Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to this Agreement, it is understood and agreed that the Seller's rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. EXHIBIT 10 FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of ________, 200_, among HSBC Bank, National Association (the "Assignor"), ____________________ (the "Assignee") [not individually but solely as trustee on behalf of the holders of the ___________, Series ____, Asset-Backed Certificates] and _______________ (the "Company"). In consideration of the mutual promises contained herein the parties hereto agree that the residential mortgage loans (the "Assigned Loans") listed on Attachment 1 annexed hereto (the "Assigned Loan Schedule") purchased by Assignor from Company pursuant to (a) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of ________, 200_, between Assignor and Company (the "Purchase Agreement"), shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement.
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Samples: Assignment, Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)
Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller Purchaser hereunder by a successor servicer pursuant to Section 11.17 of this Agreement, it is understood and agreed that the SellerPurchaser's rights and obligations under any Sub-Servicing Agreement then in force between the Seller Purchaser and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller Purchaser shall, upon the reasonable request of the PurchaserSeller, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. The Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. XXXXXXX X-0 MONTHLY REPORT Investor Code CMI Loan Number Investor Loan Number Last Paid Installment Scheduled Payment Scheduled Interest Rate Servicing Fee Beginning Scheduled Balance Unpaid Principal Balance Ending Scheduled Balance Scheduled Principal Unscheduled Principal Interest on Curtailment Total Principal Scheduled Interest Total Remittance Payoff Date Payoff Amount Soldiers and Sailors (S&S) Flag S&S Subsidy Amount S&S Order End Date Prepayment Penalty Amount Prepayment Amount Waived Action Code EXHIBIT 10 M-2 MONTHLY DELIQUENCY REPORT Purchaser shall provide the following information to Purchaser as required by the Agreement. Table Investor Name - Investor Name Servicer Loan Number Investor Loan Number Servicer's Investor Number Borrower Last Name Mortgagor - First and Last Name Xxxxxxx Xxxx 0 Xxxxxxx Xxxx 0 Xxxx Xxxxx Zip Code Table - Generic Active Loan Type Code - ex: conventional, fha, etc. Loan Type Description Reason Code - reason for default Reason for Default Description Delinquency Status Code Delinquency Status Description Property Inspection Date Property Condition Code Property Condition Description Occupancy Code Occupancy Description Note Rate Principal Balance Principal and Interest Payment Total Due Amount Table Max Plus Loan Type Code- ex: conventional, fha Loss Mitigation Received Date Loss Mitigation Approved Loss Mitigation Plan Loss Mitigation Estimated Close Date - estimated ending date of Loss Mitigation plan Loss Mitigation Actual Close Date - actual ending date of Loss Mitigation plan Bankruptcy Filed Date Bankruptcy Chapter Bankruptcy Case Number POC Filed Date - Bankruptcy Proof of Claim MFR Filed Date - Bankruptcy Motion for Release Post-Petition Due Date Discharge / Dismissal Date - Bankruptcy Foreclosure Referral Date First Legal Date - first date of legal action - Foreclosure Foreclosure Sale Estimated Date Foreclosure Sale Action Foreclosure Bid Eviction Start Date Eviction Complete Date List Price List Date Contract Price Contract Date Appraisal Date Appraisal Value MI Claim Filed Date MI Filed Amount MI Claim Received Date MI Received Amount Actual Closing Date Estimated Closing Date Claim Type Active Investor 1 Name Code - Investor Code Investor 1 ID - Investor Code Close Code - code indicating if loan is still active in delinquency system Months Delinquent Interest Paid to Date EXHIBIT N FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of ANNUAL CERTIFICATION Re: The [__________] agreement dated as of [_____], 200[_, among HSBC Bank, National Association ] (the "AssignorAgreement"), among [IDENTIFY PARTIES] I am, ____________________ (the "Assignee") [not individually but solely as trustee on behalf of the holders of the _____________, Series the ____, Asset-Backed Certificates] and ___________________ of [NAME OF SERVICER] and, in such capacity, the officer in charge of the Servicer's responsibility on Exhibit [_] to the Agreement. I hereby certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:
(1) I have reviewed the servicer compliance statement of the Servicer provided in accordance with Item 1123 of Regulation AB (the "CompanyCompliance Statement"). In consideration , the report on assessment of the mutual promises contained herein Servicer's compliance with the parties hereto agree that the residential mortgage loans servicing criteria set forth in Item 1122(d) of Regulation AB (the "Assigned LoansServicing Criteria") listed on Attachment 1 annexed hereto ), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the "Assigned Loan ScheduleExchange Act") purchased by Assignor from Company and Item 1122 of Regulation AB (the "Servicing Assessment"), the registered public accounting firm's attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"), and all other data, servicing reports, officer's certificates and information relating to the performance of the Servicer under the terms of the Agreement during 200[ ] that were delivered to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (acollectively, the "Servicer Servicing Information");
(2) Based on my knowledge, the reports and information comprising the Servicer Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading as of the period covered by or the date of such reports or information or the date of this certification;
(3) Based on my knowledge, all of the Servicer Servicing Information required to be provided by the Servicer under the Agreement has been provided to the [Depositor] [Master Mortgage Loan Purchase and Servicing Servicer] [Securities Administrator] [Trustee];
(4) I am responsible for reviewing the activities performed by the Servicer under the Agreement, dated and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Servicer has fulfilled its obligations under the Agreement in all material respects; and
(5) The Compliance Statement required to be delivered by the Servicer pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Servicer and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. The Servicing Assessment and the Attestation Report cover all items of the servicing criteria identified on Exhibit 21 to the Agreement as applicable to the Servicer. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports. The following material instances of noncompliance identified in the Servicing Assessment and the Attestation Report relate to the performance or obligations of the Servicer under the Agreement: ____________ (if none, 200_, between Assignor and Company (the state "Purchase AgreementNone."). CITIMORTGAGE, INC. (Servicer) By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- Date: ---------------------------------- EXHIBIT O SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall be subject address, at a minimum, the criteria identified as below as "Applicable Servicing Criteria": Servicing Criteria Applicable ------------------------------------------------------------------- Servicing Reference Criteria Criteria ---------------- ------------------------------------------------ ---------- General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. X 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. X 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of this AAR Agreementthe transaction agreements. Capitalized terms used herein but not defined shall have X Cash Collection and Administration 1122(d)(2)(i) Payments on mortgage loans are deposited into the meanings ascribed to them appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the Purchase Agreement.transaction agreements. X 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. X 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. X 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. X
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Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller Purchaser hereunder by a successor servicer pursuant to Section 11.17 of this Agreement, it is understood and agreed that the SellerPurchaser's rights and obligations under any Sub-Servicing Agreement then in force between the Seller Purchaser and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller Purchaser shall, upon the reasonable request of the PurchaserSeller, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. The Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. XXXXXXX X-0 MONTHLY REPORT Investor Code CMI Loan Number Investor Loan Number Last Paid Installment Scheduled Payment Scheduled Interest Rate Servicing Fee Beginning Scheduled Balance Unpaid Principal Balance Ending Scheduled Balance Scheduled Principal Unscheduled Principal Interest on Curtailment Total Principal Scheduled Interest Total Remittance Payoff Date Payoff Amount Soldiers and Sailors (S&S) Flag S&S Subsidy Amount S&S Order End Date Prepayment Penalty Amount Prepayment Amount Waived Action Code EXHIBIT 10 M-2 MONTHLY DELIQUENCY REPORT Purchaser shall provide the following information to Purchaser as required by the Agreement. Table Investor Name -- Investor Name Servicer Loan Number Investor Loan Number Servicer's Investor Number Borrower Last Name Mortgagor -- First and Last Name Xxxxxxx Xxxx 0 Xxxxxxx Xxxx 0 Xxxx Xxxxx Zip Code Table -- Generic Active Loan Type Code -- ex: conventional, fha, etc. Loan Type Description Reason Code -- reason for default Reason for Default Description Delinquency Status Code Delinquency Status Description Property Inspection Date Property Condition Code Property Condition Description Occupancy Code Occupancy Description Note Rate Principal Balance Principal and Interest Payment Total Due Amount Table Max Plus Loan Type Code-- ex: conventional, fha Loss Mitigation Received Date Loss Mitigation Approved Loss Mitigation Plan Loss Mitigation Estimated Close Date -- estimated ending date of Loss Mitigation plan Loss Mitigation Actual Close Date -- actual ending date of Loss Mitigation plan Bankruptcy Filed Date Bankruptcy Chapter Bankruptcy Case Number POC Filed Date -- Bankruptcy Proof of Claim MFR Filed Date -- Bankruptcy Motion for Release Post-Petition Due Date Discharge / Dismissal Date -- Bankruptcy Foreclosure Referral Date First Legal Date -- first date of legal action - Foreclosure Foreclosure Sale Estimated Date Foreclosure Sale Action Foreclosure Bid Eviction Start Date Eviction Complete Date List Price List Date Contract Price Contract Date Appraisal Date Appraisal Value MI Claim Filed Date MI Filed Amount MI Claim Received Date MI Received Amount Actual Closing Date Estimated Closing Date Claim Type Active Investor 1 Name Code -- Investor Code Investor 1 ID -- Investor Code Close Code -- code indicating if loan is still active in delinquency system Months Delinquent Interest Paid to Date EXHIBIT N FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made ANNUAL CERTIFICATION Re: The [ ] agreement dated as of ________[ ], 200_, among HSBC Bank, National Association [ ] (the "AssignorAgreement"), among [IDENTIFY PARTIES] I am, ____________________ (the "Assignee") [not individually but solely as trustee on behalf of the holders of ___, the ___________, Series ____, Asset-Backed Certificates] and _______________ of [NAME OF SERVICER] and, in such capacity, the officer in charge of the Servicer's responsibility on Exhibit [ ] to the Agreement. I hereby certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:
(1) I have reviewed the servicer compliance statement of the Servicer provided in accordance with Item 1123 of Regulation AB (the "CompanyCompliance Statement"). In consideration , the report on assessment of the mutual promises contained herein Servicer's compliance with the parties hereto agree that the residential mortgage loans servicing criteria set forth in Item 1122(d) of Regulation AB (the "Assigned LoansServicing Criteria") listed on Attachment 1 annexed hereto ), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the "Assigned Loan ScheduleExchange Act") purchased by Assignor from Company and Item 1122 of Regulation AB (the "Servicing Assessment"), the registered public accounting firm's attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"), and all other data, servicing reports, officer's certificates and information relating to the performance of the Servicer under the terms of the Agreement during 200[ ] that were delivered to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (acollectively, the "Servicer Servicing Information");
(2) Based on my knowledge, the reports and information comprising the Servicer Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading as of the period covered by or the date of such reports or information or the date of this certification;
(3) Based on my knowledge, all of the Servicer Servicing Information required to be provided by the Servicer under the Agreement has been provided to the [Depositor] [Master Mortgage Loan Purchase and Servicing Servicer] [Securities Administrator] [Trustee];
(4) I am responsible for reviewing the activities performed by the Servicer under the Agreement, dated and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Servicer has fulfilled its obligations under the Agreement in all material respects; and
(5) The Compliance Statement required to be delivered by the Servicer pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Servicer and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. The Servicing Assessment and the Attestation Report cover all items of the servicing criteria identified on Exhibit 21 to the Agreement as applicable to the Servicer. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports. The following material instances of noncompliance identified in the Servicing Assessment and the Attestation Report relate to the performance or obligations of the Servicer under the Agreement: ____________ (if none, 200_, between Assignor and Company (the state "Purchase AgreementNone."). CITIMORTGAGE, INC. (Servicer) By: Name: Title: Date: EXHIBIT O SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall be subject address, at a minimum, the criteria identified as below as "Applicable Servicing Criteria": Servicing Criteria Applicable ------------------------------------------------------------------------------------------------------------ Servicing Reference Criteria Criteria ---------------- -------------------------------------------------------------------------------- ---------- General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other X triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies X and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party X participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of this AAR Agreementthe transaction agreements. Capitalized terms used herein but not defined shall have Cash Collection and Administration 1122(d)(2)(i) Payments on mortgage loans are deposited into the meanings ascribed to them appropriate custodial bank X accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the Purchase Agreementtransaction agreements. 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor X are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or X distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or X accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.
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Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller Purchaser hereunder by a successor servicer pursuant to Section 11.17 of this Agreement, it is understood and agreed that the SellerPurchaser's rights and obligations under any Sub-Servicing Agreement then in force between the Seller Purchaser and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller Purchaser shall, upon the reasonable request of the PurchaserSeller, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. The Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. XXXXXXX X-0 MONTHLY REPORT Investor Code CMI Loan Number Investor Loan Number Last Paid Installment Scheduled Payment Scheduled Interest Rate Servicing Fee Beginning Scheduled Balance Unpaid Principal Balance Ending Scheduled Balance Scheduled Principal Unscheduled Principal Interest on Curtailment Total Principal Scheduled Interest Total Remittance Payoff Date Payoff Amount Soldiers and Sailors (S&S) Flag S&S Subsidy Amount S&S Order End Date Prepayment Penalty Amount Prepayment Amount Waived Action Code EXHIBIT 10 M-2 MONTHLY DELIQUENCY REPORT Purchaser shall provide the following information to Purchaser as required by the Agreement. Table Investor Name - Investor Name Servicer Loan Number Investor Loan Number Servicer's Investor Number Borrower Last Name Mortgagor - First and Last Name Xxxxxxx Xxxx 0 Xxxxxxx Xxxx 0 Xxxx Xxxxx Zip Code Table - Generic Active Loan Type Code - ex: conventional, fha, etc. Loan Type Description Reason Code - reason for default Reason for Default Description Delinquency Status Code Delinquency Status Description Property Inspection Date Property Condition Code Property Condition Description Occupancy Code Occupancy Description Note Rate Principal Balance Principal and Interest Payment Total Due Amount Table Max Plus Loan Type Code- ex: conventional, fha Loss Mitigation Received Date Loss Mitigation Approved Loss Mitigation Plan Loss Mitigation Estimated Close Date - estimated ending date of Loss Mitigation plan Loss Mitigation Actual Close Date - actual ending date of Loss Mitigation plan Bankruptcy Filed Date Bankruptcy Chapter Bankruptcy Case Number POC Filed Date - Bankruptcy Proof of Claim MFR Filed Date - Bankruptcy Motion for Release Post-Petition Due Date Discharge / Dismissal Date - Bankruptcy Foreclosure Referral Date First Legal Date - first date of legal action - Foreclosure Foreclosure Sale Estimated Date Foreclosure Sale Action Foreclosure Bid Eviction Start Date Eviction Complete Date List Price List Date Contract Price Contract Date Appraisal Date Appraisal Value MI Claim Filed Date MI Filed Amount MI Claim Received Date MI Received Amount Actual Closing Date Estimated Closing Date Claim Type Active Investor 1 Name Code - Investor Code Investor 1 ID - Investor Code Close Code - code indicating if loan is still active in delinquency system Months Delinquent Interest Paid to Date EXHIBIT N FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of ANNUAL CERTIFICATION Re: The [____________________] agreement dated as of [__________], 200[_, among HSBC Bank, National Association ] (the "AssignorAgreement"), among [IDENTIFY PARTIES] I am, ____________________ (the "Assignee") [not individually but solely as trustee on behalf of the holders of the _____________, Series the ____, Asset-Backed Certificates] and ___________________ of [NAME OF SERVICER] and, in such capacity, the officer in charge of the Servicer's responsibility on Exhibit [ ] to the Agreement. I hereby certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:
(1) I have reviewed the servicer compliance statement of the Servicer provided in accordance with Item 1123 of Regulation AB (the "CompanyCompliance Statement"). In consideration , the report on assessment of the mutual promises contained herein Servicer's compliance with the parties hereto agree that the residential mortgage loans servicing criteria set forth in Item 1122(d) of Regulation AB (the "Assigned LoansServicing Criteria") listed on Attachment 1 annexed hereto ), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the "Assigned Loan ScheduleExchange Act") purchased by Assignor from Company and Item 1122 of Regulation AB (the "Servicing Assessment"), the registered public accounting firm's attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"), and all other data, servicing reports, officer's certificates and information relating to the performance of the Servicer under the terms of the Agreement during 200[ ] that were delivered to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (acollectively, the "Servicer Servicing Information");
(2) Based on my knowledge, the reports and information comprising the Servicer Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading as of the period covered by or the date of such reports or information or the date of this certification;
(3) Based on my knowledge, all of the Servicer Servicing Information required to be provided by the Servicer under the Agreement has been provided to the [Depositor] [Master Mortgage Loan Purchase and Servicing Servicer] [Securities Administrator] [Trustee];
(4) I am responsible for reviewing the activities performed by the Servicer under the Agreement, dated and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Servicer has fulfilled its obligations under the Agreement in all material respects; and
(5) The Compliance Statement required to be delivered by the Servicer pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Servicer and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. The Servicing Assessment and the Attestation Report cover all items of the servicing criteria identified on Exhibit 21 to the Agreement as applicable to the Servicer. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports. The following material instances of noncompliance identified in the Servicing Assessment and the Attestation Report relate to the performance or obligations of the Servicer under the Agreement: ____________ (if none, 200_, between Assignor and Company (the state "Purchase AgreementNone."). CITIMORTGAGE, INC. (Servicer) By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- Date: ---------------------------------- EXHIBIT O SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall be subject address, at a minimum, the criteria identified as below as "Applicable Servicing Criteria": Servicing Criteria Applicable ------------------------------------------------------------------------------------------------ Servicing Reference Criteria Criteria ---------------- ----------------------------------------------------------------------------- --------------- General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other X triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, X policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party X participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of this AAR Agreementthe transaction agreements. Capitalized terms used herein but not defined shall have Cash Collection and Administration 1122(d)(2)(i) Payments on mortgage loans are deposited into the meanings ascribed to them appropriate custodial bank X accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the Purchase Agreementtransaction agreements. 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an X investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or X distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or X accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. 1122(d)(2)(v) Each custodial account is maintained at a federally insured X Servicing Criteria Applicable ------------------------------------------------------------------------------------------------ Servicing Reference Criteria Criteria ---------------- ----------------------------------------------------------------------------- --------------- depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. X 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed X securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are X maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer. 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with X timeframes, distribution priority and other terms set forth in the transaction agreements. 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the X Servicer's investor records, or such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled X checks, or other form of payment, or custodial bank statements. Servicing Criteria Applicable ------------------------------------------------------------------------------------------------ Servicing Reference Criteria Criteria ---------------- ----------------------------------------------------------------------------- --------------- Pool Asset Administration 1122(d)(4)(i) Collateral or security on mortgage loans is maintained as required by the X transaction agreements or related mortgage loan documents. 1122(d)(4)(ii) Mortgage loan and related documents are safeguarded as required by the X transaction agreements. 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, X reviewed and approved in accordance with any conditions or requirements in the transaction agreements. 1122(d)(4)(iv) Payments on mortgage loans, including any payoffs, made in accordance with X the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
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Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to Section 16 of this Agreement, it is understood and agreed that the Seller's rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. The Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. FORM OF TRADE CONFIRMATION [INTENTIONALLY OMITTED] EXHIBIT 10 FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of ________, 200_, among HSBC Bank, National Association (the "Assignor"), ANNUAL CERTIFICATION Re: [____________________ ] (the "AssigneeTrust") ), Mortgage Pass-Through Certificates, Series [not individually but solely as trustee on behalf of the holders of the ___________], Series ____, Asset-Backed Certificates] and _______________ (the "Company"). In consideration of the mutual promises contained herein the parties hereto agree that the residential mortgage loans (the "Assigned Loans") listed on Attachment 1 annexed hereto (the "Assigned Loan Schedule") purchased by Assignor from Company issued pursuant to (a) the Master Mortgage Loan Purchase Pooling and Servicing Agreement, dated as of [________], 200_, between Assignor and Company _ (the "Purchase Pooling and Servicing Agreement"), shall be subject to among [_____], as depositor (the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have "Depositor"), [_____], as trustee (the meanings ascribed to them in "Trustee"), [_____], as servicer (the Purchase Agreement"Servicer"), and [_____], as [depositor] [Master Servicer] [trustee].
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Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to Section 16 of this Agreement, it is understood and agreed that the Seller's ’s rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. EXHIBIT 10 FORM OF FORM OF ASSIGNMENTThe Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. With respect to each Mortgage Loan set forth on a related Mortgage Loan Schedule, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignmentthe Seller shall deliver and release to the Custodian the following documents:
1. the original Mortgage Note bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee to the Seller, Assumption and Recognition Agreement (this "AAR Agreement") made as endorsed in blank, “Pay to the order of ________, 200_, among HSBC Bank, National Association (the "Assignor"), ____________________ , without recourse”, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; If the Seller uses facsimile signatures to endorse Mortgage Notes, the Seller must provide in an Officer’s Certificate that the endorsement is valid and enforceable in the jurisdiction(s) in which the Mortgaged Properties are located and must retain in its corporate records the following specific documentation authorizing the use of facsimile signatures: (i) a resolution from its board of directors authorizing specific officers to use facsimile signatures; stating that facsimile signatures will be a valid and binding act on the "Assignee"Seller’s part; and authorizing the Seller’s corporate secretary to certify the validity of the resolution, the names of the officers authorized to execute documents by using facsimile signatures, and the authenticity of specimen forms of facsimile signatures; (ii) the corporate secretary’s certification of the authenticity and validity of the board of directors’ resolution; and (iii) a notarized “certification of facsimile signature,” which includes both the facsimile and the original signatures of the signing officer(s) and each officer’s certification that the facsimile is a true and correct copy of his or her original signature.
2. in the case of a Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording. The Mortgage shall be assigned, with assignee’s name left blank. If the Mortgage Loan was acquired by the last assignee in a merger, the Assignment of Mortgage must be made by “[name of last assignee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last assignee while doing business under another name, the Assignment of Mortgage must be by “[name of last assignee], formerly known as [previous name]”;
3. the original of any guarantee executed in connection with the Mortgage Note, if any;
4. for each Mortgage Loan that is not individually but solely as trustee a MERS Mortgage Loan, the original Mortgage with evidence of recording thereon or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the title insurer insuring the Mortgage stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Custodian upon receipt thereof by the party delivering the Officer’s Certificate or by the Seller; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage;
5. for each Mortgage Loan that is a MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, or a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded;
6. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any;
7. the originals of all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the title insurer insuring the Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Custodian upon receipt thereof by the party delivering the Officer’s Certificate or by the Seller; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage;
8. if the Mortgage Note, the Mortgage, any Assignment of Mortgage, or any other related document has been signed by a Person on behalf of the holders Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign;
9. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy, containing each of the ___________, Series ____, Asset-Backed Certificates] endorsements required by FNMA and _______________ (insuring the "Company"). In consideration Purchaser and its successors and assigns as to the first or second priority lien of the mutual promises contained herein Mortgage in the parties hereto agree original principal amount of the Mortgage Loan or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; and
10. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. SELLER_NAME Name of Seller (available from “Seller Management” module under “Code” field, required field) ME_AS_OF_DATE Cut off date of report (required field) INV_NUMBER Investor Number SERVICER_ID Servicer loan number SELLER_LOANID Seller loan number (required field) LNAME Last name of borrower FNAME First name of borrower DATE_TRADE_FUND Date of loan's funding with DB, I.e. date that Deutsche Bank bought the residential mortgage loan from the seller INTEREST_RATE Gross interest rate on loan as of end of month being reported PRIN_INT_PYMT P&I on loan as of end of month being reported XXXX Xxxx of the loan IO_FLAG1 Optional: Y/N flag for Interest-Only loans (where applicable) BEG_UPB_ACT Beginning actual balance BEG_UPB_SCH Beginning scheduled balance END_UPB_ACT Ending actual balance END_UPB_SCH Ending scheduled balance PAID_THRU_DATE Paid through date of the "Assigned Loans"loan (required field) listed NEXT_DUE_DATE Next due date at end of month being reported (requried field) DAYS_DELQ Days delinquent at end of month being reported PIF_DATE Payoff date (required field) PRIN_AMT_ACT Actual collected principal remitted to DB PRIN_AMT_SCH Scheduled principal remitted to DB CURTAILMENT Curtailment remitted to DB (required field) INT_AMT_ACT Actual collected interest remitted to DB INT_AMT_SCH Scheduled interest remitted to DB PREPAY_PENALTY_AMT PPP remitted to DB SERVICE_FEE_SCH Service fee charged per loan for the month being reported on Attachment 1 annexed hereto (a scheduled pool SERVICE_FEE_ACT Service fee charged per loan for the "Assigned Loan Schedule") purchased by Assignor from Company pursuant to (a) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of ________, 200_, between Assignor and Company (the "Purchase Agreement"), shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement.month being reported on a actual pool
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Samples: Pooling and Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Sd3)
Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to Section 16 of this Agreement, it is understood and agreed that the Seller's ’s rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. EXHIBIT 10 FORM OF FORM OF ASSIGNMENTThe Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. With respect to each Mortgage Loan set forth on a related Mortgage Loan Schedule, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignmentthe Seller shall deliver and release to the Custodian the following documents:
1. the original Mortgage Note bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee to the Seller, Assumption and Recognition Agreement (this "AAR Agreement") made as endorsed in blank, “Pay to the order of ________, 200_, among HSBC Bank, National Association (the "Assignor"), ____________________ , without recourse”, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; If the Seller uses facsimile signatures to endorse Mortgage Notes, the Seller must provide in an Officer’s Certificate that the endorsement is valid and enforceable in the jurisdiction(s) in which the Mortgaged Properties are located and must retain in its corporate records the following specific documentation authorizing the use of facsimile signatures: (i) a resolution from its board of directors authorizing specific officers to use facsimile signatures; stating that facsimile signatures will be a valid and binding act on the "Assignee"Seller’s part; and authorizing the Seller’s corporate secretary to certify the validity of the resolution, the names of the officers authorized to execute documents by using facsimile signatures, and the authenticity of specimen forms of facsimile signatures; (ii) the corporate secretary’s certification of the authenticity and validity of the board of directors’ resolution; and (iii) a notarized “certification of facsimile signature,” which includes both the facsimile and the original signatures of the signing officer(s) and each officer’s certification that the facsimile is a true and correct copy of his or her original signature.
2. in the case of a Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording. The Mortgage shall be assigned, with assignee’s name left blank. If the Mortgage Loan was acquired by the last assignee in a merger, the Assignment of Mortgage must be made by “[name of last assignee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last assignee while doing business under another name, the Assignment of Mortgage must be by “[name of last assignee], formerly known as [previous name]”;
3. the original of any guarantee executed in connection with the Mortgage Note, if any;
4. for each Mortgage Loan that is not individually but solely as trustee a MERS Mortgage Loan, the original Mortgage with evidence of recording thereon or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the title insurer insuring the Mortgage stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Custodian upon receipt thereof by the party delivering the Officer’s Certificate or by the Seller; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage;
5. for each Mortgage Loan that is a MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, or a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded;
6. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any;
7. the originals of all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the title insurer insuring the Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Custodian upon receipt thereof by the party delivering the Officer’s Certificate or by the Seller; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage;
8. if the Mortgage Note, the Mortgage, any Assignment of Mortgage, or any other related document has been signed by a Person on behalf of the holders Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign;
9. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy, containing each of the ___________, Series ____, Asset-Backed Certificates] endorsements required by FNMA and _______________ (insuring the "Company"). In consideration Purchaser and its successors and assigns as to the first or second priority lien of the mutual promises contained herein Mortgage in the parties hereto agree original principal amount of the Mortgage Loan or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; and
10. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. Field Description SELLER_NAME Name of Seller (available from “Seller Management” module under “Code” field, required field) ME_AS_OF_DATE Cut off date of report (required field) INV_NUMBER Investor Number SERVICER_ID Servicer loan number SELLER_LOANID Seller loan number (required field) LNAME Last name of borrower FNAME First name of borrower DATE_TRADE_FUND Date of loan's funding with DB, I.e. date that Deutsche Bank bought the residential mortgage loan from the seller INTEREST_RATE Gross interest rate on loan as of end of month being reported PRIN_INT_PYMT P&I on loan as of end of month being reported XXXX Xxxx of the loan IO_FLAG1 Optional: Y/N flag for Interest-Only loans (where applicable) BEG_UPB_ACT Beginning actual balance BEG_UPB_SCH Beginning scheduled balance END_UPB_ACT Ending actual balance END_UPB_SCH Ending scheduled balance PAID_THRU_DATE Paid through date of the "Assigned Loans"loan (required field) listed NEXT_DUE_DATE Next due date at end of month being reported (requried field) DAYS_DELQ Days delinquent at end of month being reported PIF_DATE Payoff date (required field) PRIN_AMT_ACT Actual collected principal remitted to DB PRIN_AMT_SCH Scheduled principal remitted to DB CURTAILMENT Curtailment remitted to DB (required field) INT_AMT_ACT Actual collected interest remitted to DB INT_AMT_SCH Scheduled interest remitted to DB PREPAY_PENALTY_AMT PPP remitted to DB SERVICE_FEE_SCH Service fee charged per loan for the month being reported on Attachment 1 annexed hereto (a scheduled pool SERVICE_FEE_ACT Service fee charged per loan for the "Assigned Loan Schedule") purchased by Assignor from Company pursuant to (a) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of ________, 200_, between Assignor and Company (the "Purchase Agreement"), shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement.month being reported on a actual pool
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Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller Purchaser hereunder by a successor servicer pursuant to Section 11.17 of this Agreement, it is understood and agreed that the SellerPurchaser's rights and obligations under any Sub-Servicing Agreement then in force between the Seller Purchaser and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller Purchaser shall, upon the reasonable request of the PurchaserSeller, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. The Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. XXXXXXX X-0 MONTHLY REPORT Investor Code CMI Loan Number Investor Loan Number Last Paid Installment Scheduled Payment Scheduled Interest Rate Servicing Fee Beginning Scheduled Balance Unpaid Principal Balance Ending Scheduled Balance Scheduled Principal Unscheduled Principal Interest on Curtailment Total Principal Scheduled Interest Total Remittance Payoff Date Payoff Amount Soldiers and Sailors (S&S) Flag S&S Subsidy Amount S&S Order End Date Prepayment Penalty Amount Prepayment Amount Waived Action Code EXHIBIT 10 M-2 MONTHLY DELIQUENCY REPORT Purchaser shall provide the following information to Purchaser as required by the Agreement. Table Investor Name - Investor Name Servicer Loan Number Investor Loan Number Servicer's Investor Number Borrower Last Name Mortgagor - First and Last Name Xxxxxxx Xxxx 0 Xxxxxxx Xxxx 0 Xxxx Xxxxx Zip Code Table - Generic Active Loan Type Code - ex: conventional, fha, etc. Loan Type Description Reason Code - reason for default Reason for Default Description Delinquency Status Code Delinquency Status Description Property Inspection Date Property Condition Code Property Condition Description Occupancy Code Occupancy Description Note Rate Principal Balance Principal and Interest Payment Total Due Amount Table Max Plus Loan Type Code- ex: conventional, fha Loss Mitigation Received Date Loss Mitigation Approved Loss Mitigation Plan Loss Mitigation Estimated Close Date - estimated ending date of Loss Mitigation plan Loss Mitigation Actual Close Date - actual ending date of Loss Mitigation plan Bankruptcy Filed Date Bankruptcy Chapter Bankruptcy Case Number POC Filed Date - Bankruptcy Proof of Claim MFR Filed Date - Bankruptcy Motion for Release Post-Petition Due Date Discharge / Dismissal Date - Bankruptcy Foreclosure Referral Date First Legal Date - first date of legal action - Foreclosure Foreclosure Sale Estimated Date Foreclosure Sale Action Foreclosure Bid Eviction Start Date Eviction Complete Date List Price List Date Contract Price Contract Date Appraisal Date Appraisal Value MI Claim Filed Date MI Filed Amount MI Claim Received Date MI Received Amount Actual Closing Date Estimated Closing Date Claim Type Active Investor 1 Name Code - Investor Code Investor 1 ID - Investor Code Close Code - code indicating if loan is still active in delinquency system Months Delinquent Interest Paid to Date EXHIBIT N FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of ANNUAL CERTIFICATION Re: The [___________] agreement dated as of [_______], 200[_, among HSBC Bank, National Association ] (the "AssignorAgreement"), among [IDENTIFY PARTIES] I am, ____________________ (the "Assignee") [not individually but solely as trustee on behalf of the holders of the _____________, Series the ____, Asset-Backed Certificates] and ___________________ of [NAME OF SERVICER] and, in such capacity, the officer in charge of the Servicer's responsibility on Exhibit [_____] to the Agreement. I hereby certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:
(1) I have reviewed the servicer compliance statement of the Servicer provided in accordance with Item 1123 of Regulation AB (the "CompanyCompliance Statement"). In consideration , the report on assessment of the mutual promises contained herein Servicer's compliance with the parties hereto agree that the residential mortgage loans servicing criteria set forth in Item 1122(d) of Regulation AB (the "Assigned LoansServicing Criteria") listed on Attachment 1 annexed hereto ), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the "Assigned Loan ScheduleExchange Act") purchased by Assignor from Company and Item 1122 of Regulation AB (the "Servicing Assessment"), the registered public accounting firm's attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"), and all other data, servicing reports, officer's certificates and information relating to the performance of the Servicer under the terms of the Agreement during 200[ ] that were delivered to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (acollectively, the "Servicer Servicing Information");
(2) Based on my knowledge, the reports and information comprising the Servicer Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading as of the period covered by or the date of such reports or information or the date of this certification;
(3) Based on my knowledge, all of the Servicer Servicing Information required to be provided by the Servicer under the Agreement has been provided to the [Depositor] [Master Mortgage Loan Purchase and Servicing Servicer] [Securities Administrator] [Trustee];
(4) I am responsible for reviewing the activities performed by the Servicer under the Agreement, dated and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Servicer has fulfilled its obligations under the Agreement in all material respects; and
(5) The Compliance Statement required to be delivered by the Servicer pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Servicer and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. The Servicing Assessment and the Attestation Report cover all items of the servicing criteria identified on Exhibit 21 to the Agreement as applicable to the Servicer. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports. The following material instances of noncompliance identified in the Servicing Assessment and the Attestation Report relate to the performance or obligations of the Servicer under the Agreement: ____________ (if none, 200_, between Assignor and Company (the state "Purchase AgreementNone."). CITIMORTGAGE, INC. (Servicer) By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- Date: ---------------------------------- EXHIBIT O SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall be subject address, at a minimum, the criteria identified as below as "Applicable Servicing Criteria": Servicing Criteria Applicable -------------------------------------------------------------------------------- Servicing Reference Criteria Criteria ---------------- ------------------------------------------------------------- ------------- General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any X performance or other triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities are outsourced to third X parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of this AAR Agreementthe transaction agreements. Capitalized terms used herein but not defined shall have Cash Collection and Administration 1122(d)(2)(i) Payments on mortgage loans are deposited into the meanings ascribed to them appropriate X custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the Purchase Agreementtransaction agreements. 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor X or to an investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. 1122(d)(2)(iv) The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. 1122(d)(2)(v) Each custodial account is maintained at a federally insured X Servicing Criteria Applicable -------------------------------------------------------------------------------- Servicing Reference Criteria Criteria ---------------- ------------------------------------------------------------- ------------- depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized X access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all X asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the X Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer. 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in X accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. 1122(d)(3)(iii) Disbursements made to an investor are posted within two X business days to the Servicer's investor records, or such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree X with cancelled checks, or other form of payment, or custodial bank statements. Servicing Criteria Applicable -------------------------------------------------------------------------------- Servicing Reference Criteria Criteria ---------------- ------------------------------------------------------------- ------------- Pool Asset Administration 1122(d)(4)(i) Collateral or security on mortgage loans is maintained as X required by the transaction agreements or related mortgage loan documents. 1122(d)(4)(ii) Mortgage loan and related documents are safeguarded as X required by the transaction agreements. 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. 1122(d)(4)(iv) Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
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Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to Section 16 of this Agreement, it is understood and agreed that the Seller's ’s rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. EXHIBIT 10 FORM OF FORM OF ASSIGNMENTThe Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. With respect to each Mortgage Loan set forth on a related Mortgage Loan Schedule, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignmentthe Seller shall deliver and release to the Custodian the following documents:
1. the original Mortgage Note bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee to the Seller, Assumption and Recognition Agreement (this "AAR Agreement") made as endorsed in blank, “Pay to the order of ________, 200_, among HSBC Bank, National Association (the "Assignor"), ____________________ , without recourse”, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; If the Seller uses facsimile signatures to endorse Mortgage Notes, the Seller must provide in an Officer’s Certificate that the endorsement is valid and enforceable in the jurisdiction(s) in which the Mortgaged Properties are located and must retain in its corporate records the following specific documentation authorizing the use of facsimile signatures: (i) a resolution from its board of directors authorizing specific officers to use facsimile signatures; stating that facsimile signatures will be a valid and binding act on the "Assignee"Seller’s part; and authorizing the Seller’s corporate secretary to certify the validity of the resolution, the names of the officers authorized to execute documents by using facsimile signatures, and the authenticity of specimen forms of facsimile signatures; (ii) the corporate secretary’s certification of the authenticity and validity of the board of directors’ resolution; and (iii) a notarized “certification of facsimile signature,” which includes both the facsimile and the original signatures of the signing officer(s) and each officer’s certification that the facsimile is a true and correct copy of his or her original signature.
2. in the case of a Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording. The Mortgage shall be assigned, with assignee’s name left blank. If the Mortgage Loan was acquired by the last assignee in a merger, the Assignment of Mortgage must be made by “[name of last assignee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last assignee while doing business under another name, the Assignment of Mortgage must be by “[name of last assignee], formerly known as [previous name]”;
3. the original of any guarantee executed in connection with the Mortgage Note, if any;
4. for each Mortgage Loan that is not individually but solely as trustee a MERS Mortgage Loan, the original Mortgage with evidence of recording thereon or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the title insurer insuring the Mortgage stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Custodian upon receipt thereof by the party delivering the Officer’s Certificate or by the Seller; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage;
5. for each Mortgage Loan that is a MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, or a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded;
6. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any;
7. the originals of all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the title insurer insuring the Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Custodian upon receipt thereof by the party delivering the Officer’s Certificate or by the Seller; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage;
8. if the Mortgage Note, the Mortgage, any Assignment of Mortgage, or any other related document has been signed by a Person on behalf of the holders Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign;
9. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy, containing each of the ___________, Series ____, Asset-Backed Certificates] endorsements required by FNMA and _______________ (insuring the "Company"). In consideration Purchaser and its successors and assigns as to the first or second priority lien of the mutual promises contained herein Mortgage in the parties hereto agree that original principal amount of the residential mortgage loans (the "Assigned Loans") listed on Attachment 1 annexed hereto (the "Assigned Loan Schedule") purchased by Assignor from Company pursuant to (a) the Master Mortgage Loan Purchase and Servicing Agreementor, dated as if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; and
10. the original of ________any security agreement, 200_chattel mortgage or equivalent document executed in connection with the Mortgage, between Assignor and Company (the "Purchase Agreement"), shall be subject to the terms of this AAR Agreementif any. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement.SELLER_NAME ME_AS_OF_DATE INV_NUMBER SERVICER_ID SELLER_LOANID LNAME FNAME DATE_TRADE_FUND INTEREST_RATE PRIN_INT_PYMT LIEN IO_FLAG1 BEG_UPB_ACT BEG_UPB_SCH END_UPB_ACT END_UPB_SCH PAID_THRU_DATE NEXT_DUE_DATE DAYS_DELQ PIF_DATE PRIN_AMT_ACT PRIN_AMT_SCH CURTAILMENT INT_AMT_ACT INT_AMT_SCH PREPAY_PENALTY_AMT SERVICE_FEE_SCH SERVICE_FEE_ACT STATUS BKCY_CHAPTER BKCY_START_DATE FCLS_START_DATE REO_TRANSFER_DATEMISC_ADJ1 COMMENT1 NON_CASH_MISC_ADJ1 COMMENT1 MISC_ADJ2 COMMENT2 NON_CASH_MISC_ADJ2 COMMENT2 TOT_REMIT FORM OF MONTHLY SERVICER’S REPORT
Appears in 1 contract
Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to this Agreement, it is understood and agreed that the Seller's ’s rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. EXHIBIT 10 FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "“AAR Agreement"”) made as of ________, 200_, among HSBC Bank, National Association (the "“Assignor"”), ____________________ (the "“Assignee"”) [not individually but solely as trustee on behalf of the holders of the ___________, Series ____, Asset-Backed Certificates] and _______________ (the "“Company"”). In consideration of the mutual promises contained herein the parties hereto agree that the residential mortgage loans (the "“Assigned Loans"”) listed on Attachment 1 annexed hereto (the "“Assigned Loan Schedule"”) purchased by Assignor from Company pursuant to (a) the Master Mortgage Loan Purchase and Interim Servicing Agreement, dated as of ________, 200_, between Assignor and Company (the "“Purchase Agreement"”), shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement.
Appears in 1 contract
Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp)
Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller hereunder by a successor servicer pursuant to this Agreement, it is understood and agreed that the Seller's ’s rights and obligations under any Sub-Servicing Agreement then in force between the Seller and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller shall, upon the reasonable request of the Purchaser, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. EXHIBIT 10 FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "“AAR Agreement"”) made as of ________, 200_, among HSBC Bank, National Association (the "“Assignor"”), ____________________ (the "“Assignee"”) [not individually but solely as trustee on behalf of the holders of the ___________, Series ____, Asset-Backed Certificates] and _______________ (the "“Company"”). In consideration of the mutual promises contained herein the parties hereto agree that the residential mortgage loans (the "“Assigned Loans"”) listed on Attachment 1 annexed hereto (the "“Assigned Loan Schedule"”) purchased by Assignor from Company pursuant to (a) the Master Mortgage Loan Purchase and Interim Servicing Agreement, dated as of ________, 200_, between Assignor and Company (the "“Purchase Agreement"”), shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement.
Appears in 1 contract
Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp)
Assumption or Termination of Sub-Servicing Agreement by Successor Servicer. In connection with the assumption of the responsibilities, duties and liabilities and of the authority, power and rights of the Seller Purchaser hereunder by a successor servicer pursuant to Section 11.17 of this Agreement, it is understood and agreed that the SellerPurchaser's rights and obligations under any Sub-Servicing Agreement then in force between the Seller Purchaser and a Subservicer shall be assumed simultaneously by such successor servicer without act or deed on the part of such successor servicer; provided, however, that any successor servicer may terminate the Subservicer. The Seller Purchaser shall, upon the reasonable request of the PurchaserSeller, but at its own expense, deliver to the assuming party documents and records relating to each Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub-Servicing Agreements to the assuming party. The Servicing Fee payable to any such successor servicer shall be payable from payments received on the Mortgage Loans in the amount and in the manner set forth in this Agreement. XXXXXXX X-0 MONTHLY REPORT Investor Code CMI Loan Number Investor Loan Number Last Paid Installment Scheduled Payment Scheduled Interest Rate Servicing Fee Beginning Scheduled Balance Unpaid Principal Balance Ending Scheduled Balance Scheduled Principal Unscheduled Principal Interest on Curtailment Total Principal Scheduled Interest Total Remittance Payoff Date Payoff Amount Soldiers and Sailors (S&S) Flag S&S Subsidy Amount S&S Order End Date Prepayment Penalty Amount Prepayment Amount Waived Action Code EXHIBIT 10 M-2 MONTHLY DELIQUENCY REPORT Purchaser shall provide the following information to Purchaser as required by the Agreement. Table Investor Name - Investor Name Servicer Loan Number Investor Loan Number Servicer's Investor Number Borrower Last Name Mortgagor - First and Last Name Xxxxxxx Xxxx 0 Xxxxxxx Xxxx 0 Xxxx Xxxxx Zip Code Table - Generic Active Loan Type Code - ex: conventional, fha, etc. Loan Type Description Reason Code - reason for default Reason for Default Description Delinquency Status Code Delinquency Status Description Property Inspection Date Property Condition Code Property Condition Description Occupancy Code Occupancy Description Note Rate Principal Balance Principal and Interest Payment Total Due Amount Table Max Plus Loan Type Code- ex: conventional, fha Loss Mitigation Received Date Loss Mitigation Approved Loss Mitigation Plan Loss Mitigation Estimated Close Date - estimated ending date of Loss Mitigation plan Loss Mitigation Actual Close Date - actual ending date of Loss Mitigation plan Bankruptcy Filed Date Bankruptcy Chapter Bankruptcy Case Number POC Filed Date - Bankruptcy Proof of Claim MFR Filed Date - Bankruptcy Motion for Release Post-Petition Due Date Discharge / Dismissal Date - Bankruptcy Foreclosure Referral Date First Legal Date - first date of legal action - Foreclosure Foreclosure Sale Estimated Date Foreclosure Sale Action Foreclosure Bid Eviction Start Date Eviction Complete Date List Price List Date Contract Price Contract Date Appraisal Date Appraisal Value MI Claim Filed Date MI Filed Amount MI Claim Received Date MI Received Amount Actual Closing Date Estimated Closing Date Claim Type Active Investor 1 Name Code - Investor Code Investor 1 ID - Investor Code Close Code - code indicating if loan is still active in delinquency system Months Delinquent Interest Paid to Date EXHIBIT N FORM OF FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of ANNUAL CERTIFICATION Re: The [____] agreement dated as of [____], 200[_, among HSBC Bank, National Association ] (the "AssignorAgreement"), among [IDENTIFY PARTIES] I am, ____________________ (the "Assignee") [not individually but solely as trustee on behalf of the holders of the _____________, Series the ____, Asset-Backed Certificates] and ___________________ of [NAME OF SERVICER] and, in such capacity, the officer in charge of the Servicer's responsibility on Exhibit [ ] to the Agreement. I hereby certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:
(1) I have reviewed the servicer compliance statement of the Servicer provided in accordance with Item 1123 of Regulation AB (the "CompanyCompliance Statement"). In consideration , the report on assessment of the mutual promises contained herein Servicer's compliance with the parties hereto agree that the residential mortgage loans servicing criteria set forth in Item 1122(d) of Regulation AB (the "Assigned LoansServicing Criteria") listed on Attachment 1 annexed hereto ), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the "Assigned Loan ScheduleExchange Act") purchased by Assignor from Company and Item 1122 of Regulation AB (the "Servicing Assessment"), the registered public accounting firm's attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"), and all other data, servicing reports, officer's certificates and information relating to the performance of the Servicer under the terms of the Agreement during 200[ ] that were delivered to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (acollectively, the "Servicer Servicing Information");
(2) Based on my knowledge, the reports and information comprising the Servicer Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading as of the period covered by or the date of such reports or information or the date of this certification;
(3) Based on my knowledge, all of the Servicer Servicing Information required to be provided by the Servicer under the Agreement has been provided to the [Depositor] [Master Mortgage Loan Purchase and Servicing Servicer] [Securities Administrator] [Trustee];
(4) I am responsible for reviewing the activities performed by the Servicer under the Agreement, dated and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Servicer has fulfilled its obligations under the Agreement in all material respects; and
(5) The Compliance Statement required to be delivered by the Servicer pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Servicer and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. The Servicing Assessment and the Attestation Report cover all items of the servicing criteria identified on Exhibit 21 to the Agreement as applicable to the Servicer. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports. The following material instances of noncompliance identified in the Servicing Assessment and the Attestation Report relate to the performance or obligations of the Servicer under the Agreement: ____________ (if none, 200_, between Assignor and Company (the state "Purchase AgreementNone."). CITIMORTGAGE, INC. (Servicer) By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- Date: ---------------------------------- EXHIBIT O SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall be subject address, at a minimum, the criteria identified as below as "Applicable Servicing Criteria": Applicable Servicing Servicing Criteria Criteria ------------------ ------------- Reference Criteria --------- -------- General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other X triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for X the mortgage loans are maintained. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party X participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of this AAR Agreementthe transaction agreements. Capitalized terms used herein but not defined shall have Cash Collection and Administration 1122(d)(2)(i) Payments on mortgage loans are deposited into the meanings ascribed to them appropriate custodial bank X accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the Purchase Agreementtransaction agreements. 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor X are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or X distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or X accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.
Appears in 1 contract
Samples: Mortgage Servicing Purchase and Sale Agreement (Merrill Lynch Investors Trust, Series 2006-A2)
