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Mortgage Loan Purchase And Sale Agreement Template for Australia

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Key Requirements PROMPT example:

Mortgage Loan Purchase And Sale Agreement

"I need a Mortgage Loan Purchase and Sale Agreement for the sale of a $50M residential mortgage portfolio from ABC Bank to XYZ Investment Fund, with completion scheduled for March 2025, including provisions for ongoing loan servicing by the seller."

Document background
The Mortgage Loan Purchase and Sale Agreement is a crucial document used in Australian financial markets when one institution wishes to transfer a portfolio of mortgage loans to another. This agreement is commonly utilized in scenarios such as portfolio restructuring, capital management, or strategic divestment of loan assets. It must comply with Australian federal legislation including the National Consumer Credit Protection Act and state-specific property laws. The document typically includes detailed provisions covering the identification of the loan portfolio, purchase price mechanisms, representations about loan quality, transfer procedures, and ongoing obligations of both parties. It's essential for transactions involving mortgage loan portfolios in Australia and requires careful consideration of both regulatory requirements and commercial objectives.
Suggested Sections

1. Parties: Identifies the seller and purchaser of the mortgage loans

2. Background: Explains the context of the transaction and the parties' intentions

3. Definitions and Interpretation: Defines key terms used throughout the agreement and sets out interpretation principles

4. Sale and Purchase: Details the agreement to sell and purchase the mortgage loans, including the purchase price mechanism

5. Conditions Precedent: Lists conditions that must be satisfied before completion of the purchase

6. Completion: Sets out the completion process, timing, and deliverables

7. Representations and Warranties: Seller's representations about the mortgage loans and both parties' general warranties

8. Repurchase Obligations: Circumstances where the seller must repurchase loans that breach warranties

9. Transfer Mechanics: Procedures for transferring the loans, including registration requirements

10. Payment Provisions: Details about purchase price calculation, adjustments, and payment terms

11. Notice to Borrowers: Requirements for notifying borrowers about the transfer

12. Confidentiality: Obligations regarding confidential information and privacy

13. Costs and Stamp Duty: Allocation of transaction costs and stamp duty obligations

14. General Provisions: Standard contractual provisions including governing law, notices, and amendments

Optional Sections

1. Servicing Arrangements: Required if the servicing of the loans is being transferred or new servicing arrangements are being established

2. Post-Completion Obligations: Include when there are specific ongoing obligations after completion

3. Security Trust: Required if a security trustee structure is being used

4. Treatment of Non-Performing Loans: Include if there are special arrangements for non-performing loans

5. Data Protection: Detailed section required if significant personal data is being transferred

6. Break Fees and Prepayment: Include if there are specific arrangements for handling break fees or prepayment features

7. Securitisation Provisions: Required if the loans are being purchased for securitisation purposes

8. Pool Audit Rights: Include if the purchaser requires specific audit rights for the loan pool

Suggested Schedules

1. Schedule 1 - Loan Schedule: Detailed list of all mortgage loans being sold, including key characteristics

2. Schedule 2 - Eligibility Criteria: Criteria that each loan must satisfy to be eligible for purchase

3. Schedule 3 - Loan Warranties: Specific warranties given in relation to each mortgage loan

4. Schedule 4 - Transfer Procedures: Detailed procedures for effecting the transfer of the loans

5. Schedule 5 - Form of Transfer Documents: Pro forma transfer documents required for the transaction

6. Schedule 6 - Purchase Price Calculation: Detailed methodology for calculating the purchase price

7. Schedule 7 - Completion Checklist: List of all documents and actions required at completion

8. Appendix A - Form of Notice to Borrowers: Template for the notice to be sent to borrowers

9. Appendix B - Power of Attorney: Form of power of attorney if required for the transfer

10. Appendix C - Security Documents: List and copies of relevant security documents

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions





































































Clauses







































Relevant Industries

Banking

Financial Services

Real Estate

Investment Management

Mortgage Lending

Asset Management

Financial Technology

Legal Services

Relevant Teams

Legal

Finance

Compliance

Risk Management

Mortgage Operations

Treasury

Credit

Portfolio Management

Due Diligence

Documentation

Asset Management

Loan Operations

Relevant Roles

Chief Financial Officer

Head of Mortgage Operations

Legal Counsel

Compliance Officer

Portfolio Manager

Credit Risk Manager

Treasury Manager

Mortgage Operations Manager

Due Diligence Manager

Transaction Manager

Asset Manager

Chief Risk Officer

Documentation Specialist

Loan Operations Officer

Legal Director

Head of Credit

Industries









Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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