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1. Parties: Identification of the seller and purchaser of the mortgage, including full legal names, registration details, and addresses
2. Background: Context of the transaction, including details about the existing mortgage, the underlying property, and the purpose of the transfer
3. Definitions: Key terms used throughout the contract, including technical banking and legal terminology
4. Subject Matter of Sale: Detailed description of the mortgage being sold, including principal amount, interest rate, and maturity date
5. Purchase Price and Payment: Specification of the purchase price, payment terms, and payment mechanics
6. Transfer of Mortgage: Legal mechanics for transferring the mortgage rights, including land registry requirements
7. Representations and Warranties: Seller's confirmations regarding the validity and status of the mortgage
8. Closing Conditions: Prerequisites that must be satisfied before the transfer can be completed
9. Costs and Taxes: Allocation of transaction costs, including notary fees and registration costs
10. Notices: Communication procedures between parties
11. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes
1. Seller Financing: Terms for any deferred payment of the purchase price, used when the purchase price is paid in installments
2. Security Arrangements: Additional security provisions, needed when collateral beyond the mortgage itself is provided
3. Borrower Notification: Procedures for informing the underlying mortgage borrower, required when immediate notification is part of the agreement
4. Servicing Arrangements: Terms for ongoing mortgage servicing, included when servicing responsibilities are being transferred or retained
5. Further Assurances: Obligations to execute additional documents, included for complex transactions
6. Confidentiality: Provisions for maintaining transaction confidentiality, needed for sensitive commercial transactions
7. Force Majeure: Provisions for unforeseen circumstances, included for longer-term payment arrangements
1. Mortgage Details: Complete details of the mortgage including registration number, principal amount, interest rate, payment schedule
2. Property Description: Legal description and details of the underlying property securing the mortgage
3. Land Register Extract: Current extract from the land register (Grundbuch) showing the mortgage registration
4. Payment Mechanics: Detailed procedures for executing the purchase price payment
5. Required Notices: Forms of notices required for various communications under the contract
6. Transfer Documents: Forms of documents required to effect the transfer of the mortgage
7. Due Diligence Documents: List of documents provided during due diligence that form basis of representations
Applicable Law
Banking Day
Borrower
Closing Date
Completion
Cut-off Date
Encumbrance
Grundbuch
Grundbuchamt
Hypothek
Interest Rate
Land Charge
Loan Agreement
Mortgage
Mortgage Documents
Notarial Deed
Outstanding Principal
Payment Date
Property
Purchase Price
Purchaser
Registration Requirements
Secured Obligations
Security Interest
Seller
Transfer Date
Transfer Documents
Underlying Loan
Valuation Report
Security Purpose Agreement
Notarization Requirements
Purchase Price Adjustment
Representations and Warranties
Required Authorizations
Signing Date
Title Documents
Transaction Documents
Recitals
Definitions
Sale and Purchase
Purchase Price
Payment Terms
Transfer Mechanics
Representations and Warranties
Notarization Requirements
Registration Requirements
Conditions Precedent
Completion Obligations
Security Transfer
Title Guarantee
Further Assurance
Costs and Expenses
Tax Provisions
Assignment
Confidentiality
Data Protection
Notices
Force Majeure
Severability
Amendment
Entire Agreement
Governing Law
Jurisdiction
Waiver
Counterparts
Indemnification
Servicing Arrangements
Default
Remedies
Compliance with Laws
Anti-Money Laundering
Regulatory Compliance
Banking and Financial Services
Real Estate
Investment Management
Mortgage Banking
Financial Technology
Legal Services
Property Development
Asset Management
Legal
Real Estate Finance
Investment Management
Risk Management
Compliance
Banking Operations
Treasury
Credit Risk
Portfolio Management
Transaction Management
Legal Counsel
Mortgage Banking Officer
Real Estate Finance Manager
Investment Manager
Portfolio Manager
Risk Manager
Compliance Officer
Banking Operations Manager
Real Estate Attorney
Transaction Manager
Treasury Manager
Credit Risk Officer
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