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Mortgage Purchase Agreement
"I need a Mortgage Purchase Agreement for the acquisition of a conventional residential mortgage portfolio valued at RM 50 million, with completion planned for March 2025; the agreement should include specific provisions for ongoing servicing arrangements by the selling bank."
1. Parties: Identification of the seller (typically a financial institution) and purchaser, including their registration details and addresses
2. Background: Context of the transaction, including the seller's ownership of the mortgage portfolio and intention to sell
3. Definitions: Comprehensive definitions of terms used throughout the agreement
4. Sale and Purchase: Core terms of the transaction, including the agreement to sell and purchase the mortgage portfolio
5. Purchase Price: Calculation methodology and payment terms for the mortgage portfolio
6. Conditions Precedent: Prerequisites that must be satisfied before completion
7. Completion: Process and requirements for completing the transaction
8. Representations and Warranties: Statements of fact and assurances from both parties
9. Covenants: Ongoing obligations of both parties
10. Transfer Process: Procedures for transferring the mortgage assets and related documentation
11. Indemnification: Provisions for compensation in case of breach or losses
12. Confidentiality: Obligations regarding confidential information
13. Governing Law and Jurisdiction: Malaysian law as governing law and jurisdiction provisions
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Islamic Finance Compliance: Required when the mortgage portfolio includes Islamic financing facilities, ensuring Shariah compliance
2. Servicing Arrangements: Needed when the original lender will continue servicing the mortgages post-sale
3. Security Assignment: Required when there is separate security documentation to be assigned
4. Tax Provisions: Detailed tax arrangements when specific tax structures or benefits are part of the transaction
5. Foreign Exchange Provisions: Required when the transaction involves multiple currencies
6. Data Protection: Additional provisions when detailed personal data processing arrangements are needed
7. Regulatory Compliance: Specific provisions when the transaction requires particular regulatory approvals or compliance
1. Schedule 1 - Mortgage Portfolio Details: Detailed list of all mortgages being purchased, including borrower details, property information, and outstanding amounts
2. Schedule 2 - Form of Transfer Documents: Templates of all documents required for transferring the mortgages
3. Schedule 3 - Property Details: Detailed information about the properties securing the mortgages
4. Schedule 4 - Purchase Price Calculation: Detailed methodology and formulae for calculating the purchase price
5. Schedule 5 - Completion Checklist: List of all documents and actions required for completion
6. Schedule 6 - Seller's Power of Attorney: Form of power of attorney for executing transfer documents
7. Appendix A - Due Diligence Findings: Summary of due diligence results and any identified issues
8. Appendix B - Regulatory Approvals: Copies or details of required regulatory approvals
Authors
Banking
Financial Services
Real Estate
Investment Management
Islamic Finance
Property Development
Mortgage Lending
Asset Management
Legal
Finance
Risk Management
Compliance
Treasury
Credit Analysis
Islamic Banking
Portfolio Management
Asset Management
Property Finance
Due Diligence
Transaction Management
Chief Financial Officer
Legal Counsel
Risk Manager
Portfolio Manager
Compliance Officer
Investment Director
Credit Risk Analyst
Treasury Manager
Islamic Banking Specialist
Asset Manager
Property Finance Manager
Due Diligence Officer
Transaction Manager
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