Use of MLCC Name and Logo
    19  
Section 11.  
Retention of Marketing Rights
    19  
Section 12.  
Origination Assistance Fee Paid by MLCC
    19  
Section 13.  
Customer Fees and Charges
    20  
Section 14.  
[* * *]
    20  
Section 15.  
Legal and Regulatory Compliance
    22  
Section 16.  
Mortgage Loan Representations, Warranties and Covenants of PHH
    23  
Section 17.  
Representations, Warranties and Covenants of PHH for Mortgage Loans
    23  
Section 18.  
Mortgage Loan Representations and Warranties of MLCC
    27  
Section 19.  
General Representations, Warranties and Covenants of PHH
    27  
Section 20.  
General Representations, Warranties and Covenants of MLCC
    28  
Section 21.  
Records Preservation, Retention, and Reporting
    30  
Section 22.  
Term; Termination
    30  
Section 23.  
Cooperation
    32  
Section 24.  
No Partnership
    32  
Section 25.  
Notices
    32  
 
[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 


 

             
Section 26.  
Modification of Origination Agreement
    33  
Section 27.  
Miscellaneous
    33  
Section 28.  
Expenses
    34  
Section 29.  
Confidentiality and No Personal Solicitation
    34  
Section 30.  
Further Assurances
    36  
Section 31.  
Contingency Plan
    36  
Section 32.  
Indemnification
    36  
Section 33.  
MLBUSA Loans
    37  
Section 34.  
Section Headings
    37  
Section 35.  
No Assignment
    37  
Section 36.  
Counterparts
    37  
Section 37.  
No Waivers; Remedies Cumulative
    37  
Section 38.  
Service Standards
    37  
Section 39.  
Binding Effect
    40  
Section 40.  
Benefit of Parties Only
    40  
Section 41.  
Survival
    40  
   
 
       
Exhibit A -  
Change of Control List
       
Exhibit B -  
Form of Funding Instructions
       
Exhibit C -  
Trademark Use Agreement
       
Exhibit D -  
MLCC Privacy Policy
       
Exhibit E -  
MLCC Underwriting Guidelines
       
Exhibit F -  
Mortgage 100SM Guidelines
       

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Exhibit 10.67
ORIGINATION ASSISTANCE AGREEMENT
          THIS ORIGINATION ASSISTANCE AGREEMENT (“Origination Agreement” or “Agreement”) effective as of January 2, 2001 (“Effective Date”), is entered into by and between Merrill Lynch Credit Corporation, a Delaware corporation with its principal place of business at 4802 Deer Lake Drive East, Jacksonville, Florida 32246-6484 (“MLCC”), and Cendant Mortgage Corporation d/b/a PHH Mortgage Services, a New Jersey corporation with its principal place of business at 3000 Leadenhall Road, Mt. Laurel, New Jersey 08054 (“PHH”) (each, individually, a “Party,” collectively, the “Parties”).
W I T N E S S E T H:
          WHEREAS, MLCC is in the business of originating residential Mortgage Loans (as defined herein);
          WHEREAS, PHH is in the business of originating Mortgage Loans and providing certain origination and processing services to other mortgage lenders and desires to provide those services to MLCC as more particularly set forth in this Agreement;
          WHEREAS, MLCC and PHH are parties to a Mortgage Loan Purchase and Services Agreement dated as of September 24, 1997, as thereafter amended (the “Initial Purchase and Servicing Agreement”), pursuant to which PHH provided certain origination services to MLCC; and
          WHEREAS, PHH and MLCC are parties to a Termination Agreement, dated as of the date hereof, which agreement shall terminate the existing origination agreement between PHH and MLCC, as and to the extent provided in the Termination Agreement, and each of MLCC and PHH desires to establish a new agreement relating to origination services;

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