Mortgage Loan Sale Agreement Template for United States

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Key Requirements PROMPT example:

Mortgage Loan Sale Agreement

"Need a Mortgage Loan Sale Agreement for the transfer of a portfolio of 250 residential mortgage loans from First National Bank to Capital Investments LLC, with closing scheduled for March 15, 2025, including provisions for servicing transfer and MERS registration."

Document background
The Mortgage Loan Sale Agreement is essential for financial institutions engaging in the secondary mortgage market in the United States. It is used when a lender wishes to sell part or all of their mortgage loan portfolio to another institution, often for liquidity management, risk transfer, or regulatory compliance purposes. The agreement must address complex regulatory requirements at both federal and state levels, including consumer protection laws, securities regulations, and specific state mortgage lending requirements. It typically includes detailed schedules of the loans being sold, representations about their quality, and specific procedures for transferring loan documentation and servicing rights.
Suggested Sections

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

2. Background/Recitals: Sets forth the context and purpose of the agreement

3. Definitions: Defines key terms used throughout the agreement

4. Purchase and Sale: Details the fundamental transaction and purchase price

5. Closing: Specifies closing date, conditions, and mechanics

6. Representations and Warranties: Seller's and purchaser's representations regarding the loans and their authority

7. Covenants: Ongoing obligations of the parties

8. Remedies: Rights and remedies in case of breach

9. Governing Law: Specifies applicable law and jurisdiction

Optional Sections

1. Securitization Provisions: Required if loans will be securitized. Include when loans are intended for securitization

2. Servicing Transfer Provisions: Details transfer of servicing rights. Include when servicing rights are being transferred

3. MERS Provisions: Requirements for MERS-registered loans. Include when loans are registered with MERS

Suggested Schedules

1. Mortgage Loan Schedule: Detailed list of all loans being sold with key characteristics

2. Due Diligence Criteria: Standards for loan review and acceptance

3. Required Documents: List of required documentation for each loan

4. Form of Assignment: Template for loan assignment documentation

5. Purchase Price Calculation: Methodology for calculating purchase price

6. Transfer Instructions: Detailed procedures for transferring loans and documents

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Industries

Truth in Lending Act (TILA): Federal law that requires lenders to provide standardized disclosures about credit terms and costs, including Regulation Z implementation requirements

Real Estate Settlement Procedures Act (RESPA): Federal law governing real estate settlement processes, including Regulation X requirements for mortgage servicing and settlement procedures

Fair Credit Reporting Act (FCRA): Federal law regulating the collection, dissemination, and use of consumer credit information

Equal Credit Opportunity Act (ECOA): Federal law prohibiting discrimination in lending based on race, color, religion, national origin, sex, marital status, age, or public assistance status

Fair Housing Act: Federal law prohibiting discrimination in residential real estate transactions

Gramm-Leach-Bliley Act: Federal law requiring financial institutions to explain their information-sharing practices and protect sensitive consumer data

Dodd-Frank Act: Comprehensive federal law reforming financial regulation, including mortgage lending practices and consumer protection measures

CFPB Regulations: Consumer Financial Protection Bureau regulations governing mortgage lending, servicing, and consumer protection

Securities Exchange Act: Federal law governing securities trading and registration, relevant if the mortgage loans will be securitized

USA PATRIOT Act: Federal law requiring customer identification and anti-money laundering procedures in financial transactions

State Mortgage Lending Laws: State-specific regulations governing mortgage lending practices and requirements

State Usury Laws: State-specific limitations on interest rates and loan charges

State Foreclosure Laws: State-specific procedures and requirements for foreclosure processes

State Licensing Requirements: State-specific licensing obligations for mortgage lenders and servicers

State Consumer Protection Laws: State-specific regulations protecting consumers in financial transactions

State Recording Requirements: State-specific rules for recording mortgage documents and assignments

UCC Article 3: Uniform Commercial Code provisions governing negotiable instruments

UCC Article 9: Uniform Commercial Code provisions governing secured transactions

MERS Requirements: Mortgage Electronic Registration Systems requirements for tracking mortgage ownership and servicing rights

FHA Requirements: Federal Housing Administration specific requirements for FHA-insured loans

VA Requirements: Veterans Administration specific requirements for VA-guaranteed loans

GSE Requirements: Fannie Mae and Freddie Mac requirements for conforming loans and secondary market sales

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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