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1. Parties: Identification of the seller (current mortgage holder), purchaser, and any relevant third parties
2. Background: Context of the transaction, including details of the existing mortgage and purpose of the purchase
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase: Core terms of the transaction, including the mortgage assets being purchased and consideration
5. Purchase Price and Payment: Details of the purchase price, payment method, and timing
6. Conditions Precedent: Conditions that must be satisfied before completion of the purchase
7. Completion: Process and requirements for completing the transaction
8. Representations and Warranties: Statements of fact and assurances from both parties
9. Seller's Covenants: Ongoing obligations and commitments of the seller
10. Transfer of Rights: Provisions regarding the transfer of mortgage rights and related security
11. Notice to Borrowers: Requirements and process for notifying underlying borrowers of the transfer
12. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and jurisdiction
13. Dispute Resolution: Procedures for handling disputes between parties
14. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Islamic Banking Compliance: Required when the mortgage portfolio includes Islamic banking products to ensure Shariah compliance
2. Servicer Arrangements: Needed when a third-party servicer will be involved in managing the mortgage portfolio
3. Data Protection: Required when personal data transfer is involved and specific data protection measures are needed
4. Tax Provisions: Detailed tax arrangements when specific tax structures or considerations apply
5. Foreign Exchange Provisions: Required when the transaction involves foreign currency elements
6. Regulatory Compliance: Additional regulatory requirements for specific types of financial institutions
7. Post-Completion Obligations: Special arrangements for post-completion matters if required
1. Schedule 1 - Mortgage Portfolio Details: Detailed list and information about all mortgages being purchased
2. Schedule 2 - Form of Transfer Deed: Template for the legal transfer of each mortgage
3. Schedule 3 - Property Details: Details of the underlying properties secured by the mortgages
4. Schedule 4 - Borrower Information: List of borrowers and their relevant details
5. Schedule 5 - Outstanding Amounts: Details of outstanding mortgage amounts and payment histories
6. Schedule 6 - Required Approvals: List of regulatory and other approvals required
7. Appendix A - Due Diligence Checklist: Checklist of required due diligence items
8. Appendix B - Completion Documents: List of documents required for completion
9. Appendix C - Form of Notices: Template notices to borrowers and other relevant parties
Applicable Law
Assignment Date
Authorizations
Borrower
Business Day
Completion
Completion Date
Conditions Precedent
Cut-off Date
Default Interest
Effective Date
Encumbrance
Event of Default
Existing Security
Financial Indebtedness
Financing Documents
Governing Law
Islamic Finance Documents
Legal Requirements
Liability
Loan Agreement
Material Adverse Effect
Mortgage
Mortgage Assets
Mortgage Documents
Mortgage Portfolio
Mortgage Rights
Outstanding Principal
Payment Date
Property
Purchase Price
Purchaser's Warranties
Regulatory Authority
Related Rights
Relevant Authority
Security
Security Interest
Seller's Warranties
Service Provider
State Bank of Pakistan
Succession Certificate
Title Documents
Transaction Documents
Transfer Date
Transfer Documents
Underlying Property
Valuation Report
Consideration
Conditions Precedent
Completion
Representations and Warranties
Covenants
Transfer of Rights
Security Assignment
Payment Terms
Due Diligence
Regulatory Compliance
Islamic Banking Compliance
Property Transfer
Title and Ownership
Registration Requirements
Confidentiality
Data Protection
Indemnification
Force Majeure
Notice Requirements
Default and Remedies
Assignment and Transfer
Amendment and Modification
Severability
Entire Agreement
Further Assurance
Governing Law
Dispute Resolution
Stamp Duty
Costs and Expenses
Termination
Boilerplate Provisions
Banking
Financial Services
Real Estate
Islamic Finance
Investment Management
Mortgage Industry
Legal Services
Property Development
Legal
Finance
Risk Management
Compliance
Islamic Banking
Real Estate
Treasury
Investment
Portfolio Management
Operations
Due Diligence
Corporate Advisory
Chief Financial Officer
Legal Counsel
Mortgage Portfolio Manager
Risk Manager
Compliance Officer
Islamic Banking Advisor
Property Portfolio Manager
Investment Manager
Treasury Manager
Due Diligence Officer
Real Estate Manager
Banking Operations Manager
Financial Controller
Corporate Lawyer
Asset Manager
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