Common use of Agreement to Deliver Documents Clause in Contracts

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed A correct, complete and duly executed United States U.S. Internal Revenue Service Form W-9 W-8ECI or other applicable form (or any successor thereto) ), together with respect to any payments received or to be received by Party A appropriate attachments, that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, Party B will deliver at closing an original properly completed and executed United States Internal Revenue Service Form W-9 or other applicable form (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B A, that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B A under this Agreement, and (ii) thereafter, the appropriate may deliver other tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect forms relating to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered (unless otherwise publicly available) are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Promptly upon becoming publicly available Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Promptly upon becoming publicly available Yes Party A An opinion of counsel to Party A acceptable in form and substance to Party B Upon the execution and delivery of this Agreement No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to deliver Form/Document/ Date by which to document Certificate be delivered Party A An original properly completed and executed United States (i) On or before the first payment date under this Internal Revenue Service Form W-9 (or any successor thereto) Agreement, including any Credit Support Document, (ii) with respect to any payments received or to be received by Party promptly upon the reasonable demand by Party B, (iii) prior A that eliminates U.S. federal withholding and backup to the expiration or obsolescence of any previously withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon actual knowledge by the Trustee the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an An original properly completed and executed United States (i) On or before the first payment date under this Internal Revenue Service Form W-9 (or any successor thereto) Agreement, including any Credit Support Document, (ii) in with respect to any payments received or to be received by the the case of a tax certification form other than a Form W-9, initial beneficial owner of payments to Party B that eliminates before December 31 of each third succeeding calendar year, U.S. federal withholding and backup withholding Tax on payments (iii) promptly upon the reasonable demand by Party B, (iv) to Party B under this Agreement, and (ii) thereafter, the prior to the expiration or obsolescence of any previously appropriate tax certification form (i.e., IRS Form W-9 or IRS delivered form, and (v) promptly upon actual knowledge by Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any the Trustee the information on any such previously delivered successor form thereto)) with respect to any payments received form becoming inaccurate or incorrect. or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. . (ib) upon For the purpose of Section 4(a)(ii), other documents to be delivered are: Party required to deliver Form/Document/ Date by which to Covered by Section 3(d) document Certificate be delivered Representation Party A and Any documents required by the receiving party to evidence the Upon the execution and delivery of this Yes Party B authority of the delivering party or its Credit Support Agreement Provider, if any, for it to execute and deliver the Agreement, (ii) on each Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or before its Credit Support Provider to perform its obligations under the first payment date under this Agreement, including each Confirmation and any Credit Support Document, (iii) as the case may be Party A and A certificate of an authorized officer of the party, as to the Upon the execution and delivery of this Yes Party B incumbency and authority of the respective officers of the Agreement party signing the Agreement, each Confirmation, and any relevant Credit Support Document, as the case may be Party A Annual Report of Party A containing consolidated financial Upon request by Party B Yes statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the case country in which Party A is organized Party A Quarterly Financial Statements of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand Party A containing Upon request by Party BB Yes unaudited, (v) prior consolidated financial statements of Party A's fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Party A An opinion of counsel of such party regarding the Upon the execution and delivery of this No enforceability of this Agreement in a form reasonably Agreement satisfactory to the expiration or obsolescence other party. Party B An executed copy of any previously delivered form, the Pooling and (vi) promptly Servicing Agreement Promptly upon filing of such agreement with No the information on any such previously delivered form becoming inaccurate or incorrect.U.S. Securities and Exchange Commission

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the Pooling and Servicing Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A’s Credit Support Provider containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A’s Credit Support Provider is organized Promptly upon becoming publicly available Yes Party A Semi Annual Financial Statements of Party A’s Credit Support Provider containing unaudited, consolidated financial statements of Party A’s Credit Support Provider’s Interim Report prepared in accordance with generally accepted accounting principles in the country in which Party A’s Credit Support Provider is organized Promptly upon becoming publicly available Yes Party A A guarantee of Swiss Reinsurance Company Upon the execution and delivery of this Agreement No Party A An opinion of counsel to Party A’s Guarantor Upon the execution and delivery of this Agreement No Party A Description of all current credit ratings of Party A by each Rating Agency then rating Party A Promptly upon request by Party B No Party B Pooling and Servicing Agreement Promptly upon becoming publicly available, upon request. No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iiiii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iviii) promptly upon the reasonable demand by Party B, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax 4(a) of the ISDA Master Agreement: (i) Tax forms, documents, or certificates to be delivered are: Party A PARTY REQUIRED TO DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE DATE BY WHICH TO BE DELIVERED ----------------- ----------------------------------- ------------------------------------------ Bear Xxxxxxx An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) executed United States Internal on or before the first payment date under Revenue Service Form W-9 (or any this Agreement, including any Credit successor thereto) with respect to Support Document, (iii) promptly upon the any payments received or to be reasonable demand by Party BCounterparty, (iv) received by Bear Xxxxxxx, that prior to the expiration or obsolescence of eliminates U.S. federal withholding any previously delivered form, and (v) and backup withholding Tax on promptly upon the information on any such payments to Bear Xxxxxxx under this previously delivered form becoming Agreement. inaccurate or incorrect. Counterparty An original properly completed and (i) upon execution of this Agreement, (ii) executed United States Internal on or before the first payment date under Revenue Service Form W-9 (or any this Agreement, including any Credit successor thereto) with respect to Support Document, (iii) promptly upon the any payments received or to be reasonable demand by Bear Xxxxxxx, (iv) received by Counterparty. prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to deliver document Form/Document/ Certificate Date by which to be delivered Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-8XXX, X-0XXX, X-0XXX or xx W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.. Reference Number: FXACE7SL2C HSBC Bank USA, National Association, not individually, but solely as the Trustee on behalf of the Trust with respect to the ACE Securities Corp. Home Equity Loan Trust, Series 2007-SL2 Asset Backed Pass-Through Certificates August 20, 2007

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed A correct, complete and duly executed United States U.S. Internal Revenue Service Form W-9 or other applicable form (or any successor thereto) ), together with respect to any payments received or to be received by Party A appropriate attachments, that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Party B will deliver at closing a U.S. Internal Revenue Service Form W-9 or other applicable form (or any successor thereto) with respect relating to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, together with appropriate attachments, and (ii) thereafter, the appropriate may deliver other tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect forms relating to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Financial Statements as set forth in Party A’s Call Report containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Promptly upon request made by Party B Yes Party A Quarterly Financial Statements as set forth in Party A’s Call Report containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Promptly upon request made by Party B Yes Party A An opinion of counsel to Party A satisfactory in form and substance to Party B Upon the execution and delivery of this Agreement No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon the earlier of filing of such agreement with the U.S. Securities and Exchange Commission or receipt by Party B No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH TO DELIVER DOCUMENT CERTIFICATE BE DELIVERED ----------------- ---------------------------------------- ------------------------------------- Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, executed United States Internal Revenue (ii) on or before the first payment Service Form W-9 (or any successor date under this Agreement, including thereto) with respect to any payments any Credit Support Document, (iii) received or to be received by Party A promptly upon the reasonable demand that eliminates U.S. federal withholding by Party B, (iv) prior to the and backup withholding Tax on payments expiration or obsolescence of any to Party A under this Agreement. previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an An original properly completed and (i) on or before the first payment executed United States Internal Revenue date under this Agreement, including Service Form W-9 (or any successor any Credit Support Document, (ii) in thereto) with respect to any payments the case of a tax certification form received or to be received by the other than a Form W-9, before initial beneficial owner of payments to December 31 of each third succeeding Party B that eliminates U.S. federal calendar year, (iii) promptly upon withholding and backup withholding Tax the reasonable demand by Party B, on payments to Party B under this (iv) prior to the expiration or Agreement, and (ii) thereafter, the obsolescence of any previously appropriate tax certification form delivered form, and (v) promptly upon (i.e., IRS Form W-9 or IRS Form X-0XXXW-8BEN, X-0XXXthe information on any such W-8IMY, X-0XXX W-8EXP or W-8ECI, as applicable previously delivered form becoming (or any successor form thereto)) with inaccurate or incorrect. respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to deliver document Form/Document/Certificate Date by which to be delivered Party A An original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: PARTY REQUIRED TO DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE DATE BY WHICH TO BE DELIVERED ----------------- ---------------------------------------- ------------------------------------- Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, executed United States Internal Revenue (ii) on or before the first payment Service Form W-9 including applicable date under this Agreement, including attachments (or any successor thereto) any Credit Support Document, (iii) with respect to any payments received or promptly upon the reasonable demand to be received by Party A that by Party B, (iv) prior to the eliminates U.S. federal withholding and expiration or obsolescence of any backup withholding Tax on payments to previously delivered form, and (v) Party A under this Agreement. promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an (i) upon execution of this Agreement, original properly completed and executed (ii) on or before the first payment United States Internal Revenue Service date under this Agreement, including Form W-9 any Credit Support X-0 including applicable attachments (or Document, (iii) promptly upon the any successor thereto) with respect to reasonable demand by Party A, (iv) any payments received or to be received prior to the expiration or by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on obsolescence of any previously payments to Party B under this delivered form, and (v) promptly upon Agreement, and (ii) thereafter, the the information on any such appropriate tax certification form previously delivered form becoming (i.e., IRS Form W-9 or IRS Form X-0XXXW-8BEN, X-0XXXinaccurate or incorrect. W-8IMY, X-0XXX W-8EXP or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. . (ib) upon For the purpose of Section 4(a)(ii), other documents to be delivered are: PARTY REQUIRED TO COVERED BY SECTION DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE DATE BY WHICH TO BE DELIVERED 3(D) REPRESENTATION ----------------- -------------------------------------- ------------------------------- ------------------- Party A and Any documents required by the Upon the execution and delivery Yes Party B receiving party to evidence the of this Agreement authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, (ii) on this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or before its Credit Support Provider to perform its obligations under the first payment date under this Agreement, including this Confirmation and any Credit Support Document, (iii) as the case may be Party A and A certificate of an authorized officer Upon the execution and delivery Yes Party B of the party, as to the incumbency and of this Agreement authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Party A Annual Report of Party A's Credit Promptly upon becoming publicly Yes Support Provider containing available consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the case country in which Party A's Credit Support Provider is organized Party A Semi Annual Financial Statements of a tax certification form other than a Form W-9Promptly upon becoming publicly Yes Party A's Credit Support Provider available containing unaudited, before December 31 consolidated financial statements of each third succeeding calendar year, (iv) promptly upon Party A's Credit Support Provider's Interim Report prepared in accordance with generally accepted accounting principles in the reasonable demand by country in which Party B, (v) prior A's Credit Support Provider is organized Party A A guarantee of Swiss Re Upon the execution and delivery No of this Agreement Party A An opinion of counsel to Party A's Upon the expiration or obsolescence execution and delivery No Guarantor of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.this Agreement

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the Pooling and Servicing Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, each Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, each Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, each Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No Part 4. Miscellaneous.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to Form/Document/ Date by which to deliver document Certificate be delivered Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or States Internal Revenue Service Form W-8IMY before the first payment date under this including applicable attachments (or any successor Agreement, including any Credit Support Document, thereto) with respect to any payments received or (iii) promptly upon the reasonable demand by Party to be received by Party A that eliminates U.S. B, (iv) prior to the expiration or obsolescence of federal withholding and backup withholding Tax on any previously delivered form, and (v) promptly payments to Party A under this Agreement. upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed a United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or States Internal Revenue Service Form W-9 (or any before the first payment date under this successor thereto) with respect to any payments Agreement, including any Credit Support Document, received or to be received by the initial (iii) in the case of a tax certification form beneficial owner of payments to Party B under this other than a Form W-9, before December 31 of each Agreement, and (ii) thereafter, the appropriate third succeeding calendar year, (iv) promptly upon tax certification form (i.e., IRS Form W-9 or IRS the reasonable demand by Party B, (v) prior to the Form W-8BEN, W-8IMY, W-8EXP or W-8ECI, as expiration or obsolescence of any previously applicable (or any successor form thereto)) with delivered form, and (vi) promptly upon the respect to any payments received or to be received information on any such previously delivered form by the beneficial owner of payments to Party B becoming inaccurate or incorrect.. under this Agreement from time to time. Indy Mac INDX Mortgage Loan Trust 2006-AR41 Schedule (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party required to Form/Document/ Date by which to Covered by deliver Certificate be delivered Section 3(d) document Representation Party A and Any documents required by the Upon the execution and delivery of Yes Party B receiving party to evidence the this Agreement authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Party A and A certificate of an authorized officer Upon the execution and delivery of Yes Party B of the party, as to the incumbency and this Agreement authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Party A An opinion of counsel to Party A as to Upon the execution and delivery of No the enforceability of this Agreement this Agreement in a form that is reasonably satisfactory to Party B.

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to deliver document Form/Document/ Certificate Date by which to be delivered Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A A, that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, Party B will deliver at closing an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B A, that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B A under this Agreement, and (ii) thereafter, the appropriate may deliver other tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect forms relating to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, each Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, each Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, each Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B . (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on On or before the first payment date under this Agreement, including any Credit Support Document, (iiiii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iviii) promptly upon the reasonable demand by Party B, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the receipt of actual knowledge by the Securities Administrator information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Reference Number: FXACE07HE2 HSBC Bank USA, National Association, not in its individual capacity, but solely as Supplemental Interest Trust Trustee on behalf of the Supplemental Interest Trust with respect to the ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE2 Asset Backed Pass-Through Certificates March 8, 2007 Page 8 of 25 Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to Form/Document/ Date by which to deliver document Certificate be delivered Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) United States Internal Revenue Service Form W-9 on or before the first payment date under (or any successor thereto) with respect to any this Agreement, including any Credit Support payments received or to be received by Party A Document, (iii) promptly upon the reasonable that eliminates U.S. federal withholding and demand by Party B, (iv) prior to the backup withholding Tax on payments to Party A expiration or obsolescence of any previously under this Agreement. delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an (i) upon execution of this Agreement, (ii) original properly completed and executed United on or before the first payment date under States Internal Revenue Service Form W-9 (or this Agreement, including any Credit Support any successor thereto) with respect to any Document, (iii) in the case of a tax payments received or to be received by the certification form other than a Form W-9, initial beneficial owner of payments to Party B before December 31 of each third succeeding that eliminates U.S. federal withholding and calendar year, (iv) promptly upon the backup withholding Tax on payments to Party B reasonable demand by Party A, (v) prior to under this Agreement, and (ii) thereafter, the the expiration or obsolescence of any appropriate tax certification form (i.e., IRS previously delivered form, and (vi) promptly Form W-9 or IRS Form X-0XXXW-8BEN, X-0XXXW-8IMY, X-0XXX W-8EXP or upon the information on any such previously W-8ECI, as applicable (or any successor form delivered form becoming inaccurate or thereto)) with respect to any payments received incorrect. or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. . (ib) upon For the purpose of Section 4(a)(ii), other documents to be delivered are: Party required to Form/Document/ Date by which to Covered by Section deliver document Certificate be delivered 3(d) Representation Party A and Any documents required by the receiving party Upon the execution and delivery Yes Party B to evidence the authority of the delivering of this Agreement party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, (ii) on each Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or before its Credit Support Provider to perform its obligations under the first payment date under this Agreement, including each Confirmation and any Credit Support Document, (iii) as the case may be Party A and A certificate of an authorized officer of the Upon the execution and delivery Yes Party B party, as to the incumbency and authority of of this Agreement the respective officers of the party signing the Agreement, each Confirmation, and any relevant Credit Support Document, as the case may be Party A Annual Report of Party A containing Upon request by Party B Yes consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the case country in which Party A is organized Party A Quarterly Financial Statements of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand Party A Upon request by Party BB Yes containing unaudited, (v) prior consolidated financial statements of Party A's fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Party A and An opinion of counsel of such party regarding Upon the execution and delivery No Party B the enforceability of this Agreement in a form of this Agreement reasonably satisfactory to the expiration or obsolescence other party. Party B An executed copy of any previously delivered form, the Pooling and (vi) promptly Servicing Promptly upon filing of such No Agreement agreement with the information on any such previously delivered form becoming inaccurate or incorrect.U.S. Securities and Exchange Commission

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to deliver document Form/Document/Certificate Date by which to be delivered Party A An original A properly completed and executed United States Internal Revenue Service Form W-9 W-8BEN and 8ECI (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents reasonably required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Promptly upon request after becoming publicly available Yes Party A Opinions of counsel to Party A substantially in the form of Exhibit A to this Confirmation Upon the execution and delivery of this Agreement No Party B An opinion of counsel to Party B reasonably satisfactory to Party A Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly following finalization thereof No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 including applicable attachments (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (viv) prior to the expiration or obsolescence of any previously delivered form, and (viv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.. Reference Number: FXACE07SL2 HSBC Bank USA, National Association, not individually, but solely as the Supplemental Interest Trust Trustee on behalf of the Supplemental Interest Trust with respect to the ACE Securities Corp. Home Equity Loan Trust, Series 2007-SL2 Asset Backed Pass-Through Certificates August 20, 2007

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United aUnited States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the PSA. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the Pooling and Servicing Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, each Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, each Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, each Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iiiii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iviii) promptly upon the reasonable demand by Party B, (viv) prior to promptly upon knowledge of the expiration or obsolescence of any previously delivered form, and (viv) promptly upon knowledge that the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party required to Form/Document/ Date by which to deliver document Certificate be delivered Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on United States Internal Revenue Service Form or before the first payment date under this W-8IMY including applicable attachments (or any Agreement, including any Credit Support successor thereto) with respect to any payments Document, (iii) promptly upon the reasonable received or to be received by Party A that demand by Party B, (iv) prior to the eliminates U.S. federal withholding and backup expiration or obsolescence of any previously withholding Tax on payments to Party A under this delivered form, and (v) promptly upon the Agreement. information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed a United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on States Internal Revenue Service Form W-9 (or any or before the first payment date under this successor thereto) with respect to any payments Agreement, including any Credit Support received or to be received by the initial Document, (iii) in the case of a tax beneficial owner of payments to Party B under certification form other than a Form W-9, this Agreement, and (ii) thereafter, the before December 31 of each third succeeding appropriate tax certification form (i.e., IRS calendar year, (iv) promptly upon the reasonable demand by Party Form W-9 or IRS Form W-8BEN, W-8IMY, W-8EXP or reasoxxxxx xxxxxx xx Xxxxx B, (v) prior to the W-8ECI, as applicable (or any successor form expiration or obsolescence of any previously thereto)) with respect to any payments received delivered form, and (vi) promptly upon the or to be received by the beneficial owner of knowledge that information on any such payments to Party B under this Agreement from previously delivered form becoming inaccurate time to time. or incorrect.. INDX 2007-FLX3 Schedule 6 (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party required to Form/Document/ Date by which to Covered by deliver document Certificate be delivered Section 3(d) Representation Party A and Any documents required by the Upon the execution and delivery of Yes Party B receiving party to evidence the this Agreement authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Party A and A certificate of an authorized officer Upon the execution and delivery of Yes Party B of the party, as to the incumbency and this Agreement authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Party A A copy of the annual report for Party Promptly upon becoming publicly Yes A containing audited or certified available financial statements for the most recently ended financial year Party A An opinion of counsel to Party A as Upon the execution and delivery of No to the enforceability of this this Agreement Agreement in a form that is reasonably satisfactory to Party B. Party B An opinion of counsel to Party B as to Upon the execution and delivery of No the enforceability of this Agreement this Agreement in a form that is reasonably satisfactory to Party A. Party B An executed copy of the PSA . Promptly upon execution in final form No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the Pooling and Servicing Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (ivii) promptly upon the reasonable demand by Party BA, (viii) prior to the expiration or obsolescence of any previously delivered form, and (viiv) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, each Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, each Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, each Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A’s Credit Support Provider containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A’s Credit Support Provider is organized Promptly upon becoming publicly available Yes Party A Semi Annual Financial Statements of Party A’s Credit Support Provider containing unaudited, consolidated financial statements of Party A’s Credit Support Provider’s Interim Report prepared in accordance with generally accepted accounting principles in the country in which Party A’s Credit Support Provider is organized Promptly upon becoming publicly available Yes Party A A guarantee of Swiss Reinsurance Company Upon the execution and delivery of this Agreement No Party A An opinion of counsel to Party A’s guarantor Upon the execution and delivery of this Agreement No Party B An opinion of counsel relating to the Pooling and Servicing Agreement and the other principal transaction documents reasonably acceptable to Party A Upon the execution and delivery of this Agreement No Party A Description of all current credit ratings of Party A by each Rating Agency then rating Party A Promptly upon request by Party B No Party B Final executed version of the Pooling and Servicing Agreement Promptly upon such final version becoming publicly available No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the Pooling and Servicing Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 W-8ECI or other applicable form (or any successor thereto) ), together with appropriate attachments, with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party BA, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed a United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time, which forms are received by Party B in accordance with the PSA. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: PARTY REQUIRED TO DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE DATE BY WHICH TO BE DELIVERED ----------------- ----------------------------------------------- --------------------------------------------- Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on United States Internal Revenue Service Form W-9 or before the first payment date under this including applicable attachments (or any Agreement, including any Credit Support successor thereto) with respect to any payments Document, (iii) promptly upon the reasonable received or to be received by Party A that demand by Party B, (iv) prior to the eliminates U.S. federal withholding and backup expiration or obsolescence of any previously withholding Tax on payments to Party A under delivered form, and (v) promptly upon the this Agreement. information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an (i) upon execution of this Agreement, (ii) on original properly completed and executed United or before the first payment date under this States Internal Revenue Service Form W-9 Agreement, including any Credit Support X-0 including applicable attachments (or any Document, (iii) promptly upon the reasonable successor thereto) with respect to any payments demand by Party A, (iv) prior to the received or to be received by the initial expiration or obsolescence of any previously beneficial owner of payments to Party B that eliminates U.S. federal withholding under delivered form, and backup withholding Tax on payments to Party B under (v) promptly upon the this Agreement, and (ii) thereafter, the information on any such previously delivered appropriate tax certification form (i.e., IRS form becoming inaccurate or incorrect. Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. . (ib) upon For the purpose of Section 4(a)(ii), other documents to be delivered are: COVERED BY PARTY REQUIRED TO SECTION 3(D) DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE DATE BY WHICH TO BE DELIVERED REPRESENTATION ----------------- ----------------------------------------------- --------------------------------------------- -------------- Party A and Any documents required by the receiving party Upon the execution and delivery of this Yes Party B to evidence the authority of the delivering Agreement party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, (ii) on this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or before its Credit Support Provider to perform its obligations under the first payment date under this Agreement, including this Confirmation and any Credit Support Document, (iii) as the case may be Party A and A certificate of an authorized officer of the Upon the execution and delivery of this Yes Party B party, as to the incumbency and authority of Agreement the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Party A Annual Report of Party A's Credit Support Promptly upon becoming publicly available Yes Provider containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the case country in which Party A's Credit Support Provider is organized Party A Semi Annual Financial Statements of a tax certification form other than a Form W-9Party A's Promptly upon becoming publicly available Yes Credit Support Provider containing unaudited, before December 31 consolidated financial statements of each third succeeding calendar year, (iv) promptly upon Party A's Credit Support Provider's Interim Report prepared in accordance with generally accepted accounting principles in the reasonable demand by country in which Party B, (v) prior A's Credit Support Provider is organized Party A A guarantee of Swiss Re Upon the execution and delivery of this No Agreement Party A An opinion of counsel to Party A's Guarantor Upon the expiration or obsolescence execution and delivery of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.this No Agreement

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH TO DELIVER DOCUMENT CERTIFICATE BE DELIVERED ----------------- ----------------------------- ---------------------------- Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this completed and executed United Agreement, (ii) on or before States Internal Revenue the first payment date under Service Form W-9 including this Agreement, including applicable attachments (or any Credit Support Document, any successor thereto) with (iii) promptly upon the respect to any payments reasonable demand by Party received or to be received by B, (iv) prior to the Party A that eliminates U.S. expiration or obsolescence federal withholding and of any previously delivered backup withholding Tax on form, and (v) promptly upon payments to Party A under the information on any such this Agreement. previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this (i) upon execution of this Agreement, an original Agreement, (ii) on or before properly completed and the first payment date under executed United States this Agreement, including Internal Revenue Service Form any Credit Support Document, W-9 including applicable (iii) promptly upon the attachments (or any successor reasonable demand by Party thereto) with respect to any A, (iv) prior to the payments received or to be expiration or obsolescence received by the initial of any previously delivered beneficial owner of payments to Party B that eliminates U.S. federal withholding form, and backup withholding Tax on payments (v) promptly upon to Party B under this the information on any such Agreement, and (ii) previously delivered form thereafter, the appropriate becoming inaccurate or tax certification form (i.e., incorrect. IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.

Agreement to Deliver Documents. (a) For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the knowledge that information on any such previously delivered form becoming inaccurate or incorrect. (b) For the purpose of Section 4(a)(ii), other documents to be delivered are: Party A and Party B Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver the Agreement, this Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under the Agreement, this Confirmation and any Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A and Party B A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing the Agreement, this Confirmation, and any relevant Credit Support Document, as the case may be Upon the execution and delivery of this Agreement Yes Party A Annual Report of Party A containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A Quarterly Financial Statements of Party A containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which Party A is organized Upon request by Party B Yes Party A and Party B An opinion of counsel of such party regarding the enforceability of this Agreement in a form reasonably satisfactory to the other party. Upon the execution and delivery of this Agreement No Party B An executed copy of the Pooling and Servicing Agreement Promptly upon filing of such agreement with the U.S. Securities and Exchange Commission No

Agreement to Deliver Documents. For the purpose of Section 4(a)(i), tax forms, documents, or certificates to be delivered are: Party A An original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax on payments to Party A under this Agreement. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) promptly upon the reasonable demand by Party B, (iv) prior to the expiration or obsolescence of any previously delivered form, and (v) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B that eliminates U.S. federal withholding and backup withholding Tax on payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXXW-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor form thereto)) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) upon execution of this Agreement, (ii) on or before the first payment date under this Agreement, including any Credit Support Document, (iii) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year, (iv) promptly upon the reasonable demand by Party B, (v) prior to the expiration or obsolescence of any previously delivered form, and (vi) promptly upon the information on any such previously delivered form becoming inaccurate or incorrect.