Ally Bank 2011 Annual Report Download - page 349

(II) The sum of the following:
(A) Amounts collected from the borrower pursuant to the Mortgage, including but not limited to principal, interest,
and prepayment penalties;
(B) Amounts collected from any third party with respect to the Mortgage, including but not limited to proceeds of
mortgage insurance, title insurance or any guaranty, and rebates of insurance premiums or taxes;
(C) Any escrows and unapplied funds held by the applicable GMAC Seller/Servicer as servicer, together with
interest earned on such funds, which such GMAC Seller/Servicer as servicer is entitled to apply to amounts due
under the Mortgage;
(D) Proceeds of the disposition of the Mortgaged Property;
(E) Income, if any, from rental of the Mortgaged Property; and
(F) Proceeds of insurance or condemnation.
If in lieu of liquidating a Mortgage, the applicable GMAC Seller/Servicer wishes to enter into a modification, workout or repayment plan,
any such modification must be approved in writing by Freddie Mac.
(iii) In the event that mortgage insurance is required (under a GMAC Seller/Servicer’s Purchase Documents) to be provided in connection
with a Mortgage, and such mortgage insurance is rescinded, denied or otherwise is not available or ceases to be available to Freddie Mac for
any reason that causes such Mortgage to be an Ineligible Mortgage, but not an Ineligible Mortgage that qualifies for treatment under
subsection (ii) immediately above, such rescission, denial or unavailability of mortgage insurance (if not cured by the applicable GMAC
Seller/Servicer) shall cause the applicable Mortgage to be subject to repurchase at the repurchase price specified in Section 72.3 of the Guide.
For example, but not by way of limitation, any rescission, denial or unavailability of mortgage insurance attributable to the fact that a
Mortgage is secured by property that, at the time the Mortgage was purchased (or guaranteed) by Freddie Mac, was primarily commercial
rather than residential in nature would cause the applicable Mortgage to be an Ineligible Mortgage subject (upon Freddie Mac’s demand) to
repurchase at the repurchase price specified in Section 72.3 of the Guide. In the event that a Mortgage is an Ineligible Mortgage for a reason
that is unrelated to mortgage insurance (e.g., such Mortgage is secured by a property that is primarily commercial rather than residential in
nature), such Mortgage is subject (upon Freddie Mac’s demand) to repurchase at the repurchase price specified in Section 72.3 of the Guide.
(iv) Upon Freddie Mac’s request, each of the GMAC Seller/Servicers covenants: (1) to cooperate fully with, and to assist, Freddie Mac in
any attempt by Freddie Mac to contest any action by a private mortgage insurer, which action results in the rescission, denial or
unavailability of mortgage insurance with respect to a Mortgage (irrespective of whether there has been a breach by the applicable GMAC
Seller/Servicer of any representation, warranty, covenant or agreement related to such Mortgage), and (2) that the efforts undertaken by each
GMAC Seller/Servicer in connection with (1) immediately above will be no less than the efforts made by such GMAC Seller/Servicer in
contesting the rescission, denial or unavailability of mortgage insurance in connection with mortgage loans held or serviced for its own
account (and upon request from Freddie Mac, such GMAC Seller/Servicer shall provide reasonable evidence of such efforts). Freddie Mac
will, upon request, reimburse the applicable GMAC Seller/Servicer for its reasonable out−of−pocket costs and expenses incurred in
connection with providing such assistance; provided, however, that (a) the GMAC Seller/Servicer submits reasonable evidence (satisfactory
to Freddie Mac in its exercise of its reasonable discretion) of such costs and expenses, and (b) it is understood and agreed that the