Common use of Conveyance of Mortgage Loans Clause in Contracts

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. The (a) [Initial Mortgage Loans.] On the Closing Date, the Depositor, in exchange for the delivery to the Depositor or its designee(s) of the Certificates, registered in such names as the Depositor shall designate, concurrently with the execution and delivery hereof, of this Agreement and on the terms set forth herein does hereby grant, transfer, assign, set over and otherwise convey to the Trustee, on behalf without recourse (except to the extent specified herein), all right, title and interest of the TrustDepositor in, to and under the assets constituting the Trust Fund. [[Subsequent Mortgage Loans] [Additional Mortgage Loans]. On each Transfer Date occurring during the [Pre-Funding Period] [Revolving Period], provided that each condition set forth in this Section 2.01(a) is satisfied, the Depositor shall convey to the Trustee, and the Trustee shall purchase pursuant to this Section 2.01(a), all [Subsequent Mortgage Loans] [Additional Mortgage Loans] which satisfy the criteria set forth in this Section 2.01(a) then offered for sale by the Depositor; provided, however, that the related aggregate Transfer Price shall not exceed the [Pre-Funding Amount] [Revolving Amount]. Subject to the conditions set forth in this Section 2.01(a), in consideration of the Trustee’s delivery on the related Transfer Date to the Depositor or its designee, or upon the order of the Depositor, of the Transfer Price for the related [Subsequent Mortgage Loans] [Additional Mortgage Loans] from amounts on deposit in the related [Pre-Funding Account] [Revolving Amount], the Depositor shall, on each Transfer Date, sell, transfer, assign, set over and otherwise convey to the Trustee, without recourse for recourse, but subject to the benefit other terms and provisions of the Certificateholders this Agreement, all of the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to each [Subsequent Mortgage Loan] [Additional Mortgage Loan] (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including all interest and principal thereon received after the related Subsequent Cut-off Date Principal Balance, all interest accruing thereon after specified in the Cut-off Transfer Supplement) identified in the Addition Notice delivered by the Depositor on such Transfer Date and all collections items in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such related Mortgage File. In connection therewith, the Depositor shall amend the Mortgage Loan Schedule to reflect the inclusion of such [Subsequent Mortgage Loan] [Additional Mortgage Loan] in the Mortgage Pool as part of the assets of the Trust Fund. The Depositor shall promptly deliver to the Trustee and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect the Master Servicer a copy of the Mortgage Loan Schedule as so amended. Concurrently with the execution and delivery of each Transfer Supplement, the Depositor does hereby assign to the Trustee all of its rights and interest under the Purchase Agreement with respect to the [Subsequent Mortgage Loans; (iv) ] [Additional Mortgage Loans] added to the Purchase Agreement pursuant to such Transfer Supplement, but only to the extent assigned under the Purchase Agreement. The Trustee hereby accepts such assignment, and shall be entitled to exercise all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Purchase Agreement as amended by the related Transfer Supplement as if, for such purpose, it were the Depositor. The Depositor shall on any Transfer Date transfer to the Trustee the applicable [Subsequent Mortgage Loan Loans] [Additional Mortgage Loans] and the other property and rights related thereto described in the immediately preceding paragraph, as applicable, and the Trustee shall purchase such [Subsequent Mortgage Loans] [Additional Mortgage Loans], property and rights only upon the satisfaction of each of the following conditions on or prior to the related Transfer Date: (i) [ ]; (ii) [ ]; and (iii) [ ]. [To be added for each transaction with Subsequent Mortgage Loans or Additional Mortgage Loans] In connection with such transfer and assignment, the Depositor does hereby also irrevocably transfer, assign, set over and otherwise convey to the Trustee all of the Depositor’s rights, but none of its obligations, under the Purchase Agreement (other than its rights to indemnification thereunder), the Securities Transfer Agreement, the Assignment, Assumption and Recognition Agreement Servicing Agreements and the Mortgage Loan Purchase Diligence Agreement. Such The Trustee hereby accepts such transfer and assignment includes all interest and principal due of rights under such agreements, and, subject to the provisions hereof, shall be entitled to exercise all of the rights of the Depositor or under such agreements as if, for such purpose, it were the Servicer after the Cut-off Date with respect to the Mortgage Loans. Depositor. (b) In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with with, Trustee for the Trustee (or the Custodian on behalf benefit of the Trustee) Certificateholders and the following documents or instruments with respect to each Mortgage Loan (a "“Mortgage File"”) so transferred and assigned: (aA) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "“Pay to the order of JPMorgan Chase Bank[ ], as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan for Bayview Financial Mortgage Pass-Through Trust 2004200[ ]-2, Asset[ ] Mortgage Pass-Backed Through Certificates, Series 2004200[ ]-2[ ], without recourse," ” or in blank, with all prior and intervening endorsements showing a complete chain of endorsement from the originator to the Person so endorsing to the Trustee or (B) an original or copy of the installment sale contract for the purchase of the related Mortgaged Property; (ii) with respect to any lost each Mortgage NoteLoan, an (A) the original Lost Note Affidavit, together with a Mortgage or copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto[(or, in the case of a Mortgage for which the related Mortgaged Property is located in the Commonwealth of Puerto Rico, a true copy of the Mortgage certified as such by the applicable notary)] and (B) the original or a copy of recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recordingthereon; (ciii) with respect to each Non-MERS Mortgage Loan, an original Assignment, Assignment of the Mortgage executed in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bankthe following form: “[ ], as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"Trustee,” or in blank; (div) the original recorded Assignment or Assignments of the Mortgage and originals or copies of all intervening Assignments (if any) evidencing assignments showing a complete chain of assignment from the applicable originator (or, if applicable, from the U.S. Department of Housing and Urban Development) to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from Person assigning the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered Mortgage to the TrusteeTrustee as contemplated by the immediately preceding clause (iii), a photocopy of such intervening assignmentor, together with (A) in the case of a delay caused by the public recording officeCooperative Loan, an Officers' Certificate original Assignment of the Servicer (or certified by the title companySecurity Agreement; provided, escrow agenthowever, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy Assignments of such intervening Assignment certified by the appropriate public recording office to Mortgage need not be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains Mortgage for which the original recorded intervening assignment or related Mortgaged Property is located in the case where an intervening assignment is lost after recordation in a public recording office, a copy Commonwealth of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentPuerto Rico; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (fv) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees ; (vi) with respect to execute each Mortgage Loan other than a Cooperative Loan, the original lender’s title insurance policy or attorney’s opinion of title or a copy thereof certified as true and delivercorrect by the applicable insurer, together with all endorsements or riders that were issued with or subsequent to the issuance of such policy, insuring the priority of the Mortgage as a first lien or junior lien, as applicable, on the Mortgaged Property represented therein as a fee interest vested in the Mortgagor, or in the event such original title policy is unavailable, a written commitment or uniform binder or preliminary report of title issued by the title insurance or escrow company or a copy thereof certified by the title company, with the original policy of title insurance to be delivered within one year of the Closing Date; (vii) with respect to any Cooperative Loan, the following documents: the Security Agreement; a stock certificate evidencing the Cooperative Shares and related stock power; Proprietary Lease; and Recognition Agreement; (viii) with respect to each Mortgage Loan insured by the FHA, the original or a copy of the Mortgage Loan Certificate, and as to any Mortgage Loan guaranteed by the VA, the original VA Loan Guaranty Certificate, or in each case a “duplicate original” thereof in accordance with applicable Regulations; and (ix) if any assignment of leases is separate from the Mortgage, the original or copy thereof, together with an executed reassignment of such instrument to the Trustee. With respect to each Mortgage Loan other than a MERS Mortgage Loan, the Depositor shall either (i) deliver an Opinion of Counsel (which must be independent counsel) acceptable to the Trustee and the Rating Agencies, to the effect that recording in the related jurisdiction is not required to protect the Trustee’s interest in the related Mortgage Loan or (ii) promptly (and in no event later than 30 Business Days following the Closing Date) submit or cause to be submitted for recording, at the Depositor’s own expense, in the appropriate public office each Assignment referred to in Sections 2.01(b)(iii) or (iv) above. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. With respect to each MERS Mortgage Loan, the Trustee, at the expense of the Depositor and at the direction and with the cooperation of the applicable Servicer, shall cause to be taken such actions as are necessary to cause the Custodian Trustee to execute and deliverbe clearly identified as the owner of each such Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. In connection with the assignment of any MERS Mortgage Loan, the Depositor further agrees that it will cause, at the Depositor’s expense, within 30 Business Days after the Closing Date, the MERS system to indicate that such Mortgage Loans have been assigned by the Depositor to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans that are repurchased in accordance with this Agreement) in such computer files (a) the code in the field that identifies the Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued. The Depositor on or prior further agrees that, within 30 Business Days after the Closing Date, it will provide evidence satisfactory to the Closing Date Trustee that the requirements set forth in the immediately preceding sentence have been complied with and that it will not permit the Master Servicer to, and the Master Servicer agrees that it will not, alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. If any original Mortgage Note referred to in Section 2.01(b)(i)(A) cannot be located, the obligation of the Depositor to deliver such documents shall be deemed to be satisfied upon delivery to the Trustee of an acknowledgment of receipt of original affidavit certifying that the original Mortgage Notes (with any exceptions noted)Note has been lost, substantially in the form attached as Exhibit F-3 heretomisplaced or destroyed. If any of the documents referred to in Section 2.01(b), (c2.01(b)(i)(B) or (dSection 2.01(b)(iii) above has as of the Closing Date [(or, in the case of [Subsequent Mortgage Loans] [Additional Mortgage Loans], the Transfer Date)] been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the OriginatorSeller, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. Notice shall be provided to the Trustee and the Rating Agencies by the Seller if delivery pursuant to clause (2) above will be made more than 180 days after the Closing Date [(or, in the case of [Subsequent Mortgage Loans] [Additional Mortgage Loans], the Transfer Date)]. If the original lender’s title insurance policy was not delivered pursuant to Section 2.01(b)(vi) above, the Depositor shall deliver or cause to be delivered to the Trustee, promptly after receipt thereof, the original lender’s title insurance policy. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery All original documents relating to the Mortgage Loans that are not delivered to the Trustee are and shall be held by or receipt on behalf of notice the Seller, the Depositor, the Servicers or the Master Servicer, as the case may be, in trust for the benefit of the Trustee on behalf of the Certificateholders. In the event that any materially defective document in, or that a such original document is missing from, required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Seller Trustee. Any such original document delivered to or held by the Depositor that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the related Servicer. [In connection with the assignment of the Underlying Securities, the Depositor shall have 120 days caused the Underlying Securities to cure such defect or 150 days following the Closing Date, be registered in the case of missing Mortgages name of, or Assignments or deliver such missing document endorsed to the Trustee (order of, [ ], as Trustee, or in the Custodian on behalf name of a nominee of the Trustee), and to be delivered or transferred to the Trustee.] The Depositor shall cooperate with the Trustee in providing any required transfer documentation with respect to such conveyance. If Any payment received by the Seller does not cure such defect or deliver such missing document within such time periodDepositor that shall be due to the Trust Fund hereunder shall be paid immediately to the Trustee. In addition, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the AssignmentBFPT II Assignment Agreement, Assumption and Recognition Agreement the Assignment Agreements and the Mortgage Loan Purchase Diligence Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. The Depositor, concurrently Concurrently with the execution and delivery hereofof this Agreement, the Depositor does hereby transfer, assign, set over over, deposit with and otherwise convey to the Trustee, on behalf of the Trustwithout recourse, without recourse for the benefit of the Certificateholders subject to Sections 2.02, 2.04, 2.05 and 2.06, in trust, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoans. Such conveyance includes, including without limitation, the related Cut-off Date Principal Balance, right to all distributions of principal and interest accruing thereon received on or with respect to the Mortgage Loans on and after the Cut-off Date (other than payments of principal and interest due on or before such date), and all collections in respect of interest and principal such payments due after such date but received prior to such date and intended by the Cut-off Date; (ii) property which secured each related Mortgagors to be applied after such date, together with all of the Depositor's right, title and interest in and to the Collection Account and all amounts from time to time credited to and the proceeds of the Collection Account, the Certificate Account and all amounts from time to time credited to and the proceeds of the Certificate Account, any Escrow Account established pursuant to Section 9.06 and all amounts from time to time credited to and the proceeds of any such Escrow Account, any Basis Risk Reserve Fund established pursuant to Section 5.07 and all amounts from time to time credited to and the proceeds of any such Basis Risk Reserve Fund, any REO Property and the proceeds thereof, the Depositor's rights under any Insurance Policies related to the Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its Loans, the Depositor's security interest in any insurance policies in respect of collateral pledged to secure the Mortgage Loans, including the Mortgaged Properties and any Additional Collateral, and any proceeds of the foregoing, to have and to hold, in trust; (iv) all other assets included or and the Trustee declares that, subject to be included the review provided for in Section 2.02, it has received and shall hold the Trust Fund; (v) all proceeds of any , as trustee, in trust, for the benefit and use of the foregoing; Holders of the Certificates and (vi) for the purposes and subject to the terms and conditions set forth in this Agreement, and, concurrently with such receipt, has caused to be executed, authenticated and delivered to or upon the order of the Depositor, in exchange for the Trust Fund, Certificates in the authorized denominations evidencing the entire ownership of the Trust Fund. Concurrently with the execution and delivery of this Agreement, the Depositor does hereby assign to the Trustee all of its rights and interest under the Mortgage Loan Sale Agreement, including all rights of Xxxxxx Capital under each Servicing Agreement and the Transfer Agreements to the extent assigned under the Mortgage Loan Sale Agreement and delegates its obligations thereunder. The Trustee hereby accepts such assignment and delegation, and shall be entitled to exercise all rights of the Depositor under the Originator Mortgage Loan Purchase AgreementSale Agreement as if, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to purpose, it were the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Depositor.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets included or to be included in the Trust Fund; Fund and (vvi) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Originator, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankXxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; PROVIDED, HOWEVER, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut- off Date Principal Balance or Subsequent Cut-off Date Principal Balance, as applicable, of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date or Subsequent Cut-off Date, as applicable; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Xxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor and the NIMS Insurer on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company or an original attorney's opinion of title, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. 55 The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor shall be required to deliver such Assignments for recording within 90 days of the Closing Date (or Subsequent Transfer Date, with respect to a Subsequent Mortgage Loan). Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receives notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; PROVIDED, HOWEVER, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage, (vi) any Mortgage Loan that is 90 days or more Delinquent and (vii) reasonable direction by the NIMS Insurer. Upon (a) receipt of written notice from the Trustee that recording of the Assignments is required pursuant to one or more of the conditions (excluding (v) and (vi) above) set forth in the preceding sentence or (b) upon the occurrence of condition (v) or (vi) in the preceding sentence, the Depositor shall be required to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of such notice. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), within ninety (90) days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) the Depositor shall cause to be completed such endorsements "Pay to the order of Xxxxx Fargo Bank Minnesota, National Association, as Trustee, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase AgreementAgreement and the PMI Policy. It is agreed The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the parties hereto appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that it the Master Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, an Officers' Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not intended that any mortgage loan certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be included in a true and complete copy of the Trust that is a "High-Cost Home Loan" as defined in either (i) original to the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Custodian.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfersells, assigntransfers, set assigns, sets over and otherwise convey conveys to the Trustee, on behalf of the Trust, without recourse Trustee in trust for the benefit of the Certificateholders Certificateholders, without recourse, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) subject to Section 6.04(b), each Initial Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Date Principal Balance, all interest accruing thereon and principal received or receivable on or with respect to such Initial Mortgage Loans after the Initial Cut-off Date and all collections interest and principal payments on the Initial Mortgage Loans received prior to the Initial Cut off Date in respect of installments of interest and principal due after thereafter, but not including payments of principal and interest due and payable on the Initial Mortgage Loans on or before the Initial Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Initial Mortgage Loans; (iii) the Depositor’s rights under the Assignment and Assumption Agreement, (iv) all other assets included or to any such amounts as may be included deposited into and held by the Trustee in the Trust Fund; Prefunding Account and Capitalized Interest Account and (v) all proceeds of any of the foregoing; and (vi) . In addition, on or prior to the rights of Closing Date, the Depositor under shall cause the Originator Mortgage Loan Purchase Agreement, Interest Rate Cap Agreement Counterparty to enter into the Assignment, Assumption and Recognition Interest Rate Cap Agreement and with the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. Trustee. (b) In connection with such the transfer and assignmentassignment set forth in clause (a) above, the Depositor does hereby deliver to, and deposit with the Trustee (has delivered or caused to be delivered to the Custodian on behalf for the benefit of the Trustee) Certificateholders, the following documents or and instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and as assigned: (ai) the electronic Mortgage Loan Schedule; (A) the original Mortgage Note, Note bearing all intervening endorsements and including any riders theretoto the Mortgage Note, endorsed either (A) in blank or (B) in the following form: "“Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2__________, without recourse," or ” and signed in the name of the last named endorsee by an authorized officer, or (B) with respect to any lost Lost Mortgage Note, an a lost note affidavit stating that the original Lost Mortgage Note Affidavitwas lost or destroyed, together with a copy of the related such Mortgage Note; (biii) the original of any guarantee executed in connection with the Mortgage with evidence of recording thereon including any riders thereto, and Note (if any); (iv) the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorneyMortgage, with evidence of recording thereon thereon, or copies certified by the related recording office or if the original Mortgage has not yet been returned from the recording office, a copy certified by or on behalf of the Seller indicating that such Mortgage has been delivered for recording. The return directions for the original Mortgage should indicate, when recorded, mail to the Seller; (v) the originals of all assumption, modification, consolidation or extension agreements (or, if such Mortgage or power an original of attorney has been submitted for recording but any of these documents has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy thereof certified by or on behalf of such Mortgage or power of attorneythe Seller, as the case may be, certified original to be a true and complete copy delivered to the Seller forthwith after return from such recording office) with evidence of the original submitted for recordingrecording thereon, if any; (cvi) an the original AssignmentAssignment of Mortgage as appropriate, in form and substance acceptable recordable form, for recording. The the Mortgage shall be Loan assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"blank; (dvii) the originals of all intervening Assignments (if any) evidencing of Mortgage, showing a complete chain of assignment from the applicable originator of such Mortgage Loan to the last endorsee Person assigning the Mortgage to the Trustee, including warehousing assignments, with evidence of recording thereonon each such Assignment of Mortgage (or, or if any such an original intervening assignment Assignment of Mortgage has not been returned from the applicable recording office office, a copy thereof certified by or has been lost or if such public recording office retains on behalf of the Seller, the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the TrusteeTrustee forthwith after return from such recording office); and (viii) the original mortgage title insurance policy, or if the policy has not yet been issued, an original or copy of a photocopy marked-up written commitment or a pro forma title insurance policy marked as binding and countersigned by the title insurance company or its authorized agent either on its face or by an acknowledged closing instruction or escrow letter. If the Seller delivers certified copies of such intervening assignmentany document or instrument set forth in Section 2.01(b) to the Custodian because of a delay caused by the public recording office in returning any recorded document, together with the Seller shall deliver to the Custodian, within 60 days of the Closing Date, an Officer’s Certificate which shall (Ai) in identify the case of recorded document, (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, an Officers' Certificate and (iii) state the amount of the Servicer (or certified time generally required by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment certified by the appropriate public applicable recording office to be record and return a true and complete copy of document submitted for recordation. In the event that in connection with any Mortgage Loan the Depositor cannot deliver (a) the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt orMortgage, (iib) if a title insurance policy is not available in the applicable state, an attorney's opinion of title all interim recorded assignments or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) the lender’s title policy (together with all riders thereto) satisfying the requirements set forth above, concurrently with the execution and delivery hereof because such document or (d) above has as of the Closing Date been submitted for recording but either (x) has documents have not been returned from the applicable public recording office in the case of clause (a) or (yb) above, or because the title policy has not been lost delivered to the Seller or the Depositor by the applicable title insurer in the case of clause (c) above, the Depositor shall promptly deliver to the Custodian, in the case of clause (a) or (b) above, such original Mortgage or such interim assignment, as the case may be, with evidence of recording indicated thereon upon receipt thereof from the public recording office, or a copy thereof, certified, if appropriate, by the relevant recording office and in the case of (c) above, such original title policy (together with all riders thereto), upon receipt from the applicable title insurer. As promptly as practicable subsequent to such transfer and assignment and delivery to it of each Assignment of Mortgage pursuant to clause (vi) above, and in any event, within thirty (30) days thereafter, the Trustee shall (at the Seller’s expense) (i) affix the Trustee’s name to each Assignment of Mortgage, as the assignee thereof, (ii) cause such Assignment of Mortgage to be completed in proper form for recording in the appropriate public office for real property records within thirty (30) days after receipt thereof and (iii) cause to be delivered for recording in the appropriate public office for real property records the Assignments of Mortgages to the Trustee, except that, with respect to any Assignment of Mortgage as to which the Trustee has retained not received the original information required to prepare such Assignment of Mortgage in recordable form, the Trustee’s obligation to do so and to deliver the same for such recording shall be as soon as practicable after receipt of such documentinformation and in any event within thirty (30) days after the receipt thereof, and the Trustee need not cause to be recorded any Assignment of Mortgage referred to in clause (vi) above which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Seller (at the Seller’s expense) to the Trustee within twenty (20) days of the Closing Date, acceptable to the Rating Agencies, the obligations recordation of such Assignment of Mortgage is not necessary to protect the Trustee’s and the Certificateholders’ interest in the related Mortgage Loan. (c) The Depositor hereby sells, transfers, assigns, sets over and otherwise conveys to the Trustee in trust for the benefit of the Certificateholders, without recourse, all right, title and interest in such Subsequent Mortgage Loans, including all interest and principal due on or with respect to such Subsequent Mortgage Loans on or after the related Subsequent Cut-off Date and all interest and principal payments on such Subsequent Mortgage Loans received prior to the Subsequent Cut-off Date in respect of installments of interest and principal due thereafter, but not including principal and interest due on such Subsequent Mortgage Loans prior to the related Subsequent Cut-off Date, any insurance policies in respect of such Subsequent Mortgage Loans and all proceeds of any of the foregoing. (d) Upon one Business Day’s prior written notice to the Trustee, the Servicer and the Rating Agencies, on any Business Day during the Prefunding Period designated by the Depositor, the Depositor, the Seller, the Servicer and the Trustee shall complete, execute and deliver a Subsequent Transfer Agreement so long as no Rating Agency has provided notice that the execution and delivery of such Subsequent Transfer Agreement will result in a reduction or withdrawal of the ratings assigned to the Certificates on the Closing Date. The transfer of Subsequent Mortgage Loans and the other property and rights relating to them on a Subsequent Transfer Date is subject to the satisfaction of each of the following conditions: (i) each Subsequent Mortgage Loan conveyed on such Subsequent Transfer Date satisfies the representations and warranties applicable to it under this Agreement as of the applicable Subsequent Transfer Date; provided, however, that with respect to a breach of a representation and warranty with respect to a Subsequent Mortgage Loan, the obligation under Section 2.03(d) of this Agreement of the Seller to cure, repurchase or replace such Subsequent Mortgage Loan shall constitute the sole remedy against the Seller respecting such breach available to Certificateholders, the Depositor or the Trustee; (ii) the Trustee and the Rating Agencies are provided with an Opinion of Counsel or Opinions of Counsel, at the expense of the Depositor, with respect to deliver the qualification of the Trust Fund as a REMIC, to be delivered as provided pursuant to Section 2.01(e); (iii) the Rating Agencies and the Trustee are provided with an Opinion of Counsel or Opinions of Counsel, at the expense of the Depositor, with respect to the characterization of the transfer of the Subsequent Mortgage Loans conveyed on such documents Subsequent Transfer Date as a sale, to be delivered as provided pursuant to Section 2.01(e); (iv) the execution and delivery of such Subsequent Transfer Agreement or conveyance of the related Subsequent Mortgage Loans does not result in a reduction or withdrawal of any ratings assigned to the Certificates on the Closing Date by the Rating Agencies; (v) no Subsequent Mortgage Loan conveyed on such Subsequent Transfer Date was 30 or more days contractually delinquent as of such date; (vi) the remaining term to stated maturity of such Subsequent Mortgage Loan will not exceed 30 years for fully amortizing loans or 15 years for balloon loans; (vii) the Depositor shall have deposited in the Collection Account all principal and interest collected with respect to the related Subsequent Mortgage Loans on or after the related Subsequent Cut-off Date; (viii) such Subsequent Mortgage Loan will not have a Loan-to-Value Ratio greater than 100.0%; (ix) such Subsequent Mortgage Loan will have a principal balance not greater than $800,000; (x) no Subsequent Mortgage Loan shall have a maturity date after July 25, 2033; (xi) no more than 1.1% of the Subsequent Mortgage Loans (by aggregate Stated Principal Balance as of the applicable Cut-off Date) will be secured by a second lien on the related Mortgaged Property; (xii) such Subsequent Mortgage Loan will be otherwise acceptable to the Rating Agencies; (xiii) no Subsequent Mortgage Loan originated after October 1, 2002 will be subject to a Prepayment Premium term in excess of three years; (xiv) following the conveyance of the Subsequent Mortgage Loans on such Subsequent Transfer Date the characteristics of the Mortgage Loans in Loan Group 1 will be as follows (calculated as of the respective Cut-off Dates): (A) weighted average Mortgage Rate of at least 7.75% per annum; (B) a weighted average remaining term to stated maturity of less than 359 months; (C) a weighted average Loan-to-Value Ratio of not more than 80.75%; (D) a weighted average credit score of not less than 620; (E) no more than 3.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be balloon loans; (F) no more than 0.9% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be secured by a second lien on the related Mortgaged Property; (G) no more than 35.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be concentrated in one state; (H) no more than 5.5% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will relate to non-owner occupied properties; and (I) approximately 17.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will accrue interest at a fixed Mortgage Rate. (xv) following the conveyance of the Subsequent Mortgage Loans on such Subsequent Transfer Date the characteristics of the Mortgage Loans in Loan Group 2 will be as follows (calculated as of the respective Cut-off Dates): (A) weighted average Mortgage Rate of at least 7.75% per annum; (B) a weighted average remaining term to stated maturity of less than 359 months; (C) a weighted average Loan-to-Value Ratio of not more than 80.50%; (D) a weighted average credit score of not less than 620; (E) no more than 3.5% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be balloon loans; (F) no more than 1.9% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be secured by a second lien on the related Mortgaged Property; (G) no more than 41.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be concentrated in one state; and (H) no more than 6.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will relate to non-owner occupied properties; and (I) approximately 27.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will accrue interest at a fixed Mortgage Rate. (xvi) neither the applicable Seller nor the Depositor shall be deemed insolvent or shall be rendered insolvent as a result of such transfer; (xvii) no Event of Default has occurred hereunder; (xviii) the Depositor shall have delivered to be satisfied upon the Trustee an Officer’s Certificate confirming the satisfaction of each of these conditions precedent; and (xix) each Mortgage Loan constitutes a “qualified mortgage” within the meaning of Section 860G(a)(3) of the Code. (e) Upon (1) delivery to the Trustee (or by the Custodian on behalf Depositor of the TrusteeOpinions of Counsel referred to in Sections 2.01(d)(ii) no later than the Closing Dateand (iii), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be Depositor of a true revised Mortgage Loan Schedule reflecting the Subsequent Mortgage Loans conveyed on such Subsequent Transfer Date and complete copy of the original. The Depositor shall deliver or cause to be delivered related Subsequent Mortgage Loans and (3) delivery to the Trustee (or by the Custodian on behalf Depositor of an Officer’s Certificate confirming the satisfaction of each of the Trustee) promptly upon receipt thereof any other documents constituting a part of a conditions precedent set forth in Section 2.01(d), the Trustee shall remit to the Depositor the Aggregate Subsequent Transfer Amount related to the Subsequent Mortgage File received Loans transferred by the Depositor on such Subsequent Transfer Date from funds in the Prefunding Account. The Trustee shall not be required to investigate or otherwise verify compliance with respect to any Mortgage Loanthe conditions set forth in the preceding paragraph, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or except for its own receipt of notice of any materially defective document indocuments specified above, or that a document is missing from, a Mortgage File, and shall be entitled to rely on the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004required Officer’s Certificate.

Conveyance of Mortgage Loans. The Depositor(a) As of the Closing Date, in consideration of the Issuer's delivery of the Notes and the Residual Certificate to the Depositor or its designee, and concurrently with the execution and delivery hereofof this Agreement, the Depositor does hereby transfer, assign, set over over, deposit with and otherwise convey to the Trustee, on behalf of the TrustIssuer, without recourse for the benefit of the Certificateholders recourse, subject to Sections 2.02, 2.03, 3.03 and 3.04, in trust, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoans. Such conveyance includes, including without limitation, the related Cut-off Date Principal Balance, right to all payments of principal and interest accruing thereon received on or with respect to the Mortgage Loans on and after the Cut-off Date (other than payments of principal and interest due on or before such date), and all collections in respect of interest and principal such payments due after such date but received prior to such date and intended by the Cut-off Date; (ii) property which secured each related Mortgagors to be applied after such date together with all of the Depositor’s right, title and interest in and to the Collection Account, the Note Account, the Certificate Account, any Custodial Account and any Escrow Account and all amounts from time to time credited to and the proceeds of the Collection Account, the Note Account, the Certificate Account, any Custodial Account and any Escrow Account, any REO Property, the Depositor’s rights under any Insurance Policies related to the Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its Loans, the Depositor’s security interest in any insurance policies in respect of collateral pledged to secure the Mortgage Loans; (iv) all other assets included or to be included in , including the Trust Fund; (v) all Mortgaged Properties and any Additional Collateral, and any proceeds of any of the foregoing, to have and to hold, in trust; and (vi) the Indenture Trustee declares that, subject to the review provided for in Section 2.02, it has received and shall hold the Trust Estate, as Indenture Trustee, in trust, for the benefit and use of the Securityholders and for the purposes and subject to the terms and conditions set forth in this Agreement, and, concurrently with such receipt, the Issuer has issued and delivered the Securities to or upon the order of the Depositor, in exchange for the Trust Estate. Concurrently with the execution and delivery of this Agreement, the Depositor does hereby assign to the Issuer all of its rights and interest under the Mortgage Loan Sale Agreement and delegates its obligations thereunder. The Issuer hereby accepts such assignment, and shall be entitled to exercise all the rights of the Depositor under the Originator Mortgage Loan Purchase AgreementSale Agreement as if, for such purpose, it were the AssignmentDepositor. Upon the issuance of the Securities, Assumption ownership in the Trust Estate shall be vested in the Issuer, subject to the lien created by the Indenture in favor of the Indenture Trustee, for the benefit of the Securityholders. The Issuer hereby accepts such assignment and Recognition Agreement delegation, and shall be entitled to exercise all rights of the Depositor under the Mortgage Loan Purchase AgreementSale Agreement as if, for such purpose, it were the Depositor. Such assignment includes all interest It is agreed and principal due to understood by the Depositor and the Indenture Trustee (and the Depositor has so represented and recognized in the Mortgage Loan Sale Agreement) that it is not intended that any Mortgage Loan to be included in the Trust Estate be either (i) a “High-Cost Home Loan” as defined in the New Jersey Home Ownership Act effective November 27, 2003 or (ii) a “High-Cost Home Loan” as defined in the Servicer after New Mexico Home Loan Protection Act effective January 1, 2004. The foregoing sale, transfer, assignment, set-over, deposit and conveyance does not and is not intended to result in creation or assumption by the Cut-off Date Indenture Trustee of any obligation of the Depositor, the Seller, or any other Person in connection with respect to the Mortgage Loans. The Depositor hereby directs the Indenture Trustee, solely in its capacity as Indenture Trustee hereunder, to execute and deliver, concurrently with the execution and delivery of this Agreement, the Cap Agreement. The Indenture Trustee shall have no duty or responsibility to enter into any other interest rate cap agreement upon the expiration or termination of the Cap Agreement. (b) In connection with such transfer and assignmentassignment of the Mortgage Loans, the Depositor does hereby deliver to, and deposit with with, or cause to be delivered to and deposited with, the Trustee (or Indenture Trustee, and/or the applicable Custodian acting on behalf of the Indenture Trustee) ’s behalf, the following documents or instruments with respect to each Mortgage Loan (each a "“Mortgage File"”) so transferred and assigned: (ai) with respect to each Mortgage Loan, the original Mortgage Note, including any riders thereto, Note endorsed either (A) without recourse in blank or (B) in the following form: "Pay proper form to the order of JPMorgan Chase Bankthe Indenture Trustee, or in blank (in each case, with all necessary intervening endorsements, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," applicable) or with respect to any lost Mortgage Note, an a lost note affidavit stating that the original Lost Mortgage Note Affidavitwas lost, misplaced or destroyed, together with a copy of the related Mortgage Note; (bii) the original of any guarantee executed in connection with the Mortgage Note, assigned to the Indenture Trustee; (iii) with respect to any Mortgage Loan, the original recorded Mortgage with evidence of recording indicated thereon including any riders thereto, and the original recorded power of attorney, if with evidence of recording thereon. If, in connection with any Mortgage Loan, the Depositor cannot deliver the Mortgage was executed pursuant to a or power of attorney, attorney with evidence of recording thereon or, if on or prior to the Closing Date because of a delay caused by the public recording office where such Mortgage has been delivered for recordation or because such Mortgage or power of attorney has been submitted for recording but has not been returned from lost, the applicable public recording officeDepositor shall deliver or cause to be delivered to the Indenture Trustee (or its custodian), has been lost or is not otherwise availablein the case of a delay due to recording, a true copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy pending delivery of the original submitted thereof, together with an Officer’s Certificate of the Depositor certifying that the copy of such Mortgage or power of attorney delivered to the Indenture Trustee (or the applicable Custodian) is a true copy and that the original of such Mortgage or power of attorney has been forwarded to the public recording office, or, in the case of a Mortgage or power of attorney that has been lost, a copy thereof (certified as provided for recordingunder the laws of the appropriate jurisdiction) and a written Opinion of Counsel acceptable to the Indenture Trustee and the Depositor that an original recorded Mortgage or power of attorney is not required to enforce the Indenture Trustee’s interest in the Mortgage Loan; (civ) the original of each assumption, modification or substitution agreement, if any, relating to the Mortgage Loans, or, as to any assumption, modification or substitution agreement which cannot be delivered on or prior to the Closing Date because of a delay caused by the public recording office where such assumption, modification or substitution agreement has been delivered for recordation, a photocopy of such assumption, modification or substitution agreement, pending delivery of the original thereof, together with an Officer’s Certificate of the Seller certifying that the copy of such assumption, modification or substitution agreement delivered to the Indenture Trustee (or the applicable Custodian) is a true copy and that the original of such agreement has been forwarded to the public recording office; (v) with respect to each Non-MERS Mortgage Loan, an original AssignmentAssignment of Mortgage, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank blank, without recourse or (B) to JPMorgan Chase Bank, as Trustee under one of the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Custodians or the Indenture Trustee, without recourse"; (dvi) if applicable, such original intervening assignments of the originals Mortgage, notice of all intervening Assignments transfer or equivalent instrument (if any) evidencing each, an “Intervening Assignment”), as may be necessary to show a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereonoriginator, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignmentsor, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of an Intervening Assignment that has been lost, a written Opinion of Counsel acceptable to the Indenture Trustee that such original Intervening Assignment is not required to enforce the Indenture Trustee’s interest in the Mortgage Loan; (vii) with respect to any Mortgage Loan, the original mortgagee title insurance policy (or, in lieu thereof, a commitment to issue such title insurance policy, with an original or certified copy of such title insurance policy to follow as soon after the Closing Date as reasonable practicable) or attorney’s opinion of title and abstract of title; (viii) the original primary mortgage insurance policy or certificate, or an electronic certification evidencing the existence of the primary mortgage insurance policy certificate, if private mortgage guaranty insurance is required; (ix) the original of any security agreement, chattel mortgage or equivalent instrument executed in connection with the Mortgage or as to any security agreement, chattel mortgage or their equivalent instrument that cannot be delivered on or prior to the Closing Date because of a delay caused by the public recording officeoffice where such document has been delivered for recordation, a photocopy of such document, pending delivery of the original thereof, together with an Officers' Officer’s Certificate of the Servicer (or certified by Seller certifying that the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of security agreement, chattel mortgage will be promptly or their equivalent instrument delivered to the Indenture Trustee upon receipt thereof by the Servicer; (or (Bits custodian) in the case of an intervening assignment where is a public recording office retains true copy and that the original recorded intervening assignment or in of such document has been forwarded to the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (fx) the original with respect to any manufactured housing contract, any related manufactured housing sales contract, installment loan agreement or copies of each assumption, modification, written assurance or substitution agreement, if anyparticipation interest. The Trustee agrees parties hereto acknowledge and agree that the form of endorsement attached hereto as Exhibit A-4 is intended to execute and deliver, or to cause effect the Custodian to execute and deliver, transfer to the Depositor Indenture Trustee as pledgee of the Issuer, for the benefit of the Securityholders, of the Mortgage Notes and the Mortgages. (i) Assignments of Mortgage with respect to each Non-MERS Mortgage Loan shall be recorded; provided, however, that such Assignments need not be recorded if, on or prior to the Closing Date, the Depositor delivers an Opinion of Counsel (which must be Independent counsel) acceptable to the Indenture Trustee and the Rating Agencies, to the effect that recording in such states is not required to protect the Indenture Trustee’s interest in the related Non-MERS Mortgage Loans; provided, further, that notwithstanding the delivery of any Opinion of Counsel, the Master Servicer shall cause the applicable Servicer to submit each Assignment of Mortgage for recording upon the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage. Subject to the preceding sentence, as soon as practicable after the Closing Date an acknowledgment of receipt (but in no event more than three months thereafter except to the extent delays are caused by the applicable recording office), the Master Servicer, at the expense of the original Mortgage Notes (Depositor and with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any cooperation of the documents applicable Servicer, shall cause to be properly recorded by each Servicer in each public recording office where the related Mortgages are recorded each Assignment of Mortgage referred to in Section 2.01(b)subsection (b)(v) above with respect to each Non-MERS Mortgage Loan. (ii) With respect to each MERS Mortgage Loan, (c) or the Master Servicer shall cause the applicable Servicer, at the expense of the Depositor, to take such actions as are necessary to cause the Indenture Trustee to be clearly identified as the owner of each such Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. (d) above has as of In instances where a Title Insurance Policy is required to be delivered to the Closing Date been submitted for recording but either (x) has not been returned from Indenture Trustee or the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the TrusteeIndenture Trustee under clause (b)(vii) no later than above and is not so delivered, the Closing Date, of Depositor will provide a copy of each such document certified by Title Insurance Policy to the Seller Indenture Trustee, or the Originator in the case of (x) above or to the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Indenture Trustee), as promptly upon receipt thereof as practicable after the execution and delivery hereof, but in any case within 180 days of either the original Closing Date. (e) For Mortgage Loans (if any) that have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Depositor, in lieu of delivering the above documents, herewith delivers to the Indenture Trustee, or a copy of such document certified by to the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Indenture Trustee, an Officer’s Certificate which shall include a statement to the effect that all amounts received in connection with such prepayment that are required to be deposited in the Collection Account pursuant to Section 4.07(d) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any have been so deposited. All original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document are not delivered to the Indenture Trustee (or the applicable Custodian on behalf of the Trustee). If Indenture Trustee shall be held by the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (Master Servicer or the Custodian on behalf applicable Servicer in trust for the benefit of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement Indenture Trustee and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Securityholders.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets included or to be included in the Trust Fund; , (vvi) the Initial Deposit and (vii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Originator, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankXxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; PROVIDED, HOWEVER, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut- off Date Principal Balance or Subsequent Cut-off Date Principal Balance, as applicable, of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date or Subsequent Cut-off Date, as applicable; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording;; 57 (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Xxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor and the NIMS Insurer on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company or an original attorney's opinion of title, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. 58 The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor shall be required to deliver such Assignments for recording within 90 days of the Closing Date (or Subsequent Transfer Date, with respect to a Subsequent Mortgage Loan). Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receives notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; PROVIDED, HOWEVER, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage, (vi) any Mortgage Loan that is 90 days or more Delinquent and (vii) reasonable direction by the NIMS Insurer. Upon (a) receipt of written notice from the Trustee that recording of the Assignments is required pursuant to one or more of the conditions (excluding (v) and (vi) above) set forth in the preceding sentence or (b) upon the occurrence of condition (v) or (vi) in the preceding sentence, the Depositor shall be required to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of such notice. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), within ninety (90) days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) the Depositor shall cause to be completed such endorsements "Pay to the order of Xxxxx Fargo Bank Minnesota, National Association, as Trustee, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase AgreementAgreement and the PMI Policy. It is agreed The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the parties hereto appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that it the Master Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, an Officers' Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not intended that any mortgage loan certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be included in a true and complete copy of the Trust that is a "High-Cost Home Loan" as defined in either (i) original to the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Custodian.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby assign, sell, transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trustin trust, without recourse recourse, for the benefit of the Certificateholders (and for the benefit of the other parties to this Agreement as their respective interests may appear) all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositorin, in to and to under (i) the Mortgage Loans and all documents included in the related Mortgage Files and Servicing Files, (ii) the rights of the Depositor under Sections 2, 3, 9, 10, 11, 12, 13, 14, 16, 17, 18 and 19 of each Mortgage Loan identified on of the Mortgage Loan SchedulePurchase Agreements, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor received or the Servicer after the Cut-off Date receivable on or with respect to the Mortgage LoansLoans and due after the Cut-Off Date. The transfer of the Mortgage Loans and the related rights and property accomplished hereby is absolute and, notwithstanding Section 11.07, is intended by the parties to constitute a sale. (b) In connection with such transfer and assignment, the Depositor’s assignment pursuant to Section 2.01(a) above the Depositor does hereby deliver toshall direct, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to hereby represents and warrants that it has directed, each Mortgage Loan (a "Mortgage File") so transferred and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay Seller pursuant to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing applicable Mortgage Loan Purchase Agreement, dated as of October 1to deliver to and deposit with, 2004or cause to be delivered to and deposited with, among Asset Backed Funding Corporationthe Trustee or a Custodian appointed thereby (with a copy to the Master Servicer and Special Servicer), Centex Home Equity Companyon or before the Closing Date, LLC the Mortgage File for each Mortgage Loan so assigned and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect the Servicing File to any lost Mortgage Note, an original Lost Note Affidavit, together with the Master Servicer. The Special Servicer may request the Master Servicer to deliver a copy of the related Servicing File for any Mortgage Note;Loan (other than a Specially Serviced Mortgage Loan) at the expense of the Special Servicer. None of the Trustee, any Custodian, the Master Servicer or the Special Servicer shall be liable for any failure by any Mortgage Loan Seller or the Depositor to comply with the document delivery requirements of the applicable Mortgage Loan Purchase Agreement and this Section 2.01(b). (bc) If any Mortgage Loan Seller cannot deliver, or cause to be delivered, on the original Closing Date, as to any Mortgage Loan, any of the documents and/or instruments referred to in clauses (ii), (iii), (vi) (if recorded) and (viii) of the definition of “Mortgage File,” with evidence of recording thereon including any riders theretothereon, solely because of a delay caused by the public recording office where such document or instrument has been delivered for recordation, the delivery requirements of the related Mortgage Loan Purchase Agreement and Section 2.01(b) shall be deemed to have been satisfied as to such non-delivered document or instrument, and the original recorded power of attorney, if such non-delivered document or instrument shall be deemed to have been included in the Mortgage was executed pursuant to File; provided that a power photocopy of attorney, with evidence of recording thereon or, if such Mortgage non-delivered document or power of attorney has been submitted for recording but has not been returned from instrument (certified by the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified Loan Seller to be a true and complete copy of the original thereof submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator is delivered to the last endorsee Trustee or a Custodian appointed thereby on or before the Closing Date, and either the original of such non-delivered document or instrument, or a photocopy thereof, with evidence of recording thereon, is delivered to the Trustee or if any such intervening assignment has Custodian within 120 days of the Closing Date (or within such longer period after the Closing Date as the Trustee may consent to, which consent shall not been returned be unreasonably withheld so long as the applicable Mortgage Loan Seller is, in good faith, attempting to obtain from the appropriate county recorder’s office such original or photocopy). If the applicable Mortgage Loan Seller cannot deliver, or cause to be delivered, as to any Mortgage Loan, any of the documents and/or instruments referred to in clauses (ii), (iii), (vi) (if recorded) and (viii) of the definition of “Mortgage File” with evidence of recording thereon, for any other reason, including, without limitation, that such non-delivered document or instrument has been lost, the delivery requirements of the applicable Mortgage Loan Purchase Agreement and Section 2.01(b) shall be deemed to have been satisfied as to such non-delivered document or instrument and such non-delivered document or instrument shall be deemed to have been included in the Mortgage File; provided that a photocopy of such non-delivered document or instrument (with evidence of recording thereon) is delivered to the Trustee or a Custodian appointed thereby on or before the Closing Date. If, on the Closing Date as to any Mortgage Loan, the applicable Mortgage Loan Seller does not deliver in complete and recordable form any one of the assignments in favor of the Trustee referred to in clause (iv) or (v) of the definition of “Mortgage File”, the applicable Mortgage Loan Seller may provisionally satisfy the delivery requirements of the related Mortgage Loan Purchase Agreement and Section 2.01(b) by delivering with respect to such Mortgage Loan on the Closing Date an omnibus assignment of such Mortgage Loan; provided that all required original assignments with respect to such Mortgage Loan in fully complete and recordable form shall be delivered to the Trustee or its Custodian within 120 days of the Closing Date (or within such longer period as the Trustee in its discretion may permit). (d) The Trustee shall, for a fee paid to the Trustee by the Depositor on the Closing Date as to each Mortgage Loan promptly (and in any event within 90 days following the latest of (i) the Closing Date, (ii) the delivery of all assignments and UCC Financing Statements to the Trustee and (iii) the date on which the Trustee receives, with respect to the original recorded or filed documents relating to such assignments and UCC Financing Statements, all necessary recording and filing information required for the recording or filing of such assignments and UCC Financing Statements) cause to be submitted for recording or filing, as the case may be, in the appropriate public office for real property records or UCC Financing Statements, as appropriate and to the extent timely delivered to the Trustee in final, recordable form, each assignment of Mortgage, assignment of Assignment of Leases and any other recordable documents (to the extent the Trustee has actual knowledge that such documents are to be recorded) relating to each such Mortgage Loan, in favor of the Trustee referred to in clause (iv)(a), (b) and (c), respectively, of the definition of “Mortgage File” and each UCC-2 and UCC-3 assignment in favor of the Trustee and so delivered to the Trustee and referred to in clause (viii) of the definition of “Mortgage File.” The applicable Mortgage Loan Seller shall reimburse the Trustee for all reasonable costs and expenses incurred for recording any documents described in clause (iv)(c) of the definition of “Mortgage File.” Each such assignment, UCC-2 and UCC-3 shall reflect that the recorded original should be returned by the public recording office to the Trustee or has been lost its designee following recording, and each such UCC-2 and UCC-3 assignment shall reflect that the file copy thereof should be returned to the Trustee or if such its designee following filing; provided that in those instances where the public recording office retains the original recorded Assignmentsassignment of Mortgage or assignment of Assignment of Leases, the Servicer Trustee shall deliver obtain therefrom a certified copy of the recorded original, at the expense of the Depositor. If any such document or instrument is lost or returned unrecorded or unfiled, as the case may be, because of a defect therein, the Trustee shall direct the related Mortgage Loan Seller pursuant to the applicable Mortgage Loan Purchase Agreement to promptly prepare or cause to be delivered prepared a substitute therefor or cure such defect, as the case may be, and thereafter the Trustee shall upon receipt thereof cause the same to be duly recorded or filed, as appropriate. Upon request, the Trustee shall forward to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Master Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment certified by the appropriate public recording office to be a true and complete copy each of the original aforementioned recorded intervening assignment of mortgage will be promptly delivered assignments following the Trustee’s receipt thereof, to the Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment;extent not previously provided. (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available All documents and records in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially Servicing File in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations possession of the Depositor or the Mortgage Loan Sellers (except attorney client privileged communications, draft documents and any documents or materials prepared by the Mortgage Loan Sellers or their Affiliates for internal uses, including, without limitation, internal correspondence and credit analysis of the Mortgage Loan Sellers) that relate to deliver such documents shall be deemed the Mortgage Loans and that are not required to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received in accordance with respect to any Mortgage Loan, including, but not limited to, the definition thereof (including any original documents evidencing an assumption letters of credit), together with all Escrow Payments and Reserve Accounts in the possession thereof, shall be delivered to the Master Servicer or modification such other Person as may be directed by the Master Servicer (at the expense of any the applicable Mortgage Loan. Upon discovery Loan Seller) on or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following before the Closing Date, in Date and shall be held by the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian Master Servicer on behalf of the Trustee). If Trustee in trust for the Seller does not cure such defect or deliver such missing document within such time periodbenefit of the Certificateholders; provided, however, the Seller Master Servicer shall either repurchase have no responsibility for holding documents created or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers maintained by the Special Servicer hereunder and not delivered to the Trustee Master Servicer. (or f) In connection with the Depositor’s assignment pursuant to Section 2.01(a) above, the Depositor shall deliver to the Custodian and the Master Servicer on behalf or before the Closing Date and hereby represents and warrants that it has delivered a copy of the Trustee) a fully executed copies counterpart of the Originator each Mortgage Loan Purchase Agreement, as in full force and effect on the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Closing Date.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets included or to be included in the Trust Fund; , (vvi) [reserved] and (vii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Originator, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (a "Mortgage File") with respect to each Mortgage Loan so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase Xxxxx Fargo Bank, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; PROVIDED, HOWEVER, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance or Subsequent Cut-off Date Principal Balance, as applicable, of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date or Subsequent Cut-off Date, as applicable; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recordingthereon; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase "Xxxxx Fargo Bank, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor and the NIMS Insurer on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company or an original attorney's opinion of title, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor shall be required to deliver such Assignments for recording within 90 days of the Closing Date (or Subsequent Transfer Date, with respect to a Subsequent Mortgage Loan). Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; PROVIDED, HOWEVER, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage, (vi) any Mortgage Loan that is 90 days or more Delinquent and such recordation would be necessary to facilitate conversion of the Mortgaged Property in accordance with Section 3.16 and (vii) reasonable direction by the NIMS Insurer. Upon (a) receipt of written notice from the Trustee that recording of the Assignments is required pursuant to one or more of the conditions (excluding (v) and (vi) above) set forth in the preceding sentence or (b) upon the occurrence of condition (v) or (vi) in the preceding sentence, the Depositor shall be required to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of such notice. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. To the extent not previously delivered to the Trustee by the Depositor, the Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator each Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the PMI Policy. The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan Purchase Agreement. It is agreed entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the Master Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, an Officers' Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be a true and complete copy of the original to the Custodian. The parties hereto understand and agree that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined by the HOEPA or any other applicable predatory or abusive lending laws. The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contracts on the Closing Date and thereafter on behalf of the Holders of the Certificates. The Seller, the Depositor, the Master Servicer and the Holders of the Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contracts and shall do so solely in either (i) its capacity as Trustee of the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Trust Fund and not in its individual capacity.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets included or to be included in the Trust Fund; , (vvi) payments made to the Trustee by the Swap Administrator under the Swap Administration Agreement and the Swap Account and (vii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) “Custodian”), the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assignedassigned and the Originator, on behalf of the Depositor,: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "“Pay to the order of JPMorgan Chase Wxxxx Fargo Bank, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ”, or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance, as applicable, of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recordingthereon; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase “Wxxxx Fargo Bank, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse";” (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor and the NIMS Insurer on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company or an original attorney's opinion of title, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor shall be required to deliver such Assignments for recording within 90 days of the Closing Date. Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage, (vi) any Mortgage Loan that is 90 days or more Delinquent and such recordation would be necessary to facilitate conversion of the Mortgaged Property in accordance with Section 3.16 and (vii) reasonable direction by the NIMS Insurer. Upon (a) receipt of written notice from the Trustee that recording of the Assignments is required pursuant to one or more of the conditions (excluding (v) and (vi) above) set forth in the preceding sentence or (b) upon the occurrence of condition (v) or (vi) in the preceding sentence, the Depositor shall be required to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of such notice. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. To the extent not previously delivered to the Trustee by the Depositor, the Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator each Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the PMI Policy. The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan Purchase Agreement. It is agreed entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the Master Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, an Officers' Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be a true and complete copy of the original to the Custodian. The parties hereto understand and agree that it is not intended that any mortgage loan be included in the Trust that is a "Highhigh-Cost Home Loan" cost home loan as defined in either (i) by the New Jersey Home Ownership Act effective November 27, 2003 HOEPA or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004any other applicable predatory or abusive lending laws.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets included or to be included in the Trust Fund; Fund and (vvi) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Originator, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankXxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; PROVIDED, HOWEVER, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut- off Date Principal Balance or Subsequent Cut-off Date Principal Balance, as applicable, of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date or Subsequent Cut-off Date, as applicable; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Xxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor and the NIMS Insurer on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company or an original attorney's opinion of title, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor shall be required to deliver such Assignments for recording within 90 days of the Closing Date (or Subsequent Transfer Date, with respect to a Subsequent Mortgage Loan). Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receives notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; PROVIDED, HOWEVER, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage, (vi) any Mortgage Loan that is 90 days or more Delinquent and (vii) reasonable direction by the NIMS Insurer. Upon (a) receipt of written notice from the Trustee that recording of the Assignments is required pursuant to one or more of the conditions (excluding (v) and (vi) above) set forth in the preceding sentence or (b) upon the occurrence of condition (v) or (vi) in the preceding sentence, the Depositor shall be required to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of such notice. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), within ninety (90) days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) the Depositor shall cause to be completed such endorsements "Pay to the order of Xxxxx Fargo Bank Minnesota, National Association, as Trustee, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase AgreementAgreement and the PMI Policy. It is agreed The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the parties hereto appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that it the Master Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, an Officers' Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not intended that any mortgage loan certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be included in a true and complete copy of the Trust that is a "High-Cost Home Loan" as defined in either (i) original to the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Custodian.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby assign, sell, transfer, assign, set over and otherwise convey to the Trustee, on behalf of the TrustTrust Fund, without recourse recourse, for the benefit of the Certificateholders (and for the benefit of the other parties to this Agreement as their respective interests may appear) all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositorin, in to and to under (i) the Mortgage Loans, (ii) each Mortgage Loan identified on of the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date Purchase Agreements and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor received or the Servicer after the Cut-off Date receivable on or with respect to the Mortgage LoansLoans and due after the Cut-Off Date. In connection with such The transfer and assignment, the Depositor does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred Loans and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note;rights and property accomplished hereby is absolute and, notwithstanding Section 11.07, is intended by the parties to constitute a sale. (b) In connection with the original Mortgage with evidence of recording thereon including any riders theretoDepositor's assignment pursuant to Section 2.01(a) above, the Depositor shall direct, and the original recorded power of attorneyhereby represents and warrants that it has directed, if the Mortgage was executed Loan Sellers pursuant to the applicable Mortgage Loan Purchase Agreement to deliver to and deposit with, or cause to be delivered to and deposited with, the Trustee or a power Custodian appointed thereby (with a copy to the Master Servicer), on or before the Closing Date, the Mortgage File for each Mortgage Loan so assigned. None of attorneythe Trustee, any Custodian, the Master Servicer or the Special Servicer shall be liable for any failure by the Mortgage Loan Seller or the Depositor to comply with evidence the document delivery requirements of recording thereon orthe respective Mortgage Loan Purchase Agreement and this Section 2.01 (b). (c) The Trustee shall, if at the Depositor's expense and direction, as to each Mortgage Loan, promptly (and in any event within 45 days following the later of the Closing Date or the delivery of such Mortgage or power of attorney has been assignments and UCC Financing Statements to the Custodian) cause to be submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorneyfiling, as the case may be, certified in the appropriate public office for real property records or UCC Financing Statements, as appropriate and to be a true the extent timely delivered to the Custodian in final, recordable form, each assignment of Mortgage, assignment of Assignment of Leases and complete copy any other recordable documents relating to the Mortgage Loan, in favor of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase BankTrustee, as Trustee under referred to in clause (iv) of the Pooling definition of "Mortgage File" and Servicing Agreementeach UCC-2 and UCC-3 assignment in favor of the Trustee, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC Trustee and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator so delivered to the last endorsee with evidence Custodian and referred to in clause (viii) of recording thereon, or if any the definition of "Mortgage File." Each such intervening assignment has not been shall reflect that it should be returned from by the applicable public recording office to the Custodian or has been lost its designee following recording, and each such UCC-2 and UCC-3 assignment shall reflect that the file copy thereof should be returned to the Custodian or if such its designee following filing (and the Custodian shall forward a copy of each document to Master Servicer upon receipt); provided, that in those instances where the public recording office retains the original assignment of Mortgage or assignment of Assignment of Leases the Custodian shall obtain therefrom a certified copy of the recorded Assignmentsoriginal. If any such document or instrument is lost or returned unrecorded or unfiled, as the case may be, because of a defect therein, the Servicer Trustee shall deliver direct the appropriate Mortgage Loan Seller pursuant to the applicable Mortgage Loan Purchase Agreement promptly to prepare or cause to be delivered to the Trusteeprepared a substitute therefor or cure such defect, a photocopy of such intervening assignment, together with (A) in as the case of a delay caused by the public recording officemay be, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 thereafter the Trustee shall upon receipt thereof by cause the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office same to be a true and complete copy of the original duly recorded intervening assignment;or filed, as appropriate. (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of All documents and records in the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations possession of the Depositor or the Mortgage Loan Sellers that relate to deliver such documents shall be deemed the Mortgage Loans and that are not required to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received in accordance with respect the definition thereof shall be delivered to any the Master Servicer (at the expense of the Depositor or the applicable Mortgage Loan, including, but not limited to, any original documents evidencing an assumption Loan Seller) on or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following before the Closing Date, in Date and shall be held by the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian Master Servicer on behalf of the Trustee). If Trustee in trust for the Seller does not cure such defect or deliver such missing document within such time periodbenefit of the Certificateholders. (e) In connection with the Depositor's assignment pursuant to Section 2.01(a) above, the Seller Depositor shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers deliver to the Trustee (Custodian and the Master Servicer on or before the Custodian on behalf Closing Date a copy of a fully executed counterpart of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, as in full force and effect on the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Closing Date.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Master Agreements (as assigned to the Depositor pursuant to the terms of the Assignment Agreements), (v) the right to receive any amounts payable under the Cap Contract, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Holders of the Floating Rate Certificates. The Depositor, the Servicer and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) Custodian, as applicable, the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned, and in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, Note including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankDeutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage (noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan), with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) unless the Mortgage Loan is registered on the MERS(R) System, an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Deutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer assignments (or certified by to MERS if the title company, escrow agent, or closing attorneyMortgage Loan is registered on the MERS(R) stating that such intervening Assignment has been dispatched to System and noting the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy presence of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMIN); (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment executed copy of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretoeach Assignment Agreement and each Master Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the related Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the related Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Servicer or the Depositor shall deliver or cause to be delivered to the Trustee or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)) shall notify the Servicer and the Servicer shall enforce the obligations of the Originator under the related Master Agreement to cure such defect or deliver such missing document to the Trustee or the Custodian within 90 days. If the Seller such Originator does not cure such defect or deliver such missing document within such time period, the Seller Servicer shall use commercially reasonable efforts to attempt to enforce the obligations of such Originator to either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03; provided, however, that the Servicer shall not be under any obligation to take any action pursuant to this paragraph unless directed by the Depositor and provided, further, the Depositor hereby agrees to assist the Servicer in enforcing any obligations of any Originator to repurchase or substitute for a Mortgage Loan which has breached a representation or warranty under the related Assignment Agreement. The Depositor herewith delivers to In connection with the foregoing, it is understood that the Trustee (or the Custodian on behalf of the Trustee) executed copies shall have no duty to discover any such defects except in the course of performing its review of the Originator Mortgage Files to the extent set forth herein. Except with respect to any Mortgage Loan Purchase Agreementfor which MERS is identified on the Mortgage, the Trustee shall enforce the obligations of each Originator under the related Master Agreement to cause the Assignments which were delivered in blank to be completed and to record all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof. The Trustee shall enforce the obligations of each Originator under the related Master Agreement to deliver such assignments for recording within 180 days of the Closing Date. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Trustee shall enforce the obligations of each Originator under the related Master Agreement to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment, Assumption except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, shall be submitted for recording in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by the Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) upon receipt of notice from the Servicer, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and Recognition Agreement (vi) upon receipt of notice from the Servicer, any Mortgage Loan that is 90 days or more Delinquent. In the event of (i) through (vi) set forth in the immediately preceding sentence, the Trustee shall enforce the obligations of the Seller to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of notice by the Seller. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. In the event that any Mortgage Note is endorsed in blank as of the Closing Date, promptly following the Closing Date, the Trustee (or the Custodian on behalf of the Trustee) shall cause (at the Seller's expense) such endorsements to be completed as follows: "Pay to the order of Deutsche Bank National Trust Company, as Trustee, without recourse." The Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan Purchase Agreement. It is agreed entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, the Servicer shall deliver to the Custodian, within such 365 day period, an Officers' Certificate of the Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not certify as to the accuracy of such document, the Servicer shall deliver a copy of such document certified by an officer of the Servicer to be a true and complete copy of the original to the Custodian. The parties hereto understand and agree that it is not intended that any mortgage loan Mortgage Loan be included in the Trust that is a "Highhigh-Cost Home Loan" cost home loan as defined in either (i) by the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Homeownership and Equity Protection Act effective January 1, 2004of 1994 or any other applicable predatory or abusive lending laws.

Conveyance of Mortgage Loans. The DepositorIn consideration of the Issuer’s delivery of the Notes and the Owner Trust Certificates to the Depositor or its designee, and concurrently with the execution and delivery hereofof this Agreement, the Depositor does hereby transfer, assign, set over and otherwise convey to the TrusteeIssuer without recourse, on behalf subject to Sections 2.02, 2.03, 2.04 and 2.05, all of the Trust, without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor in and to the Mortgage Loans and the other assets constituting the Trust Estate. To facilitate the pledge of the Trust Estate to the Indenture Trustee pursuant to the Indenture, the Issuer hereby directs the Depositor to assign and deliver the Trust Estate directly to the Indenture Trustee. The Indenture Trustee declares that, subject to the review provided for in the Xxxxx Fargo Custodial Agreement, it has received and shall hold the Trust Estate, as Indenture Trustee, in trust, for the benefit and use of the Securityholders and for the purposes and subject to the terms and conditions set forth in this Agreement and the Indenture. Concurrently with such receipt, the Issuer has issued and delivered the Securities to or upon the order of the Depositor, including in exchange for the Trust Estate. The foregoing sale, transfer, assignment, set-over, deposit and conveyance does not and is not intended to result in creation or assumption by the Indenture Trustee of any security interest therein obligation of the Depositor or any other Person in connection with the Mortgage Loans or any other agreement or instrument relating thereto except as specifically set forth herein. Upon the issuance of the Notes and the Owner Trust Certificate, ownership in the Trust Estate shall be vested in the Issuer, subject to the lien created by the Indenture in favor of the Indenture Trustee, for the benefit of the DepositorNoteholders. For purposes of complying with the requirements of the Asset-Backed Securities Facilitation Act of the State of Delaware, in and to 6 Del. C. § 2701A, et seq. (the “Securitization Act”), each of the parties hereto xxxxxx agrees that: (i) each Mortgage Loan identified on any property, assets or rights purported to be transferred, in whole or in part, by the Mortgage Loan ScheduleDepositor pursuant to this Agreement shall be deemed to no longer be the property, including assets or rights of the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; Depositor; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu none of foreclosure; (iii) the Depositor, its interest creditors or, in any insurance policies in insolvency proceeding with respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after Depositor’s property, a bankruptcy trustee, receiver, debtor, debtor in possession or similar person, to the Cut-off Date extent the issue is governed by Delaware law, shall have any rights, legal or equitable, whatsoever to reacquire (except pursuant to a provision of this Agreement), reclaim, recover, repudiate, disaffirm, redeem or recharacterize as property of the Depositor any property, assets or rights purported to be transferred, in whole or in part, by the Depositor pursuant to this Agreement (including the Assignment Agreement); (iii) in the event of a bankruptcy, receivership or other insolvency proceeding with respect to the Mortgage LoansDepositor or the Depositor’s property, to the extent the issue is governed by Delaware law, such property, assets and rights shall not be deemed to be part of the Depositor’s property, assets, rights or estate; and (iv) the transaction contemplated by this Agreement shall constitute a “securitization transaction” as such term is used in the Securitization Act. In connection with such transfer and assignment, the Seller, on behalf of the Depositor and the Issuer, does hereby deliver on the Closing Date, unless otherwise specified in this Section 2.01, to, and deposit with the Trustee (Indenture Trustee, or the Custodian on behalf of as its designated agent, the Trustee) the following documents or instruments described in Schedule B-1 of the Purchase and Servicing Agreement with respect to each Mortgage Loan (a "“Mortgage File"”) so transferred and assigned: . In connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will take (aor shall cause the Servicer to take), at the expense of the Seller (with the cooperation of the Depositor, the Seller, the Issuer, the Indenture Trustee and the Master Servicer), such actions as are necessary to cause the MERS® System to indicate that such Mortgage Loans have been assigned to the Indenture Trustee in accordance with this Agreement for the benefit of the Securityholders by including (or deleting, in the case of Mortgage Loans that are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the series of the Notes issued in connection with the transfer of such Mortgage Loans to the PHH Mortgage Trust, Series 2008-CIM1. With respect to each Cooperative Loan the Seller, on behalf of the Depositor does hereby deliver to the Indenture Trustee (or Custodian) the original Mortgage Noterelated Cooperative Loan Documents and the Seller will take (or shall cause the Servicer to take), at the expense of the Seller (with the cooperation of the Depositor, the Indenture Trustee and the Master Servicer) such actions as are necessary under applicable law (including any riders thereto, endorsed either (Abut not limited to the Uniform Commercial Code) in blank order to perfect the interest of the Indenture Trustee in the related Mortgaged Property. Assignments of each Mortgage with respect to each Mortgage Loan that is not a MERS Mortgage Loan (other than a Cooperative Loan) shall be recorded; provided, however, that such assignments need not be recorded if, in the Opinion of Counsel (which must be from Independent Counsel and not at the expense of the Issuer or the Indenture Trustee) acceptable to the Indenture Trustee, each Rating Agency and the Master Servicer, recording in such states is not required to protect the Indenture Trustee’s interest in the related Mortgage Loans; provided, however, notwithstanding the delivery of any Opinion of Counsel, each assignment of Mortgage shall be submitted for recording by the Seller (or the Seller will cause the Servicer to submit each such assignment for recording), at the cost and expense of the Seller, in the manner described above, at no expense to the Issuer or Indenture Trustee, upon the earliest to occur of (1) reasonable direction by the Majority Securityholders, (2) the occurrence of a bankruptcy or insolvency relating to the Seller or the Depositor, or (B3) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Noteone Assignment of Mortgage, an original Lost Note Affidavitthe occurrence of a bankruptcy, together with a copy of insolvency or foreclosure relating to the Mortgagor under the related Mortgage Note; (b) Mortgage. Subject to the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorneypreceding sentence, as soon as practicable after the case may be, certified to be a true and complete copy of the original submitted for recording; Closing Date (c) an original Assignment, but in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator no event more than three months thereafter except to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from extent delays are caused by the applicable recording office office), the Seller shall properly record (or has been lost or if such the Seller will cause the Servicer to properly record), at the expense of the Seller (with the cooperation of the Depositor, the Indenture Trustee and the Master Servicer), in each public recording office retains where the original recorded Assignmentsrelated Mortgages are recorded, the Servicer each Assignment with respect to a Mortgage Loan that is not a MERS Mortgage Loan. The Seller shall deliver or cause to be delivered to the TrusteeCustodian, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Indenture Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof thereof, any other documents constituting a part of a Mortgage File received with respect to any Mortgage LoanLoan sold to the Depositor by the Seller and required to be delivered to the Custodian pursuant to the Xxxxx Fargo Custodial Agreement, on behalf of the Indenture Trustee, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. For Mortgage Loans (if any) that have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Seller, in lieu of delivering the above documents, herewith delivers to the Indenture Trustee, or to the Custodian on behalf of the Indenture Trustee, an Officer’s Certificate which shall include a statement to the effect that all amounts received in connection with such prepayment that are required to be deposited in the related Distribution Account have been so deposited. All original documents that are not delivered to the Indenture Trustee on behalf of the Issuer shall be held by the Master Servicer or the Servicer in trust for the Indenture Trustee, for the benefit of the Issuer and the Securityholders. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 90 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Indenture Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.032.04 hereof. The Depositor herewith delivers to the Indenture Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase and Servicing Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Master Agreement (as assigned to the Depositor pursuant to the terms of the Assignment Agreement), (v) the right to receive any amounts payable under the Cap Contract, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Holders of the Floating Rate Certificates. The Depositor, the Servicer and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity. In the event that the Trustee receives a termination payment under the Cap Contract, the Trustee shall deposit such termination payment into a separate account (the “Cap Termination Reserve Account”) and shall, on each Distribution Date following receipt of such termination payment (other than a Distribution Date described in the following sentence), withdraw from such account the Monthly Cap Termination Payment and distribute it in accordance with Section 4.01(d) of this Agreement. If a termination payment under the Cap Contract has been received, on (i) the Distribution Date on which the Certificate Principal Balances of the Regular Certificates have been reduced to zero, (ii) the final payment or other liquidation of the last Mortgage Loan in the Trust, (iii) the optional purchase by the Terminator of the Mortgage Loans as described in Section 10.01 or (iv) the Distribution Date in August 2035, the Trustee shall withdraw all amounts remaining in the Cap Termination Reserve Account and distribute such amounts, if any, in accordance with Section 4.01 of this Agreement. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) , the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned:assigned (with respect to each Mortgage Loan, a “Mortgage File”): (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "“Pay to the order of JPMorgan Chase BankDeutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ” or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage (noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan), with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) unless the Mortgage Loan is registered on the MERS® System, an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank“Deutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse";” (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer assignments (or certified by to MERS if the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to Mortgage Loan is registered on the appropriate public recording office for recordation MERS® System and that such original recorded intervening Assignment or a copy noting the presence of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMIN); (ev) the (i) original or a certified copy of lender's ’s title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment of receipt executed copy of the original Mortgage Notes (with any exceptions noted)Assignment Agreement, substantially in the form attached as Exhibit F-3 heretoMaster Agreement and the PMI Policy. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) Trustee no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The If the original lender’s title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee (Custodian on behalf of the Trustee, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Custodian on behalf of the Trustee) , promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.receipt

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all proceeds of any of the foregoing; (v) the rights of the Depositor under the Mortgage Loan Purchase Agreement, including the rights of the Depositor as assignee of the Seller with respect to the Seller's rights under the Transfer Agreement, and (vi) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor does hereby deliver (or cause to be delivered) to, and deposit (or cause to be deposited) with the Trustee (Trustee, or the Custodian on behalf of the Trustee) 's behalf, the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase BankBank One, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October March 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-22003, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original AssignmentAssignment of Mortgage, in form and substance acceptable for recording. The Mortgage shall be ; assigned either (A) in blank or (B) to JPMorgan Chase Bank"Bank One, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October March 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-22003, without recourse"; (div) the originals of all intervening Assignments assignments of Mortgage (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or copies thereof certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public related recording office for recordation and that such original recorded intervening Assignment or showing a copy complete chain of assignments from the originator of such intervening Assignment certified by the appropriate public recording office Mortgage Loan to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording officeXxxxx Fargo Home Mortgage, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentInc.; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees Servicer shall promptly (and in no event later than thirty days following the Closing Date) submit or cause to execute be submitted for recording, at the Depositor's expense and deliverat no expense to the Trust Fund or the Trustee, in the appropriate public office for real property records, each Assignment referred to in Section 2.01(iii) above required to be recorded as provided below; provided, however, that such recording shall only be required in the circumstances described in the second to the last paragraph of this Section 2.01. In the event that any such Assignment is lost or to returned unrecorded because of a defect therein, the Depositor shall cause the Custodian Seller or the Servicer to execute promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and deliver, thereafter cause each such Assignment to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretobe duly recorded. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator Servicer in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the OriginatorServicer, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy was not delivered pursuant to Section 2.01(v) above, the Seller shall deliver or cause to be delivered to the Trustee, a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original to be delivered to the Trustee, promptly upon receipt thereof. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of that any materially defective document in, in a Mortgage File is inconsistent with the information set forth on the related Mortgage Loan Schedule or that a document is missing from, a Mortgage File, or is materially mutilated, damaged or torn, the Seller shall have 120 days to cure such defect (or 150 90 days after the earlier of the Depositor's discovery or receipt of notification if such defect would cause the related Mortgage Loan not to be a "qualified mortgage" for REMIC purposes) or 365 days following the Closing Date, in the case of missing Mortgages or Assignments Assignments, or to deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. No Assignments of Mortgage referred to in Section 2.01(iii) hereof shall be recorded unless (x) subsequently required in connection with servicing a Mortgage Loan pursuant to this Agreement or (y) the Depositor is informed by the Rating Agencies that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment shall be submitted in the manner described above, at no expense to the Trust Fund, the Custodian, the Securities Administrator or the Trustee, upon the earliest to occur of: (i) reasonable direction by the NIMS Insurer, (ii) the occurrence of a Servicer Event of Termination, (iii) the occurrence of a servicing transfer as described in Section 7.02 hereof, (iv) with respect to a particular Mortgage Loan, upon the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and upon the receipt of notice by the Servicer of such situation, and (v) with respect to a particular Mortgage Loan, upon the delinquency of such Mortgage Loan for 90 days or more upon receipt of notice by the Servicer of such situation. Upon the occurrence of one of the events set forth in the immediately preceding sentence, the Servicer, in its capacity as originator, shall deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of notice by the Servicer. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Master Agreements (as assigned to the Depositor pursuant to the terms of the Assignment Agreements), (v) the right to receive any amounts payable under the Cap Contract, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Holders of the Floating Rate Certificates. The Depositor, the Servicer and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) , the following documents or instruments with respect to each Mortgage Loan so transferred and assigned, and in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, Note including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankDeutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage (noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan), with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) unless the Mortgage Loan is registered on the MERS(R) System, an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Deutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer assignments (or certified by to MERS if the title company, escrow agent, or closing attorneyMortgage Loan is registered on the MERS(R) stating that such intervening Assignment has been dispatched to System and noting the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy presence of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMIN); (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment executed copy of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretoeach Assignment Agreement and each Master Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Transfer Date, with respect to Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Transfer Date, with respect to Mortgage Loans), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee promptly upon receipt thereof. The Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Trustee shall have 120 days notify the Servicer and the Servicer shall enforce the obligations of the Originator under the Master Agreement to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)within 90 days. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Servicer shall use commercially reasonable efforts to attempt to enforce the obligations of the Originator to either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03; provided, however, that the Servicer shall not be under any obligation to take any action pursuant to this paragraph unless directed by the Depositor and provided, further, the Depositor hereby agrees to assist the Servicer in enforcing any obligations of the Originator to repurchase or substitute for a Mortgage Loan which has breached a representation or warranty under the related Assignment Agreement. In connection with the foregoing, it is understood that the Trustee shall have no duty to discover any such defects except in the course of performing its review of the Mortgage Files to the extent set forth herein. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, the Trustee shall enforce the obligations of the Originator under the Master Agreement to cause the Assignments which were delivered in blank to be completed and to record all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof. The Trustee shall enforce the obligations of the Originator under the Master Agreement to deliver such assignments for recording within 180 days of the Closing Date. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Trustee shall enforce the obligations of the Originator under the related Master Agreement to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor herewith delivers receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment, except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, shall be submitted for recording in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by the Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) upon receipt of notice from the Servicer, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and (vi) upon receipt of notice from the Servicer, any Mortgage Loan that is 90 days or more Delinquent. In the event of (i) through (vi) set forth in the immediately preceding sentence, the Trustee shall enforce the obligations of the Seller to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of notice by the Seller. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. In the event that any Mortgage Note is endorsed in blank as of the Closing Date, promptly following the Closing Date, the Trustee shall cause (at the Seller's expense) such endorsements to be completed as follows: "Pay to the order of Deutsche Bank National Trust Company, as Trustee, without recourse." The Servicer shall forward to the Trustee (original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Custodian on behalf Servicer shall provide the Trustee with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, the Servicer shall deliver to the Trustee) executed copies , within such 365 day period, an Officers' Certificate of the Originator Mortgage Loan Purchase AgreementServicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Trustee due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Trustee, and, upon receipt of a copy of such document certified by the public recording office, the AssignmentServicer shall immediately deliver such document to the Trustee. In the event the appropriate public recording office will not certify as to the accuracy of such document, Assumption the Servicer shall deliver a copy of such document certified by an officer of the Servicer to be a true and Recognition Agreement and complete copy of the Mortgage Loan Purchase Agreementoriginal to the Trustee. It is agreed and understood by the The parties hereto understand and agree that it is not intended that any mortgage loan Mortgage Loan be included in the Trust that is a "Highhigh-Cost Home Loan" cost home loan as defined in either (i) by the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Homeownership and Equity Protection Act effective January 1, 2004of 1994 or any other applicable predatory or abusive lending laws.

Conveyance of Mortgage Loans. The DepositorIn consideration of the Issuer’s delivery to or upon the order of the Depositor of executed and authenticated Notes and Certificates, concurrently with in authorized denominations and in aggregate amounts equal to the execution and delivery hereofaggregate Initial Note Balance, the Depositor does hereby sell, transfer, assign, set over assign and otherwise convey to the TrusteeIssuer, on behalf of the Trust, without recourse in trust for the benefit of the Certificateholders Securityholders, without recourse, subject to the Depositor’s obligations herein: (a) all the right, title and interest of the DepositorDepositor in and to the Mortgage Loans listed in Exhibit B hereto and all principal and interest collected after the Cut-Off Date relating to the Cut-Off Date Principal Balances of the Mortgage Loans; (b) all right, including title and interest of the Depositor in the Lien on the Mortgaged Properties created by the related Mortgage Documents; (c) all right, title and interest of the Depositor in any security Liquidation Proceeds and Insurance Proceeds covering the Mortgage Loans or the related Mortgaged Properties or Mortgagors; (d) all right, title and interest therein for (but none of the benefit obligations) of the Depositor under the Mortgage Loan Purchase and Servicing Agreement, including, but not limited to, the right to enforce, on behalf of the Depositor, the representations and warranties made by the Seller in Section 7.01 thereof relating to itself, the representations and warranties made by the Seller in Section 7.02 thereof relating to (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoans sold thereunder, including and the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect rights of the Mortgage Loans; Depositor under Section 7.03 thereof for any breaches of those representations and warranties. (ive) any proceeds of the foregoing and all other assets included or to be included in the Trust Fund; (v) all proceeds of any for the benefit of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Securityholders.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereofof this Agreement, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trust without recourse for the benefit (subject to Sections 2.02 and 2.04)(i) all of the Certificateholders all the its right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Off Date Principal Balance, all interest accruing thereon after the Cut-off related Due Date in [__________] 200[__] and all collections in respect of interest and principal due received after the Cut-off DateOff Date (other than payments in respect of accrued interest on the Mortgage Loans through the related Due Date in [__________] 200[__]); (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (viv) the Depositor’s rights under the Purchase Agreement (other than any rights of the Depositor to indemnification under Section 6.1(a), (c), (d) and (e)(ii) of the Originator Purchase Agreement), together with all rights of the Depositor to require the Seller to cure any breach thereof or to repurchase or substitute for any affected Mortgage Loan Purchase Agreement, in accordance with the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due In addition, on or prior to the Closing Date, the Depositor or shall cause the Servicer after Certificate Insurer to deliver the Cut-off Date with respect Certificate Insurance Policy to the Mortgage LoansTrustee. In connection with such transfer transfer, assignment and assignmentconveyance by the Depositor, the Depositor does hereby shall deliver to, and deposit with the Trustee (Trustee, on or before the Custodian on behalf of the Trustee) Closing Date, the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned:the “Related Documents”): (ai) the The original Mortgage Note, including any riders theretowith all prior and intervening endorsements showing a complete chain of endorsements from the originator of the Mortgage Loan to the Person so endorsing the Mortgage Loan to the Trustee, endorsed either (A) in blank or (B) in the following form: "by such Person “Pay to the order of JPMorgan Chase Bank[Trustee], as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, for [Trust] without recourse," ” and signed, by facsimile or with respect to any lost Mortgage Notemanual signature, an original Lost Note Affidavit, together with a copy in the name of the related Mortgage NoteSeller by a Responsible Officer; (bii) Any of: (1) the original Mortgage with evidence of recording thereon including any riders theretoMortgage, and the original recorded related power of attorney, if the Mortgage was executed pursuant to a power of attorneyany, with evidence of recording thereon orthereon, (2) a copy of the Mortgage and related power of attorney, if such any, certified as a true copy of the original Mortgage or power of attorney by a Responsible Officer of the Seller or by the closing attorney by facsimile or manual signature, or by an officer of the title insurer or agent of the title insurer that issued the related title insurance policy if the original has been submitted transmitted for recording but has not been until such time as the original is returned from by the applicable public recording office, or (3) a copy of the original recorded Mortgage and related power of attorney, if any, certified by the public recording office; (iii) The original Assignment of Mortgage in recordable form, from the Seller to “[Trustee], as Trustee for [Trust]”; (iv) The original lender’s policy of title insurance or a true copy thereof, or if such original lender’s title insurance policy has been lost or is not otherwise availablelost, a copy thereof certified by the appropriate title insurer to be true and complete, or if such lender’s title insurance policy has not been issued as of the Closing Date, a marked up commitment (binder) to issue such policy; (v) All intervening assignments, if any, showing a complete chain of assignments from the originator to the Seller, including any recorded warehousing assignments, with evidence of recording thereon, certified by a Responsible Officer of the Seller by facsimile or manual signature as a true copy of the original of such intervening assignments; and (vi) Originals of all assumption, written assurance, substitution and modification agreements, if any. In instances where the original recorded Mortgage cannot be delivered by the Depositor to the Trustee prior to or concurrently with the execution and delivery of this Agreement, due to a delay in connection with recording, the Depositor may in lieu of delivering such original recorded Mortgage, deliver to the Trustee a copy thereof, provided that the Seller certifies that the original Mortgage has been delivered to a title insurance company for recordation after receipt of its policy of title insurance or binder therefor. In all such instances, the Depositor will deliver or cause to be delivered the original recorded Mortgage to the Trustee promptly upon receipt of the original recorded Mortgage but in no event later than one year after the Closing Date. The Seller hereby confirms to the Trustee that it has caused the portions of the Electronic Ledger relating to the Mortgage Loans to be clearly and unambiguously marked, and has made the appropriate entries in its general accounting records, to indicate that such Mortgage Loans have been transferred to the Trustee and constitute part of the Trust in accordance with the terms of the trust created hereunder. (b) The parties hereto intend that the transaction set forth herein be a sale by the Depositor to the Trust of all the Depositor’s right, title and interest in and to the Mortgage Loans and other property described above. In the event the transaction set forth herein is deemed not to be a sale, the Depositor hereby grants to the Trust a security interest in all of the Depositor’s right, title and interest in, to and under the Mortgage Loans and other property described above; and this Agreement shall constitute a security agreement under applicable law. (c) Within 60 days of the Closing Date, the Seller, at its own expense, shall either (i) prepare and send for recording the Assignments of Mortgage in favor of the Trustee in the appropriate real property or other records, or (ii) deliver to the Trustee the Assignments of Mortgage in favor of the Trustee in form for recordation. With respect to any Assignment of Mortgage as to which the related recording information is unavailable within 60 days following the Closing Date, such Assignment of Mortgage shall be submitted for recording by the Seller within 30 days after receipt of such information but in no event later than one year after the Closing Date. The Trustee shall be required to retain a copy of each Assignment of Mortgage submitted for recording. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare a substitute Assignment of Mortgage or power of attorneycure such defect, as the case may be, certified and thereafter the Seller shall be required to be a true and complete copy submit each such Assignment of the original submitted for recording; (c) an original Assignment, in form and substance acceptable Mortgage for recording. The Any failure of the Seller to comply with this Section 2.01(c) shall result in the obligation of the Seller to purchase or substitute for the related Mortgage Loans pursuant to the provisions of Section 2.02. Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates without regard to the Certificate Insurance Policy; provided further, however, each Assignment of Mortgage shall be assigned either submitted for recording by the Servicer (Ain its capacity as Seller) in blank the manner described above, at no expense to the Trust or the Trustee, upon the earliest to occur of: (Bi) reasonable direction by the Certificate Insurer or by the Holders of Class A and Class A-IO Certificates entitled to JPMorgan Chase Bankat least 25% of the Voting Rights, (ii) the occurrence of a Servicer Termination Loss Event, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as Trustee described in Section 7.02 hereof, (v) if the Seller is not the Servicer and (vi) with respect to any one Assignment of Mortgage, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the Pooling related Mortgage. Notwithstanding the foregoing, if the Servicer is unable to pay the cost of recording the Assignments of Mortgage, such expense will be paid by the Trustee and Servicing shall be reimbursable pursuant to Section 9.05 of this Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse";. (d) The Trustee agrees, for the originals benefit of Certificateholders, within 90 days after execution and delivery of this Agreement, to review the Mortgage Files to ascertain that all intervening Assignments required documents set forth in paragraphs (if anyi) evidencing a complete chain - (v) of assignment from the applicable originator to the last endorsee with evidence of recording thereonSection 2.01(a) have been executed and received, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 documents relate to the Trustee upon receipt thereof by Mortgage Loans identified on the Servicer; or (B) Mortgage Loan Schedule and that the Mortgage Notes have been endorsed as set forth in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or Section 2.01(a), and in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to so doing the Trustee or may rely on the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion purported due execution and genuineness of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretosignature thereon. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or within such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to 90-day period the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such finds any document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File not to have been executed or received with respect or to be unrelated to the Mortgage Loans identified in said Mortgage Loan Schedule or, if in the course of its review, the Trustee determines that such Mortgage File is otherwise defective in any Mortgage Loanmaterial respect, includingthe Trustee shall promptly upon the conclusion of its review notify the Seller, but not limited tothe Depositor and the Certificate Insurer, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, and the Seller shall have 120 a period of 90 days after such notice within which to correct or cure any such defect or 150 days following defect. (e) The Trustee shall have no responsibility for reviewing any Mortgage File except as expressly provided in subsection (d) of Section 2.01. Without limiting the Closing Dateeffect of the preceding sentence, in the case of missing Mortgages or Assignments or deliver reviewing any Mortgage File pursuant to such missing document to subsection, the Trustee shall have no responsibility for determining whether any document is valid and binding, whether the text of any assignment or endorsement is in proper or recordable form (except, if applicable, to determine if the Trustee is the assignee or the Custodian on behalf of the Trusteeendorsee). If the Seller does not cure such defect or deliver such missing , whether any document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) has been recorded in accordance with Section 2.03. The Depositor herewith delivers the requirements of any applicable jurisdiction, or whether a blanket assignment is permitted in any applicable jurisdiction, but shall only be required to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreementdetermine whether a document has been executed, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it appears to be what it purports to be, and, where applicable, that it purports to be recorded, but shall not be required to determine whether any Person executing any document is not intended that authorized to do so or whether any mortgage loan be included in the Trust that signature thereon is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004genuine.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-Cut- off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all proceeds of any of the foregoing; (v) the rights of the Depositor under the Mortgage Loan Purchase Agreement and (vi) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Originator, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankWells Fargo Bank Minnexxxx, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; PROVIDED, HOWEVER, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Wells Fargo Bank Minnesota, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Xxxxtee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, policy; (iivi) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity[reserved]; and (fvii) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 90 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank and cause to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded; PROVIDED, HOWEVER, the Depositor need not cause to be recorded any Assignment which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Depositor to the Trustee and the Rating Agencies on or before the Closing Date, the recordation of such assignment is not necessary to protect the Trustee's interest in the related Mortgage Loan; PROVIDED, HOWEVER, notwithstanding the delivery of any Opinion of Counsel, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and (vi) any Mortgage Loan that is 90 days or more Delinquent. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Depositor shall be required to deliver such assignments for recording within 45 days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans). The Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), promptly following the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) the Depositor shall cause to be completed such endorsements "Pay to the order of Wells Fargo Bank Minnesota, N.A., as Xxxxtee, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the parties hereto appropriate public recording office to be a true and complete copy of the original within 270 days of its submission for recordation. In the event that it the Master Servicer cannot provide a copy of such document certified by the public recording office within such 270 day period, the Master Servicer shall deliver to the Custodian, within such 270 day period, an Officer's Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not intended that any mortgage loan certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be included in a true and complete copy of the Trust that is a "High-Cost Home Loan" as defined in either (i) original to the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Custodian.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each the Mortgage Loan Loans identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after rights of the Cut-off Date and all collections in Depositor under the Designated Seller's Agreement with respect of interest and principal due after the Cut-off Date; (ii) property which secured each to such Mortgage Loan Loans, and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to received by the Depositor or the Master Servicer after the Cut-off Date on or with respect to the Mortgage LoansLoans (other than payments of principal and interest due on the Mortgage Loans on or before the Cut-off Date). No liability to any Mortgagor under any of the Mortgage Loans arising out of any act or omission to act of the Seller in originating the Mortgage Loans or of the Master Servicer in servicing the Mortgage Loans prior to the Closing Date is intended to be assumed by the Trustee or the Certificateholders under or as a result of this Agreement and the transactions contemplated hereby and, to the maximum extent permitted and valid under mandatory provisions of law, the Trustee and the Certificateholders expressly disclaim such assumption. In connection with such transfer and assignment, the Depositor does hereby has requested the Seller to deliver to, and deposit with with, the Trustee (Trustee, or to one or more Custodians as the Custodian on behalf agent or agents of the Trustee) , the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either by the originator or the originator's successor in interest (A) which in blank all cases will be The Fifth Third Bank or (Ban Affiliate) in the following form: "Pay to the order of JPMorgan Chase BankThe First National Bank of Chicago, as Trustee under the Pooling and Servicing Agreement, dated as of October November 1, 20041995, among Asset Backed Funding CorporationSalomon Brothers Mortgage Securities VII, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed CertificatesInc., Series 20041995-2, without recourse," ", or with respect to any lost Destroyed Mortgage Note, an original Lost Note Affidavitlost note affidavit from the Seller stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note, provided that in no event shall lost note affidavits be delivered for more than 2% of the unpaid principal balance of the Mortgage NoteLoans as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost office or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified by the Seller to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, Assignment of the Mortgage executed by the originator or the originator's successor in form and substance acceptable for recording. interest (which in all cases will be The Mortgage shall be assigned either (AFifth Third Bank or an Affiliate) in blank or (B) to JPMorgan Chase Bankthe following form: "The First National Bank of Chicago, as Trustee under the Pooling and Servicing Agreement, dated as of October November 1, 20041995, among Asset Backed Funding CorporationSalomon Brothers Mortgage Securities VII, Centex Home Equity CompanyInc., LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-Series 1995- 2, Asset-Backed Certificates Series 2004-2, without recourse"; (div) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy, together with all endorsements or riders which were issued with or subsequent to the issuance of such policy, insuring the priority of the Mortgage as a first lien on the Mortgaged Property represented therein as a fee interest vested in the Mortgagor, or in the event such original title policy has not been issuedis unavailable, the a written commitment or uniform binder or preliminary report or irrevocable binder or commitment to issue of title issued by the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, or escrow company or an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000opinion, a title report and indemnity; andif customary in the related jurisdiction where the Mortgaged Property is located; (fv) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver; (vi) if such Mortgage Loan has a Loan-to-Value Ratio at the Cut-off Date in excess of 80% (as shown in the Mortgage Loan Schedule), the original Primary Insurance Policy, or in the event such original Primary Insurance Policy is unavailable, a written commitment from the mortgage insurer to cause issue such policy; and (vii) if applicable, a true and complete copy, certified as such by an officer of the Custodian Seller, of each certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any of the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name and such certificate or other evidence shall not have been recorded in the public recording office where the related Mortgage is required to execute and deliver, be recorded. Pursuant to the Depositor on or prior Designated Seller's Agreement, The Master Servicer promptly shall cause to be recorded, at no expense to the Closing Date an acknowledgment of receipt of Trust Fund, the original Mortgage Notes (with any exceptions noted)Depositor or the Trustee, substantially in the form attached appropriate public office for real property records, each Assignment referred to in Section 2.01(iii). In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Master Servicer promptly shall prepare a substitute Assignment or cure such defect, as Exhibit F-3 heretothe case may be, and thereafter cause each such Assignment to be duly recorded. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (Trustee, or the appropriate Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the OriginatorSeller, delivery to the Trustee (Trustee, or the appropriate Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy was not delivered pursuant to Section 2.01(vi) above, the Depositor shall deliver or cause to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, promptly upon receipt thereof. If the original Primary Mortgage Insurance Policy (if applicable) was not delivered pursuant to Section 2.01(vii) above, the Depositor shall deliver or cause to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, a written commitment from the mortgage insurer to issue such policy, with the original to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, promptly upon receipt thereof. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document inAll original documents relating to the Mortgage Loans that are not delivered to the Trustee, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the appropriate Custodian on behalf of the Trustee). If , are and shall be held by the Seller does not cure such defect or deliver such missing document within such time periodSeller, the Seller shall either repurchase Depositor or substitute the Master Servicer, as the case may be, in trust for the benefit of the Trustee on behalf of the Certificateholders. In the event that any such Mortgage Loan (or cause such Mortgage Loan original document is required pursuant to the terms of this Section to be purchased a part of a Mortgage File, such document shall be delivered promptly to the Trustee, or substituted) in accordance with the appropriate Custodian on behalf of the Trustee. Any such original document delivered to or held by the Depositor that is not required pursuant to the terms of this Section 2.03to be a part of a Mortgage File, shall be delivered promptly to the Master Servicer. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Designated Seller's Agreement. It is agreed and understood intended that the conveyances by the parties hereto that Depositor to the Trustee of the Mortgage Loans as provided for in this Section 2.01 be construed as a sale by the Depositor to the Trustee of the Mortgage Loans for the benefit of the Certificateholders. Further, it is not intended that any mortgage loan such conveyance be included deemed to be a pledge of the Mortgage Loans by the Depositor to the Trustee to secure a debt or other obligation of the Depositor. However, in the Trust event that the Mortgage Loans are held to be property of the Depositor or of the Seller, or if for any reason this Agreement is held or deemed to create a "High-Cost Home Loan" as defined security interest in either the Mortgage Loans, then it is intended that (ia) this Agreement shall also be deemed to be a security agreement within the meaning of Articles 8 and 9 of the New York, Ohio and Illinois Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction; (b) the conveyances provided for in this Section 2.01 shall be deemed to be (1) a grant by the Depositor to the Trustee of a security interest in all of the Depositor's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to (A) the Mortgage Loans, including the Mortgage Notes, the Mortgages, any related insurance policies and all other documents in the related Mortgage Files, (B) all amounts payable pursuant to the Mortgage Loans in accordance with the terms thereof and (C) any and all general intangibles consisting of, arising from or relating to any of the foregoing, and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other property, including without limitation all amounts from time to time held or invested in the Collection Account or the Distribution Account, whether in the form of cash, instruments, securities or other property and (2) an assignment by the Depositor to the Trustee of any security interest in any and all of the Seller's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to the property described in the foregoing clauses (1)(A), (B) and (C) granted by the Seller to the Depositor pursuant to the Designated Seller's Agreement; (c) the possession by the Trustee, the Custodian or any other agent of the Trustee of Mortgage Notes or such other items of property as constitute instruments, money, negotiable documents or chattel paper shall be deemed to be "possession by the secured party", or possession by a purchaser or a person designated by such secured party, for purposes of perfecting the security interest pursuant to the New Jersey Home Ownership Act effective November 27York, 2003 Ohio and Illinois Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction (including, without limitation, Section 9-305, 8-313 or 8-321 thereof); and (d) notifications to persons holding such property, and acknowledgments, receipts or confirmations from persons holding such property, shall be deemed notifications to, or acknowledgments, receipts or confirmations from, financial intermediaries, bailees or agents (as applicable) of the Trustee for the purpose of perfecting such security interest under applicable law. The Depositor and, at the Depositor's direction, the Seller and the Trustee shall, to the extent consistent with this Agreement, take such reasonable actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans and the other property described above, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the term of this Agreement. Without limiting the generality of the foregoing, the Depositor shall prepare and deliver to the Trustee not less than 15 days prior to any filing date and, the Trustee shall forward for filing, or shall cause to be forwarded for filing, at the expense of the Master Servicer, all filings necessary to maintain the effectiveness of any original filings necessary under the Uniform Commercial Code as in effect in any jurisdiction to perfect the Trustee's security interest in or lien on the Mortgage Loans as evidenced by an Officers' Certificate of the Depositor, including without limitation (x) continuation statements, and (y) such other statements as may be occasioned by (1) any change of name of the Seller, the Depositor or the Trustee, (2) any change of location of the place of business or the chief executive office of the Seller or the Depositor or (ii3) any transfer of any interest of the New Mexico Home Loan Protection Act effective January 1, 2004Seller or the Depositor in any Mortgage Loan.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each the Mortgage Loan Loans identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after rights of the Cut-off Date and all collections in Depositor under the Designated Seller's Agreement with respect of interest and principal due after the Cut-off Date; (ii) property which secured each to such Mortgage Loan Loans, and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to received by the Depositor or the Master Servicer after the Cut-off Date on or with respect to the Mortgage LoansLoans (other than payments of principal and interest due on the Mortgage Loans on or before the Cut-off Date). No liability to any Mortgagor under any of the Mortgage Loans arising out of any act or omission to act of the Seller in originating the Mortgage Loans or of the Master Servicer in servicing the Mortgage Loans prior to the Closing Date is intended to be assumed by the Trustee or the Certificateholders under or as a result of this Agreement and the transactions contemplated hereby and, to the maximum extent permitted and valid under mandatory provisions of law, the Trustee and the Certificateholders expressly disclaim such assumption. In connection with such transfer and assignment, the Depositor does hereby has requested the Seller to deliver to, and deposit with with, the Trustee (Trustee, or to one or more Custodians as the Custodian on behalf agent or agents of the Trustee) , the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either by the originator or the originator's successor in interest (A) which in blank all cases will be The Fifth Third Bank or (Ban Affiliate) in the following form: "Pay to the order of JPMorgan Chase BankThe First National Bank of Chicago, as Trustee under the Pooling and Servicing Agreement, dated as of October November 1, 20041995, among Asset Backed Funding CorporationSalomon Brothers Mortgage Securities VII, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed CertificatesInc., Series 20041995-23, without recourse," ", or with respect to any lost Destroyed Mortgage Note, an original Lost Note Affidavitlost note affidavit from the Seller stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note, provided that in no event shall lost note affidavits be delivered for more than 2% of the unpaid principal balance of the Mortgage NoteLoans as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost office or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified by the Seller to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, Assignment of the Mortgage executed by the originator or the originator's successor in form and substance acceptable for recording. interest (which in all cases will be The Mortgage shall be assigned either (AFifth Third Bank or an Affiliate) in blank or (B) to JPMorgan Chase Bankthe following form: "The First National Bank of Chicago, as Trustee under the Pooling and Servicing Agreement, dated as of October November 1, 20041995, among Asset Backed Funding CorporationSalomon Brothers Mortgage Securities VII, Centex Home Equity CompanyInc., LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse1995- 3"; (div) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy, together with all endorsements or riders which were issued with or subsequent to the issuance of such policy, insuring the priority of the Mortgage as a first lien on the Mortgaged Property represented therein as a fee interest vested in the Mortgagor, or in the event such original title policy has not been issuedis unavailable, the a written commitment or uniform binder or preliminary report or irrevocable binder or commitment to issue of title issued by the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, or escrow company or an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000opinion, a title report and indemnity; andif customary in the related jurisdiction where the Mortgaged Property is located; (fv) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver; (vi) if such Mortgage Loan has a Loan-to-Value Ratio at the Cut-off Date in excess of 80% (as shown in the Mortgage Loan Schedule), the original Primary Insurance Policy, or in the event such original Primary Insurance Policy is unavailable, a written commitment from the mortgage insurer to cause issue such policy; and (vii) if applicable, a true and complete copy, certified as such by an officer of the Custodian Seller, of each certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any of the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name and such certificate or other evidence shall not have been recorded in the public recording office where the related Mortgage is required to execute and deliver, be recorded. Pursuant to the Depositor on or prior Designated Seller's Agreement, The Master Servicer promptly shall cause to be recorded, at no expense to the Closing Date an acknowledgment of receipt of Trust Fund, the original Mortgage Notes (with any exceptions noted)Depositor or the Trustee, substantially in the form attached appropriate public office for real property records, each Assignment referred to in Section 2.01(iii). In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Master Servicer promptly shall prepare a substitute Assignment or cure such defect, as Exhibit F-3 heretothe case may be, and thereafter cause each such Assignment to be duly recorded. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (Trustee, or the appropriate Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the OriginatorSeller, delivery to the Trustee (Trustee, or the appropriate Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy was not delivered pursuant to Section 2.01(vi) above, the Depositor shall deliver or cause to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, promptly upon receipt thereof. If the original Primary Mortgage Insurance Policy (if applicable) was not delivered pursuant to Section 2.01(vii) above, the Depositor shall deliver or cause to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, a written commitment from the mortgage insurer to issue such policy, with the original to be delivered to the Trustee, or the appropriate Custodian on behalf of the Trustee, promptly upon receipt thereof. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document inAll original documents relating to the Mortgage Loans that are not delivered to the Trustee, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the appropriate Custodian on behalf of the Trustee). If , are and shall be held by the Seller does not cure such defect or deliver such missing document within such time periodSeller, the Seller shall either repurchase Depositor or substitute the Master Servicer, as the case may be, in trust for the benefit of the Trustee on behalf of the Certificateholders. In the event that any such Mortgage Loan (or cause such Mortgage Loan original document is required pursuant to the terms of this Section to be purchased a part of a Mortgage File, such document shall be delivered promptly to the Trustee, or substituted) in accordance with the appropriate Custodian on behalf of the Trustee. Any such original document delivered to or held by the Depositor that is not required pursuant to the terms of this Section 2.03to be a part of a Mortgage File, shall be delivered promptly to the Master Servicer. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Designated Seller's Agreement. It is agreed and understood intended that the conveyances by the parties hereto that Depositor to the Trustee of the Mortgage Loans as provided for in this Section 2.01 be construed as a sale by the Depositor to the Trustee of the Mortgage Loans for the benefit of the Certificateholders. Further, it is not intended that any mortgage loan such conveyance be included deemed to be a pledge of the Mortgage Loans by the Depositor to the Trustee to secure a debt or other obligation of the Depositor. However, in the Trust event that the Mortgage Loans are held to be property of the Depositor or of the Seller, or if for any reason this Agreement is held or deemed to create a "High-Cost Home Loan" as defined security interest in either the Mortgage Loans, then it is intended that (ia) this Agreement shall also be deemed to be a security agreement within the meaning of Articles 8 and 9 of the New York, Ohio and Illinois Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction; (b) the conveyances provided for in this Section 2.01 shall be deemed to be (1) a grant by the Depositor to the Trustee of a security interest in all of the Depositor's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to (A) the Mortgage Loans, including the Mortgage Notes, the Mortgages, any related insurance policies and all other documents in the related Mortgage Files, (B) all amounts payable pursuant to the Mortgage Loans in accordance with the terms thereof and (C) any and all general intangibles consisting of, arising from or relating to any of the foregoing, and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other property, including without limitation all amounts from time to time held or invested in the Collection Account or the Distribution Account, whether in the form of cash, instruments, securities or other property and (2) an assignment by the Depositor to the Trustee of any security interest in any and all of the Seller's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to the property described in the foregoing clauses (1)(A), (B) and (C) granted by the Seller to the Depositor pursuant to the Designated Seller's Agreement; (c) the possession by the Trustee, the Custodian or any other agent of the Trustee of Mortgage Notes or such other items of property as constitute instruments, money, negotiable documents or chattel paper shall be deemed to be "possession by the secured party", or possession by a purchaser or a person designated by such secured party, for purposes of perfecting the security interest pursuant to the New Jersey Home Ownership Act effective November 27York, 2003 Ohio and Illinois Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction (including, without limitation, Section 9-305, 8-313 or 8-321 thereof); and (d) notifications to persons holding such property, and acknowledgments, receipts or confirmations from persons holding such property, shall be deemed notifications to, or acknowledgments, receipts or confirmations from, financial intermediaries, bailees or agents (as applicable) of the Trustee for the purpose of perfecting such security interest under applicable law. The Depositor and, at the Depositor's direction, the Seller and the Trustee shall, to the extent consistent with this Agreement, take such reasonable actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans and the other property described above, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the term of this Agreement. Without limiting the generality of the foregoing, the Depositor shall prepare and deliver to the Trustee not less than 15 days prior to any filing date and, the Trustee shall forward for filing, or shall cause to be forwarded for filing, at the expense of the Master Servicer, all filings necessary to maintain the effectiveness of any original filings necessary under the Uniform Commercial Code as in effect in any jurisdiction to perfect the Trustee's security interest in or lien on the Mortgage Loans as evidenced by an Officers' Certificate of the Depositor, including without limitation (x) continuation statements, and (y) such other statements as may be occasioned by (1) any change of name of the Seller, the Depositor or the Trustee, (2) any change of location of the place of business or the chief executive office of the Seller or the Depositor or (ii3) any transfer of any interest of the New Mexico Home Loan Protection Act effective January 1, 2004Seller or the Depositor in any Mortgage Loan.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfersells, assigntransfers, set assigns, sets over and otherwise convey conveys to the Trustee, on behalf of the Trust, without recourse Trustee in trust for the benefit of the Certificateholders Certificateholders, without recourse, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) subject to Section 6.04(b), each Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Date Principal Balance, all interest accruing thereon and principal received or receivable on or with respect to such Mortgage Loans after the Cut-off Date and all collections interest and principal payments on the Mortgage Loans received prior to the Cut-off Date in respect of installments of interest and principal due after thereafter, but not including payments of principal and interest due and payable on the Mortgage Loans on or before the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iii) the Depositor's rights under the Assignment and Assumption Agreement and (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) . In addition, on or prior to the rights of Closing Date, the Depositor under shall cause GEMICO to deliver the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due GEMICO Policy to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. Trustee. (b) In connection with such the transfer and assignmentassignment set forth in clause (a) above, the Depositor does hereby deliver to, and deposit with has delivered or caused to be delivered to the Trustee (or for the Custodian on behalf benefit of the Trustee) Certificateholders, the following documents or and instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and as assigned: (ai) the electronic Mortgage Loan Schedule; (A) the original Mortgage Note, Note bearing all intervening endorsements and including any riders theretoto the Mortgage Note, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2________________, without recourse," or and signed in the name of the last named endorsee by an authorized officer, or (B) with respect to any lost Lost Mortgage Note, an a lost note affidavit stating that the original Lost Mortgage Note Affidavitwas lost or destroyed, together with a copy of the related such Mortgage Note; (biii) the original Mortgage of any guarantee executed in connection with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, Note (if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recordingany); (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (div) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee original Mortgage, with evidence of recording thereon, or copies certified by the related recording office or if the original Mortgage has not yet been returned from the recording office, a copy certified by or on behalf of the Seller indicating that such Mortgage has been delivered for recording. The return directions for the original Mortgage should indicate, when recorded, mail to the Seller; (v) the originals of all assumption, modification, consolidation or extension agreements, (or, if an original of any such intervening assignment of these documents has not been returned from the applicable recording office office, a copy thereof certified by or has been lost or if such public recording office retains on behalf of the Seller, the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Seller forthwith after return from such recording office) with evidence of recording thereon, if any; (vi) the original Assignment of Mortgage as appropriate, in recordable form, for the Mortgage Loan assigned in blank; (vii) the originals of any intervening recorded assignments of mortgage, showing a complete chain of assignment from origination to the last named assignee, including warehousing assignments, with evidence of recording thereon (or, if an original intervening Assignment of Mortgage has not been returned from the recording office, a copy thereof certified by or on behalf of the Seller, the original to be delivered to the Trustee forthwith after return from such recording office); and (viii) the original mortgage title insurance policy, or copy of title commitment (or in appropriate jurisdictions, attorney's opinion of title and abstract of title). If the Seller delivers certified copies of any document or instrument set forth in Section 2.01(b) to the Trustee because of a delay caused by the public recording office in returning any recorded document, the Seller shall deliver to the Trustee, a photocopy within 60 days of such intervening assignmentthe Closing Date, together with an Officer's Certificate which shall (Ai) in identify the case of recorded document, (ii) state that the recorded document has not been delivered to the Trustee due solely to a delay caused by the public recording office, an Officers' Certificate and (iii) state the amount of the Servicer (or certified time generally required by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment certified by the appropriate public applicable recording office to be record and return a true and complete copy of document submitted for recordation. In the event that in connection with any Mortgage Loan the Depositor cannot deliver (a) the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; Mortgage, (b) all interim recorded assignments or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (ec) the (i) original or a certified copy of lender's title insurance policy or(together with all riders thereto) satisfying the requirements set forth above, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, concurrently with the original to be delivered to the Trustee execution and delivery hereof because such document or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has have not been returned from the applicable public recording office in the case of clause (a) or (yb) above, or because the title policy has not been lost or such public recording office has retained the original of such document, the obligations of the Depositor delivered to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator Depositor by the applicable title insurer in the case of clause (c) above, the Depositor shall promptly deliver to the Trustee, in the case of clause (a) or (b) above, such original Mortgage or such interim assignment, as the case may be, with evidence of recording indicated thereon upon receipt thereof from the public recording office, or a copy thereof, certified, if appropriate, by the relevant recording office and in the case of (xc) above or above, such original title policy (together with all riders thereto), upon receipt from the applicable public title insurer. As promptly as practicable subsequent to such transfer and assignment and delivery to it of each Assignment of Mortgage pursuant to clause (vii) above, and in any event, within thirty (30) days thereafter, the Trustee shall (at the Seller's expense) (i) affix the Trustee's name to each Assignment of Mortgage, as the assignee thereof, (ii) cause such Assignment of Mortgage to be completed in proper form for recording office in the case of appropriate public office for real property records within thirty (y30) above to be a true and complete copy of the original that was submitted for recording days after receipt thereof and (2iii) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered for recording in the appropriate public office for real property records the Assignments of Mortgages to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received , except that, with respect to any Assignment of Mortgage Loanas to which the Trustee has not received the information required to prepare such Assignment of Mortgage in recordable form, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or the Trustee's obligation to do so and to deliver the same for such recording shall be as soon as practicable after 42 receipt of notice such information and in any event within thirty (30) days after the receipt thereof, and the Trustee need not cause to be recorded any Assignment of any materially defective document in, or that a document is missing from, Mortgage which relates to a Mortgage FileLoan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Seller shall have 120 (at the Seller's expense) to the Trustee within twenty (20) days to cure such defect or 150 days following of the Closing Date, acceptable to the Rating Agencies, the recordation of such Assignment of Mortgage is not necessary to protect the Trustee's and the Certificateholders' interest in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such related Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. The DepositorSponsor, concurrently with the execution and delivery hereofof this Agreement, does hereby sell, transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Sponsor in and to (i) each the Mortgage Loan Loans identified on in the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon and principal due with respect to the Mortgage Loans after the Cut-off Date Date, but excluding any payments of principal and all collections in respect of interest and principal due after on or prior to the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired assets as shall from time to time be credited or are required by foreclosure or deed the terms of this Agreement to be credited to the Certificate Account (excluding any income to the Master Servicer from Permitted Investments as provided in lieu of foreclosureSection 3.06); (iii) its interest in any insurance policies in respect of such assets relating to the Mortgage LoansLoans as from time to time may be held by the Master Servicer or a Sub-Servicer in Protected Accounts (excluding any income to the Master Servicer or any Sub-Servicer from Permitted Investments as provided in Section 3.04); (iv) all other such assets included or relating to the Mortgage Loans as from time to time may be included held by the Trustee in the Trust FundCustody Account (excluding any income to the Master Servicer from Permitted Investments as provided in Section 3.08); (v) all any Escrow Accounts (to the extent the mortgagee has a claim thereto and excluding any income to the Master Servicer or Sub-Servicer or interest payable to Mortgagors pursuant to applicable law); (vi) any REO Property; (vii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto); (viii) the Purchase Agreement to the extent provided in Section 2.01(c) and (ix) any proceeds of any of the foregoing; and (vi) . Although it is the rights intent of the Depositor under parties to this Agreement that the Originator Mortgage Loan Purchase Agreementconveyance of the Sponsor’s right, the Assignment, Assumption title and Recognition Agreement interest in and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer Loans and assignment, the Depositor does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) other assets in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to this Agreement shall constitute a power of attorney, with evidence of recording thereon or, if purchase and sale and not a loan in the event that such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or conveyance is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified deemed to be a true and complete copy loan, it is the intent of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) parties to JPMorgan Chase Bank, as Trustee under this Agreement that the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents Sponsor shall be deemed to be satisfied upon (1) delivery have granted to the Trustee (or the Custodian on behalf a first priority perfected security interest in all of the Trustee) no later than Sponsor’s right, title and interest in, to and under the Closing Date, of a copy of each such document certified by the Seller or the Originator Mortgage Loans and other assets in the case of (x) above or the Trust, and that this Agreement shall constitute a security agreement under applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004law.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Master Agreements (as assigned to the Depositor pursuant to the terms of the Assignment Agreements), (v) the right to receive any amounts payable under the Cap Contract and the Interest Rate Swap Agreement, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee or its designated agent (or the Custodian on behalf of the Trustee) “Custodian”), the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: assigned (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a “Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.”):

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over sell, transfer and otherwise convey to the Trustee, on behalf of the Trustwithout recourse, without recourse for the benefit of the Certificateholders and the Trustee (as holder of the Uncertificated Lower-Tier Interests [and Class A-3FL Regular Interest]) all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in in, to and to under (i) each the Mortgage Loan Loans identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured Sections [2, 3, 9, 11, 13 and 16] of each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; Loan Purchase Agreements and (iviii) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor received or the Servicer after the Cut-off Date receivable on or with respect to the Mortgage LoansLoans (other than payments of principal and interest due and payable on the Mortgage Loans on or before the Cut-off Date). The transfer of the Mortgage Loans and the related rights and property accomplished hereby is absolute and, notwithstanding Section 11.07, is intended by the parties to constitute a sale. In connection with the assignment to the Trustee of Sections [2, 3, 9, 11, 13 and 16] of each of the Mortgage Loan Purchase Agreements, it is intended that the Trustee get the benefit of Sections [8, 10 and 12] thereof in connection with any exercise of rights under such transfer assigned Sections, and assignmentthe Depositor shall use its best efforts to make available to the Trustee the benefits of Sections [8, 10 and 12] in connection therewith. (b) In connection with the Depositor's assignment pursuant to subsection (a) above, the Depositor does hereby deliver toshall direct, and deposit with hereby represents and warrants that it has directed, the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect Mortgage Loan Sellers pursuant to each Mortgage Loan (Purchase Agreement to deliver to and deposit with, or cause to be delivered to and deposited with, the Trustee or a "Custodian appointed thereby, on or before the Closing Date, the Mortgage File") File for each Mortgage Loan so transferred and assigned: (a) , with copies to the Servicer. If a Mortgage Loan Seller cannot deliver, or cause to be delivered as to any Mortgage Loan, the original Mortgage Note, including any riders thereto, endorsed either (A) in blank such Mortgage Loan Seller shall deliver a copy or (B) in the following form: "Pay to the order duplicate original of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost such Mortgage Note, an original Lost Note Affidavit, together with an affidavit certifying that the original thereof has been lost or destroyed and indemnifying the Trustee. If a copy Mortgage Loan Seller cannot deliver, or cause to be delivered, as to any Mortgage Loan, any of the documents and/or instruments referred to in clauses (ii), (iv), (vii), (viii), (xi) and (xii) of the definition of "Mortgage File," with evidence of recording thereon, solely because of a delay caused by the public recording office where such document or instrument has been delivered for recordation, the delivery requirements of the related Mortgage Note; (bLoan Purchase Agreement and this Section 2.01(b) shall be deemed to have been satisfied on a provisional basis as of the original Mortgage with evidence of recording thereon including any riders theretoClosing Date as to such non-delivered document or instrument, and the original recorded power of attorney, if such non-delivered document or instrument shall be deemed to have been included in the Mortgage was executed pursuant to File, provided, that a power photocopy of attorney, with evidence of recording thereon or, if such non-delivered document or instrument (certified by such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified Loan Seller to be a true and complete copy of the original thereof submitted for recording; ) is delivered to the Trustee or a Custodian appointed thereby on or before the Closing Date, and either the original of such non-delivered document or instrument, or a photocopy thereof (c) an original Assignmentcertified by the appropriate county recorder's office, in form the case of the documents and/or instruments referred to in clause (ii) of the definition of "Mortgage File," to be a true and substance acceptable complete copy of the original thereof submitted for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank), as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, is delivered to the Trustee or if any such intervening assignment has Custodian within 180 days of the Closing Date (or within such longer period after the Closing Date as the Trustee may consent to, which consent shall not been returned be unreasonably withheld so long as such Mortgage Loan Seller is, as certified in writing to the Trustee no less often than every 90 days, in good faith attempting to obtain from the applicable recording appropriate county recorder's office such original or has been lost or if such public recording office retains the original recorded Assignmentsphotocopy). If a Mortgage Loan Seller cannot deliver, the Servicer shall deliver or cause to be delivered, as to any Mortgage Loan, any of the documents and/or instruments referred to in clauses (ii), (iv), (vi), (vii), (viii), (xi) and (xii) of the definition of "Mortgage File," with evidence of recording thereon, for any other reason, including, without limitation, that such non-delivered document or instrument has been lost, the delivery requirements of the related Mortgage Loan Purchase Agreement and this Section 2.01(b) shall be deemed to have been satisfied as to such non-delivered document or instrument, and such non-delivered document or instrument shall be deemed to have been included in the TrusteeMortgage File, provided, that a photocopy of such intervening assignment, together non-delivered document or instrument (with (A) evidence of recording thereon and certified in the case of a delay caused by the public recording office, an Officers' Certificate documents and/or instruments referred to in clause (ii) of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy definition of such intervening Assignment certified "Mortgage File" by the appropriate public recording county recorder's office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; or (Bsubmitted for recording) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or a Custodian appointed thereby on or before the Closing Date. Neither the Trustee nor any Custodian promptly upon receipt orshall in any way be liable for any failure by any Mortgage Loan Seller or the Depositor to comply with the delivery requirements of the Mortgage Loan Purchase Agreements and this Section 2.01(b). If, on the Closing Date as to any Mortgage, Loan, the applicable Mortgage Loan Seller cannot deliver in complete and recordable form any one of the assignments in favor of the Trustee referred to in clauses (iii), (iiv), (vii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iiixi) for certain of the definition of "Mortgage Loans File" solely because of the unavailability of recording information as to any existing document or instrument, such Mortgage Loan Seller may provisionally satisfy the delivery requirements of the related Mortgage Loan Purchase Agreement and this Section 2.01(b) by delivering with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees respect to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor such Mortgage Loan on or prior to the Closing Date an acknowledgment omnibus assignment of receipt of the original such Mortgage Notes (with any exceptions noted), Loan substantially in the form attached of Exhibit I; provided that all required original assignments with respect to such Mortgage Loan, in fully complete and recordable form, are delivered to the Trustee or its Custodian within 180 days of the Closing Date (or within such longer period as Exhibit F-3 heretothe Trustee in its discretion may permit). If any of Notwithstanding anything herein to the contrary, with respect to the documents referred to in clause (xvi) of the definition of Mortgage File, the Servicer shall be permitted to hold the original of such document in trust on behalf of the Trustee in order to draw on such letter of credit and the applicable Mortgage Loan Seller shall be deemed to have satisfied the delivery requirements of the related Mortgage Loan Purchase Agreement and this Section 2.01(b), ) by delivering with respect to such document a copy thereof to the Trustee together with an Officer's Certificate of the Mortgage Loan Seller certifying that such document has been delivered to the Servicer. The applicable Mortgage Loan Seller shall pay any costs of assignment of such letter of credit required in order for the Servicer to draw on such letter of credit. (c) Except under the circumstances provided for in the last sentence of this subsection (c), the applicable Mortgage Loan Seller, or the Trustee, at the related Mortgage Loan Seller's expense, shall, as to each Mortgage Loan, promptly (d) above has as and in any event within 75 days of the later of the Closing Date been and the Trustee's actual receipt of the related documents) cause to be submitted for recording but either (x) has not been returned from or filing, as the applicable case may be, in the appropriate public recording office for real property records or (y) has been lost or such public recording office has retained the original of such documentUCC Financing Statements, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery as appropriate, each assignment to the Trustee referred to in clauses (or the Custodian on behalf ii), (iii), (iv), (v), (vii) and (xii) of the Trustee) no later than the Closing Datedefinition of "Mortgage File" and each UCC-1, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true UCC-2 and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery UCC-3 to the Trustee referred to in clause (or the Custodian on behalf xi) of the Trustee), promptly upon receipt thereof definition of either the original or a copy of "Mortgage File." Each such document certified assignment shall reflect that it should be returned by the applicable public recording office to the Trustee or its designee following recording, and each such UCC-1, UCC-2 and UCC-3 shall reflect that the file copy thereof should be a true and complete copy returned to the Trustee or its designee following filing. If any such document or instrument is determined to be incomplete or not to meet the filing requirements of the original. The Depositor jurisdiction in which it is recorded or filed, or is lost or returned unrecorded or unfiled, as the case may be, because of a defect therein, the Trustee shall deliver prepare or cause to be delivered prepared at the expense of the related Mortgage Loan Seller a substitute therefor or cure such defect, as the case may be, and thereafter the Trustee shall upon receipt thereof cause the same to be duly recorded or filed, as appropriate. Notwithstanding the foregoing, there shall be no requirement to record any assignment to the Trustee referred to in clause (iii) or (v) of the definition of "Mortgage File," or to file any UCC-1, UCC-2 or UCC-3 to the Trustee referred to in clause (xi) of the definition of "Mortgage File," in those jurisdictions where, in the written opinion of local counsel (which opinion shall not be an expense of the Trust Fund) acceptable to the Depositor and the Trustee, such recordation and/or filing is not required to protect the Trustee's interest in the related Mortgage Loans against sale, further assignment, satisfaction or discharge by the related Mortgage Loan Seller, the Servicer, the Special Servicer, any Sub-Servicer or the Custodian on behalf of Depositor. (d) All documents and records in the Trustee) promptly upon receipt thereof Depositor's or any Mortgage Loan Seller's possession relating to the Mortgage Loans (including financial statements, operating statements and any other documents constituting information provided by the respective Mortgagor from time to time) that are not required to be a part of a Mortgage File received in accordance with respect the definition thereof together with copies of all documents in each Mortgage File shall be delivered to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption the Servicer on or modification before the Closing Date and shall be held by the Servicer on behalf of any Mortgage Loan. Upon discovery or receipt the Trustee in trust for the benefit of notice the Certificateholders (and as holder of any materially defective document in, or that a document is missing from, a Mortgage Filethe Uncertificated Lower-Tier Interests [and Class A-3FL Regular Interest]). (e) In connection with the Depositor's assignment pursuant to subsection (a) above, the Seller Depositor shall have 120 days deliver, and hereby represents and warrants that it has delivered, to cure such defect the Trustee and the Servicer, on or 150 days following before the Closing Date, in the case a fully executed original counterpart of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator each Mortgage Loan Purchase Agreement, as in full force and effect, without amendment or modification, on the AssignmentClosing Date. (f) The Depositor shall use its best efforts to require that, Assumption and Recognition Agreement and promptly after the Closing Date, but in all events within three Business Days after the Closing Date, each Mortgage Loan Seller shall cause all funds on deposit in escrow accounts maintained with respect to the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included Loans in the Trust that is name of such Mortgage Loan Seller or any other name to be transferred to the Servicer (or a "HighSub-Cost Home Loan" as defined in either (iServicer) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004for deposit into Servicing Accounts.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) the right to receive any amounts payable under the Cap Contract and the Interest Rate Swap Agreement, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) , the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned, and in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, or (B) in the following form: "Pay to the order of JPMorgan Chase Bank[________________], as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"[________________], as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment of receipt executed copy of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretoLoan Purchase Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) Trustee no later than the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee (Custodian on behalf of the Trustee, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Custodian on behalf of the Trustee) , promptly upon receipt thereof. The Servicer or the Depositor shall deliver or cause to be delivered to the Custodian on behalf of the Trustee promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)) shall notify the Servicer and the Servicer shall enforce the obligations of the Sponsor under the Mortgage Loan Purchase Agreement to cure such defect or deliver such missing document to the Trustee or the Custodian within 120 days. If the Seller Sponsor does not cure such defect or deliver such missing document within such time period, the Seller Servicer shall enforce the obligations of the Sponsor to either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to In connection with the foregoing, it is understood that the Trustee (or the Custodian on behalf of the Trustee) executed copies shall have no duty to discover any such defects except in the course of performing its review of the Originator Mortgage Loan Purchase Agreement, Files to the Assignment, Assumption and Recognition Agreement and extent set forth herein. The Trustee shall enforce the obligations of the Sponsor under the Mortgage Loan Purchase Agreement to cause the Assignments which were delivered in blank to be completed and to record all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof, and to deliver such assignments for recording within 180 days of the Closing Date. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Trustee shall enforce the obligations of the Sponsor under the Mortgage Loan Purchase Agreement to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee (or the Custodian on behalf of the Trustee) and the Depositor receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment shall be submitted for recording in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by the Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Sponsor, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) upon receipt of notice from the Servicer, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage, (vi) upon receipt of notice from the Servicer, any Mortgage Loan that is 90 days or more Delinquent and such recordation would be necessary to facilitate conversion of the Mortgaged Property in accordance with Section 3.16 and (vii) reasonable direction by the NIMS Insurer. In the event of (i) through (vi) set forth in the immediately preceding sentence, the Trustee shall enforce the obligations of the Sponsor to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of notice by the Sponsor. Notwithstanding the foregoing, if the Sponsor fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee (if it reasonably believes it will be reimbursed) and the Trustee shall be reimbursed for such expenses by the Trust. The Servicer shall not be deemed to be in breach of its obligations to service in accordance with the Servicing Standard by any delay in its servicing activities resulting from the failure to submit the Assignments for recording. The Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, the Servicer shall deliver to the Custodian, within such 365 day period, an Officers' Certificate of the Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not certify as to the accuracy of such document, the Servicer shall deliver a copy of such document certified by an officer of the Servicer to be a true and complete copy of the original to the Custodian. The Depositor shall deliver or cause the Sponsor to deliver (by regular mail) to the Servicer copies of all trailing documents required to be included in the Mortgage File at the same time the originals or certified copies thereof are delivered to the Custodian, such documents including but not limited to the mortgagee policy of title insurance and any mortgage loan documents upon return from the recording office. Except as provided in Section 3.17, the Servicer shall not be responsible for any Custodian fees or other costs incurred in obtaining such documents or for any such costs it may incur in connection with performing its obligations pursuant to this Agreement. It is agreed and understood by the The parties hereto understand and agree that it is not intended that any mortgage loan Mortgage Loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) by the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Homeownership and Equity Protection Act effective January 1of 1994 or any other applicable predatory or abusive lending laws. The Depositor hereby directs the Trustee to execute, 2004deliver and perform its obligations under the Interest Rate Swap Agreement (in its capacity as Supplemental Interest Trust Trustee) and the Cap Contract. The Depositor, the Servicer and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Interest Rate Swap Agreement and the Cap Contract and shall do so solely in its capacity as Trustee or as Supplemental Interest Trust Trustee, as the case may be, and not in its individual capacity. Every provision of this Agreement relating to the conduct or affecting the liability of or affording protection to the Trustee shall apply to the Trustee's execution of the Interest Rate Swap Agreement and the Cap Contract, and the performance of its duties and satisfaction of its obligations thereunder.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfersells, assigntransfers, set assigns, sets over and otherwise convey conveys to the Trustee, on behalf of the Trust, without recourse Trustee for the benefit of the Certificateholders Certificateholders, without recourse, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) each Mortgage Loan identified the Trust Fund including all interest and principal received on or with respect to the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon Loans on or after the Cut-off Date and all collections in respect of interest and principal (other than Scheduled Payments due after on the Mortgage Loans on or before the Cut-off Date; ). Concurrently with the execution and delivery of this Agreement, the Depositor does hereby assign to the Trustee all of its rights and interest under (i) the Purchase Agreement, including the right to enforce the Sponsor’s obligation to repurchase or substitute defective Mortgage Loans under Section 4 of the Purchase Agreement and (ii) property which secured each Servicing Agreement and each Transfer Agreement, to the extent assigned under the Purchase Agreement. The Trustee hereby accepts such Mortgage Loan assignment, and which has been acquired by foreclosure or deed as set forth herein in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) Section 2.03(d), shall be entitled to exercise all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase AgreementAgreement as if, for such purpose, it were the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. Depositor. (b) In connection with such the transfer and assignmentassignment of each Mortgage Loan, the Depositor does hereby deliver to, and deposit with the Trustee (has delivered or caused to be delivered to the Custodian on behalf for the benefit of the Trustee) Certificateholders the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders theretoNote bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed either (A) in blank or (B) in the following form: "blank, “Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2_____________, without recourse," or with respect to any lost Mortgage Note”, an original Lost Note Affidavitand, together with a copy if previously endorsed, signed in the name of the related Mortgage Notelast endorsee by a duly qualified officer of the last endorsee; (bii) the original Assignment of Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the for each Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original AssignmentLoan, in form and substance acceptable for recording. The Mortgage shall be assigned either assigned, with assignee’s name left blank; (iii) the original of each guarantee executed in connection with the Mortgage Note, if any; (iv) the original recorded Mortgage, with evidence of recording thereon. If in connection with any Mortgage Loan, the original Mortgage cannot be delivered with evidence of recording thereon on or prior to the Closing Date because of a delay caused by the public recording office where such Mortgage has been delivered for recordation or because such Mortgage has been lost or because such public recording office retains the original recorded Mortgage, the Depositor shall deliver or cause to be delivered to the Custodian, (A) in blank the case of a delay caused by the public recording office, a copy of such Mortgage certified by the applicable Mortgage Loan Seller, escrow agent, title insurer or closing attorney to be a true and complete copy of the original recorded Mortgage and (B) in the case 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 certified by such public recording office to JPMorgan Chase Bank, as Trustee under be a true and complete copy of the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"original recorded Mortgage; (dv) originals or a certified copy of each modification agreement, if any; (vi) the originals of all intervening Assignments (if any) assignments of Mortgage with evidence of recording thereon evidencing a complete chain of assignment ownership from the applicable originator of the Mortgage Loan to the last endorsee with evidence of recording thereonassignee, 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 Assignments, the Servicer shall deliver or cause to be delivered to the Trusteeintervening assignments of Mortgage, a photocopy of such intervening assignmentassignment of Mortgage, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate officer’s certificate of the Servicer (or certified by the title companyapplicable Mortgage Loan Seller, escrow agent, closing attorney or closing attorney) the title insurer insuring the Mortgage stating that such intervening Assignment assignment of Mortgage has been dispatched delivered to the appropriate public recording office for recordation and that such original recorded intervening Assignment assignment of Mortgage or a copy of such intervening Assignment 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 Mortgage will be promptly delivered to the Trustee Custodian upon receipt thereof by the Servicerparty delivering the officer’s certificate or by the applicable Mortgage Loan Seller; or (B) 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 assignmentassignment of Mortgage; (evii) 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 Mortgagor, the copy of the power of attorney or other instrument that authorized and empowered such Person to sign; (viii) the (i) original or a certified copy of lender's ’s title insurance policy or(or a marked title insurance commitment, if in the event that an original lender's ’s title insurance policy has not yet been issued) in the form of an ALTA mortgage title insurance policy, containing all required endorsements and insuring the Trustee and its successors and assigns as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan; (ix) if applicable, the preliminary report original of any Primary Mortgage Insurance Policy or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt certificate or, (ii) an electronic certification, evidencing the existence of the Primary Mortgage Insurance Policy or certificate, if a title private mortgage guaranty insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnityrequired; and (fx) original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. From time to time, the applicable Mortgage Loan Seller, the Depositor or the applicable Servicer, as applicable, shall forward to the Custodian additional original or copies of each documents, additional documents evidencing an assumption, modification, written assurance consolidation or substitution agreementextension of a Mortgage Loan, if anyin accordance with the terms of this Agreement, the Transfer Agreements and the Servicing Agreements upon receipt of such documents. The Trustee agrees to execute and deliver, or to cause All such mortgage documents held by the Custodian as to execute each Mortgage Loan shall constitute the “Custodial File”. Assignments of Mortgage shall not be required to be completed and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage LoanLoan if the Trustee and each Rating Agency have received an Opinion of Counsel from the Depositor, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, satisfactory in the case of missing Mortgages or Assignments or deliver such missing document form and substance to the Trustee and each Rating Agency to the effect that the recordation of such Assignments of Mortgage in any specific jurisdiction is not necessary to protect the Trust Fund’s interest in the related Mortgage Note. If the Assignment of Mortgage is to be recorded, the Mortgage shall be assigned by the Mortgage Loan Seller to “Deutsche Bank National Trust Company, as trustee under the Pooling and Servicing Agreement dated as of July 1, 2007, for HSI Asset Loan Obligation Trust 2007-AR2”. (or c) The Depositor does hereby establish, pursuant to the further provisions of this Agreement and the laws of the State of New York, an express trust (the “Trust”) to be known, for convenience, as “HSI Asset Loan Obligation Trust 2007-AR2” and Deutsche Bank National Trust Company is hereby appointed as Trustee and Xxxxx Fargo Bank, N.A. is appointed as Master Servicer, Securities Administrator and Custodian in accordance with the provisions of this Agreement. The parties hereto acknowledge and agree that it is the policy and intention of the Trust to acquire only Mortgage Loans meeting the requirements set forth in this Agreement, including without limitation, the representations and warranties set forth in the Purchase Agreement. (d) The Trust shall have the capacity, power and authority, and the Trustee on behalf of the Trustee). If Trust is hereby authorized, to accept the Seller does not cure such defect or deliver such missing document within such time periodsale, transfer, assignment, set over and conveyance by the Depositor to the Trust of all the right, title and interest of the Depositor in and to the Trust Fund (including, without limitation, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan Loans) pursuant to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 20042.01(a).

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all proceeds of any of the foregoing; (vi) the rights of the Depositor under the Mortgage Loan Purchase Agreement and the Originator Mortgage Loan Purchase Agreement, (vii) the rights of the Depositor under the Seller Warranty Certificate, and (viii) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Seller, on behalf of the Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan The Chase Manhattan Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October November 1, 20041999, among Credit-Based Asset Servicing and Securitization LLC, Asset Backed Funding Corporation, Centex Home Equity Company, LLC Xxxxxx Loan Servicing LP and JPMorgan The Chase Manhattan Bank, CHEC Loan Asset Backed Funding Trust 20041999-21, Asset-Asset Backed Funding Certificates, Series 20041999-21, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original AssignmentAssignment of Mortgage, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan "The Chase Manhattan Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October November 1, 20041999, among Credit-Based Asset Servicing and Securitization LLC, Asset Backed Funding Corporation, Centex Home Equity Company, LLC Xxxxxx Loan Servicing LP and JPMorgan The Chase Manhattan Bank, CHEC Loan Asset Backed Funding Trust 20041999-21, AssetAsset Backed Funding Certificates, Series 1999-Backed Certificates Series 2004-21, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (fv) the original or copies of each assumption, modification, written assurance or substitution agreement, if any; (vi) with respect to each Mortgage Loan that is subject to the provisions of the Homeownership and Equity Protection Act of 1994, a copy of a notice to each entity that was a purchaser or assignee of such Mortgage Loan, satisfying the provisions of such Act and the regulations issued thereunder, to the effect that the Mortgage Loan is subject to special truth in lending rules; and (vii) the original, or a certified copy of the, Primary Insurance Policy. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. The Servicer shall promptly (and in no event later than thirty days following the Closing Date) submit or cause to be submitted for recording, at the Servicer's expense and at no expense to the Trust Fund or the Trustee, in the appropriate public office for real property records, each Assignment referred to in Sections 2.01(iii) and (iv) above. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor Seller to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the OriginatorSeller, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor Seller shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Seller shall cause the Assignments of Mortgage which were delivered in blank and cause to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded; provided, however, the Seller need not cause to be recorded any Assignment which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Seller to the Trustee and the Rating Agencies, the recordation of such assignment is not necessary to protect the Trustee's interest in the related Mortgage Loan. The Seller shall be required to deliver such assignments for recording within 30 days of the Closing Date. The Seller shall furnish the Trustee, or its designated agent, with a copy of each assignment of Mortgage submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date, promptly following the Closing Date the Seller shall cause to be completed such endorsements "Pay to the order of The Chase Manhattan Bank, as Trustee under the Pooling and Servicing Agreement, dated as of November 1, 1999, among Credit-Based Asset and Securitization LLC, Asset Backed Funding Corporation, Xxxxxx Loan Servicing LP and The Chase Manhattan Bank, Asset Backed Funding Certificates, Series 1999-1, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. The DepositorSection 2.01 Conveyance of Mortgage Loans; Retention of Obligation to Fund Advances Under Credit Line Agreements. (a) As of the Closing Date, in consideration of the Issuer's delivery of the Notes and the Residual Certificates to the Depositor or its designee, and concurrently with the execution and delivery hereofof this Agreement, the Depositor does hereby transfer, assign, set over over, deposit with and otherwise convey to the Trustee, on behalf of the TrustIssuer, without recourse for the benefit of the Certificateholders recourse, subject to Sections 2.02, 2.03, 3.03 and 3.04, in trust, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to the Mortgage Loans. Such conveyance includes, without limitation, (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the its Principal Balance (including any Additional Balances related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date thereto) and all collections in respect of interest and principal due thereof received after the Cut-off Off Date (excluding Interest Collections due on or prior to the Cut-Off Date); (ii) property which that secured each such a Mortgage Loan and which has been that is acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any the Seller’s rights under the hazard insurance policies in respect of the Mortgage Loanspolicies; (iv) the Policy; (v) the Collection Account and the Distribution Account; (vi) any of the Depositor’s rights in relation to the Seller with respect to each Transfer Agreement and the Mortgage Loan Sale Agreement, including, but not limited to, the representations and warranties of each Transferor with respect to the related Mortgage Loans in the applicable Transfer Agreement and the representations and warranties of the Seller under the Mortgage Loan Sale Agreement; and (vii) any proceeds of the foregoing and any other Trust Property and all other assets included or to be included in the Issuer for the benefit of Noteholders, the Residual Certificateholders and the Insurer; provided, however, neither the Indenture Trustee nor the Issuer assumes or shall assume the obligation under any Credit Line Agreement that provides for the funding of future advances to the Mortgagor thereunder, and neither the Issuer nor the Indenture Trustee shall be obligated or permitted to fund any such future advances. With respect to the Mortgage Loans, Additional Balances shall be part of the related Principal Balance and are hereby transferred to the Issuer on the Closing Date pursuant to this Section 2.01(a), and therefore part of the Trust Fund; Property. On or prior to the Closing Date, the Depositor shall cause the Insurer to deliver the Policy to the Indenture Trustee for the benefit of the Noteholders. The Indenture Trustee declares that, subject to the review provided for in Section 2.02, it has received and shall hold the Trust Estate, as Indenture Trustee, in trust, for the benefit and use of the Securityholders and for the purposes and subject to the terms and conditions set forth in this Agreement, and, concurrently with such receipt, the Issuer has issued and delivered the Securities to or upon the order of the Depositor, in exchange for the Trust Estate. (vb) all proceeds Prior to the last day of the related Collection Period preceding the month in which the commencement of the Rapid Amortization Period occurs with respect to the Mortgage Loans serviced by each Servicer, to the extent that the related [aggregate] Purchase Price of any [all] Additional Balance[s] is [are] greater than the cash consideration paid by the Issuer for such Additional Balance[s], the difference between such Purchase Price and the amount of such cash consideration shall be deemed to be a loan made to the Issuer by the related Servicer, which shall accrue interest and be payable according to the terms of the foregoing; Indenture. On and (vi) after the first day of the Collection Period in which the commencement of the Rapid Amortization Period occurs, Additional Balances shall be deemed to be a capital contribution made to the Issuer by the Seller. To the extent that the Seller receives cash consideration for the entire Purchase Price of such Additional Balance on any future date, any corresponding capital contribution that had previously been deemed to have been made to the Issuer by the Seller shall be deemed to have been redeemed. Concurrently with the execution and delivery of this Agreement, the Depositor does hereby assign to the Issuer all of its rights, title and interest under the Mortgage Loan Sale Agreement and the Transfer Agreements and the Transfer Agreements and delegates its obligations thereunder. The Issuer hereby accepts such assignment, and shall be entitled to exercise all the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Sale Agreement and the Transfer Agreements as if, for such purpose, it were the Depositor. Upon the issuance of the Securities, ownership in the Trust Estate shall be vested in the Issuer, subject to the lien created by the Indenture in favor of the Indenture Trustee, for the benefit of the Securityholders and the Insurer. The Issuer hereby accepts such assignment and delegation, and shall be entitled to exercise all rights of the Depositor under the Mortgage Loan Purchase AgreementSale Agreement and the Transfer Agreements as if, for such purpose, it were the Depositor. Such assignment includes all interest The foregoing sale, transfer, assignment, set-over, deposit and principal due conveyance does not and is not intended to result in creation or assumption by the Depositor Indenture Trustee of any obligation of the Depositor, the Seller, or the Servicer after the Cut-off Date any other Person in connection with respect to the Mortgage Loans. Loans or any other agreement or instrument relating thereto except as specifically set forth herein. (c) [Reserved.] (d) In connection with such transfer and assignmentassignment of the Mortgage Loans, the Depositor does hereby deliver to, and deposit with with, or cause to be delivered to and deposited with, the Trustee (or Indenture Trustee, and/or the applicable Custodian acting on behalf of the Indenture Trustee) ’s behalf, the following documents or instruments with respect to each Mortgage Loan (each a "“Mortgage File"”) so transferred and assigned: (ai) with respect to each Mortgage Loan, the original Credit Line Agreement; (ii) for each Mortgage NoteLoan that is not a MERS Mortgage Loan, including any riders thereto, endorsed either an unsigned and un-notarized but otherwise complete original Assignment of Mortgage in blank; (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bankfor each Mortgage Loan that is not a MERS Mortgage Loan, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original recorded Mortgage or, if in connection with any Mortgage Loan, the original recorded Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage cannot be delivered on or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator prior to the last endorsee with evidence Closing Date because of recording thereon, or if any such intervening assignment has not been returned from a delay caused by the applicable recording office or has been lost or if such public recording office retains the where such original recorded AssignmentsMortgage has been delivered for recordation or because such original Mortgage has been lost, the Servicer Originator shall deliver or cause to be delivered to the TrusteeCustodian, a photocopy true and correct copy of such intervening assignmentMortgage, together with (Ai) in the case of a delay caused by the public recording office, an Officers' Officer’s Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) related Originator stating that such intervening original Mortgage has been dispatched to the appropriate public recording official or (ii) in the case of an original Mortgage that has been lost, a certificate by the appropriate county recording office where such Mortgage is recorded, and (B) in the case of each MERS Mortgage Loan, the original Mortgage, noting the presence of the “Mortgage Identification Number” of such MERS Mortgage Loan; (iv) for each Mortgage Loan that is not a MERS Mortgage Loan, if applicable, the original Intervening Assignments, if any, with evidence of recording thereon, showing a complete chain of title to the Mortgage from the borrower to the related Originator (and endorsed in blank in accordance with clause (ii) above) or, if any such original Intervening Assignment has not been returned from the applicable recording office or has been lost, a true and correct copy thereof, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the Depositor stating that such original Intervening Assignment has been dispatched to the appropriate public recording office official for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (Bii) in the case of an intervening assignment where original Intervening Assignment that has been lost, a public certificate by the appropriate county recording office retains the original recorded intervening assignment or in the case where an intervening assignment such Mortgage is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentrecorded; (ev) the (i) original either a title policy or a certified copy of lender's guaranty title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered respect to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; andrelated Mortgaged Property; (fvi) the original or copies of any guaranty executed in connection with the Mortgage Loan; (vii) the original of each assumption, modification, written assurance consolidation or substitution agreement, if any, relating to the Mortgage Loans; and (viii) any security agreement, chattel mortgage or equivalent instrument executed in connection with the Mortgage. The parties hereto acknowledge and agree that the form of endorsement attached hereto as Exhibit A-4 is intended to effect the transfer to the Indenture Trustee agrees to execute as pledgee of the Issuer, for the benefit of the Securityholders, of the Credit Line Agreements and deliverthe Mortgages. (e) Upon the occurrence of a Recordation Event, or to the Indenture Trustee shall cause the Custodian to execute (i) segregate (a) the Mortgage Files from documents and deliverinstruments relating to mortgage loans that are not Mortgage Loans and (b) the Credit Line Agreement from the Related Documents for each Mortgage Loan and shall assemble and maintain the Credit Line Agreements together (separate from the Related Documents) and (ii) prepare an Assignment of Mortgage for each Mortgage Loan. Indenture Trustee shall cause the Custodian within 90 days of such Recordation Event to submit to the appropriate recording offices Assignments of Mortgage to the Indenture Trustee on behalf of the Trust, which may be blanket assignments if permitted by applicable law, for the Mortgage Loans. In lieu of recording any such Assignments of Mortgage, Master Servicer may cause the Custodian to provide to the Indenture Trustee and the Insurer, an Opinion of Counsel in a form reasonably acceptable to the Indenture Trustee and the Insurer, to the Depositor on effect that recordation of an Assignment of Mortgage in the state where the related Mortgaged Property is located is not necessary to protect the interests of the Owner Trustee, the Indenture Trustee or prior the Noteholders in the related Mortgage. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Indenture Trustee shall cause the Custodian to promptly prepare a substitute Assignment of Mortgage or cure such defect, as the case may be, and thereafter the Indenture Trustee shall cause the Custodian to submit each such Assignment of Mortgage for recording. (f) In instances where a Title Insurance Policy is required to be delivered to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) Indenture Trustee or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the TrusteeIndenture Trustee under clause (c)(vii) no later than above and is not so delivered, the Closing Date, of Depositor will provide a copy of each such document certified by Title Insurance Policy to the Seller Indenture Trustee, or the Originator in the case of (x) above or to the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Indenture Trustee), as promptly upon receipt thereof as practicable after the execution and delivery hereof, but in any case within 180 days of either the original Closing Date. (g) For Mortgage Loans (if any) that have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Depositor, in lieu of delivering the above documents, herewith delivers to the Indenture Trustee, or a copy of such document certified by to the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Indenture Trustee, an Officer’s Certificate which shall include a statement to the effect that all amounts received in connection with such prepayment that are required to be deposited in the Collection Account pursuant to Section 4.07(d) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any have been so deposited. All original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document are not delivered to the Indenture Trustee (or the applicable Custodian on behalf of the Trustee). If Indenture Trustee shall be held by the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (Master Servicer or the Custodian on behalf applicable Servicer in trust for the benefit of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement Indenture Trustee and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Securityholders.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-Cut- off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all proceeds of any of the foregoing; (v) the rights of the Depositor under the Mortgage Loan Purchase Agreement and (vi) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Seller, on behalf of the Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Seller, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankNorwest Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; PROVIDED, HOWEVER, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Norwest Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy orpolicy; (vi) with respect to any Initial Mortgage Loan listed on Schedule II attached hereto, the original Primary Mortgage Insurance Policy or certificate, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnityany; and (fvii) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. The Master Servicer, in its capacity as Seller under the Mortgage Loan Purchase Agreement, shall promptly (and in no event later than 60 Business Days following the Closing Date (or Subsequent Transfer Date, with respect to the Subsequent Mortgage Loans)) submit or cause to be submitted for recording, at the Seller's expense and at no expense to the Trust Fund or the Trustee, in the appropriate public office for real property records, each Assignment referred to in Sections 2.01(iii) and (iv) above. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor Seller to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the OriginatorSeller, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Seller shall deliver or cause to be delivered to the Trustee (or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Seller shall deliver or cause to be delivered to the Trustee or the Custodian on behalf of the Trustee) promptly 50 upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 90 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Seller shall cause the Assignments which were delivered in blank and cause to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded; PROVIDED, HOWEVER, the Seller need not cause to be recorded any Assignment which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Seller to the Trustee and the Rating Agencies, the recordation of such assignment is not necessary to protect the Trustee's interest in the related Mortgage Loan; PROVIDED, HOWEVER, notwithstanding the delivery of any Opinion of Counsel, each Assignment shall be submitted for recording by the Seller in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Seller is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and (vi) any Mortgage Loan that is 90 days or more Delinquent. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Seller shall be required to deliver such assignments for recording within 45 days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans). The Seller shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), promptly following the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) the Seller shall cause to be completed such endorsements "Pay to the order of Norwest Bank Minnesota, National Association, as Trustee, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the parties hereto appropriate public recording office to be a true and complete copy of the original within 270 days of its submission for recordation. In the event that it the Master Servicer cannot provide a copy of such document certified by the public recording office within such 270 day period, the Master Servicer shall deliver to the Custodian, within such 270 day period, an Officer's Certificate of the Master Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Master Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not intended that any mortgage loan certify as to the accuracy of such document, the Master Servicer shall deliver a copy of such document certified by an officer of the Master Servicer to be included in a true and complete copy of the Trust that is a "High-Cost Home Loan" as defined in either (i) original to the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Custodian.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan (other than the right to receive any Retained Interest or any Prepayment Penalty Amounts) identified on the Mortgage Loan Schedule, including the related Cut-off Off Date Principal Balance, all interest accruing due thereon after the Cut-off Off Date and all collections in respect of interest and principal due after the Cut-off Off Date; (ii) all the Depositor’s right, title and interest in and to the Distribution Account and all amounts from time to time credited to and to the proceeds of the Distribution Account; (iii) any real property which that secured each such Mortgage Loan and which that has been acquired by foreclosure or deed in lieu of foreclosure; (iiiiv) its the Depositor’s interest in any insurance policies in respect of the Mortgage Loans; (ivv) the Depositor’s security interest in the Additional Collateral; (vi) all proceeds of any of the foregoing; and (vii) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Master Servicer after the Cut-off Off Date with respect to the Mortgage Loans. Concurrently with the execution and delivery of this Agreement, the Depositor does hereby assign to the Trustee all of its rights and interest under the Mortgage Loan Purchase Agreement, including all rights of the Seller under the Servicing Agreements to the extent assigned in the Mortgage Loan Purchase Agreement. The Trustee hereby accepts such assignment, and shall be entitled to exercise all rights of the Depositor under the Mortgage Loan Purchase Agreement and the Seller under the Servicing Agreements as if, for such purpose, it were the Depositor or the Seller, as applicable. The foregoing sale, transfer, assignment, set-over, deposit and conveyance does not and is not intended to result in creation or assumption by the Trustee of any obligation of the Depositor, the Seller or any other Person in connection with the Mortgage Loans or any other agreement or instrument relating thereto except as specifically set forth herein. In addition, with respect to any Additional Collateral Mortgage Loan, the Depositor does hereby transfer, assign, set-over and otherwise convey to the Trustee without recourse (except as provided herein) (i) its rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (ii) its security interest in and to any Additional Collateral and (iii) its right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement. For purposes of complying with the requirements of the Asset-Backed Securities Facilitation Act of the State of Delaware, 6 Del. C. § 2701A, et seq. (the “Securitization Act”), each of the parties hereto hereby agrees that: (i) any property, assets or rights purported to be transferred, in whole or in part, by the Depositor pursuant to this Agreement shall be deemed to no longer be the property, assets or rights of the Depositor; (ii) none of the Depositor, its creditors or, in any insolvency proceeding with respect to the Depositor or the Depositor’s property, a bankruptcy trustee, receiver, debtor, debtor in possession or similar person, to the extent the issue is governed by Delaware law, shall have any rights, legal or equitable, whatsoever to reacquire (except pursuant to a provision of this Agreement), reclaim, recover, repudiate, disaffirm, redeem or recharacterize as property of the Depositor any property, assets or rights purported to be transferred, in whole or in part, by the Depositor pursuant to this Agreement (including the Assignment); (iii) in the event of a bankruptcy, receivership or other insolvency proceeding with respect to the Depositor or the Depositor’s property, to the extent the issue is governed by Delaware law, such property, assets and rights shall not be deemed to be part of the Depositor’s property, assets, rights or estate; and (iv) the transaction contemplated by this Agreement shall constitute a “securitization transaction” as such term is used in the Securitization Act. In connection with such transfer and assignment, the Depositor Seller, on behalf of the Depositor, does hereby deliver on the Closing Date, unless otherwise specified in this Section 2.01, to, and deposit with the Trustee (Trustee, or the Custodian on behalf of the Trustee) as its designated agent, the following documents or instruments with respect to each Mortgage Loan (a "“Mortgage File"”) so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) on its face or by allonge attached thereto in blank or (B) in the following form: "“Pay to the order of JPMorgan Chase BankLaSalle Bank National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan for Xxxxxxxxx Mortgage Securities Trust 2004-2, Asset-Backed Certificates, Series 20042006-2, without recourse," ”, or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans the aggregate Cut-Off Date Principal Balance of which is less than or equal to 2% of the Cut-Off Date Aggregate Principal Balance; (bii) originals or copies of any guarantee, security agreement or pledge agreement relating to any Additional Collateral, if applicable, and executed in connection with the Mortgage Note, assigned to the Trustee on behalf of the Trust; (iii) except as provided below, for each Mortgage Loan that is not a MERS Mortgage Loan, the original Mortgage, and in the case of each MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN for that Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan, or if such Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment to MERS, in each case with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a certified copy of such Mortgage or power of attorney, as the case may be, and that the original of such Mortgage has been forwarded to the public recording office, or, in the case of a Mortgage that has been lost, a copy thereof (certified as provided for under the laws of the appropriate jurisdiction) and a written Opinion of Counsel (delivered at the Seller’s expense) acceptable to the Trustee and the Depositor that an original recorded Mortgage is not required to enforce the Trustee’s interest in the Mortgage Loan; (iv) the original or a copy of each assumption, modification or substitution agreement, if any, relating to the Mortgage Loans, or, as to any assumption, modification or substitution agreement which cannot be delivered on or prior to the Closing Date because of a true and complete copy delay caused by the public recording office where such assumption, modification or substitution agreement has been delivered for recordation, a photocopy of such assumption, modification or substitution agreement, pending delivery of the original submitted for recordingthereof, together with an Officer’s Certificate of the Seller certifying that the copy of such assumption, modification or substitution agreement delivered to the Trustee (or its custodian) on behalf of the Trust is a true copy and that the original of such agreement has been forwarded to the public recording office; (cv) in the case of each Mortgage Loan that is not a MERS Mortgage Loan, an original AssignmentAssignment of Mortgage, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank“LaSalle Bank National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan for Xxxxxxxxx Mortgage Securities Trust 2004-2, Asset-Backed Certificates Series 20042006-2, without recourse"” or in blank; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (Avi) in the case of each Mortgage Loan that is not a delay caused by the public recording officeMERS Mortgage Loan, an Officers' Certificate original copy of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such any intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or of Mortgage showing a copy complete chain of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) assignments, or, in the case of an intervening assignment where Assignment of Mortgage that has been lost, a public recording office retains written Opinion of Counsel (delivered at the Seller’s expense) acceptable to the Trustee that such original recorded intervening assignment or Assignment of Mortgage is not required to enforce the Trustee’s interest in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMortgage Loans; (evii) the (i) original or a certified copy of lender's ’s title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fviii) with respect to any Cooperative Loan, the Cooperative Loan Documents. In connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will take (or shall cause the applicable Servicer to take), at the expense of the Seller (with the cooperation of the Depositor, the Trustee and the Master Servicer), such actions as are necessary to cause the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans that are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the series of the Certificates issued in connection with the transfer of such Mortgage Loans to the Xxxxxxxxx Mortgage Securities Trust 2006-2. With respect to each Cooperative Loan the Seller, on behalf of the Depositor does hereby deliver to the Trustee (or Custodian) the original related Cooperative Loan Documents and the Seller will take (or copies shall cause the applicable Servicer to take), at the expense of the Seller (with the cooperation of the Depositor, the Trustee and the Master Servicer) such actions as are necessary under applicable law (including but not limited to the relevant UCC) in order to perfect the interest of the Trustee in the related Mortgaged Property. Assignments of each assumptionMortgage with respect to each Mortgage Loan that is not a MERS Mortgage Loan (other than a Cooperative Loan) shall be recorded; provided, modificationhowever, written assurance that such assignments need not be recorded if, in the Opinion of Counsel (which must be from Independent Counsel and not at the expense of the Trust or substitution agreementthe Trustee) acceptable to the Trustee, if anyeach Rating Agency and the Master Servicer, recording in such states is not required to protect the Trust’s interest in the related Mortgage Loans; provided, however, notwithstanding the delivery of any Opinion of Counsel, each assignment of Mortgage shall be submitted for recording by the Seller (or the Seller will cause the applicable Servicer to submit each such assignment for recording), at the cost and expense of the Seller, in the manner described above, at no expense to the Trust or Trustee, upon the earliest to occur of (1) reasonable direction by the Majority Certificateholders, (2) the occurrence of a bankruptcy or insolvency relating to the Seller or the Depositor, or (3) with respect to any one Assignment of Mortgage, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage. Subject to the preceding sentence, as soon as practicable after the Closing Date (but in no event more than three months thereafter except to the extent delays are caused by the applicable recording office), the Seller shall properly record (or the Seller will cause the applicable Servicer to properly record), at the expense of the Seller (with the cooperation of the Depositor, the Trustee and the Master Servicer), in each public recording office where the related Mortgages are recorded, each assignment referred to in Section 2.01(v) above with respect to a Mortgage Loan that is not a MERS Mortgage Loan. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, deliver to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 G-1 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such documentlender’s title insurance policy, or a certified copy thereof, was required to be but was not delivered pursuant to Section 2.01(vii) above, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (the original or a copy of a written commitment or interim binder or preliminary report of title issued by the Custodian on behalf of title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee) , promptly upon receipt thereof thereof, but in any case within 175 days of the Closing Date. The Seller shall deliver or cause to be delivered to the Trustee, promptly upon receipt thereof, any other documents constituting a part of a Mortgage File received with respect to any Mortgage LoanLoan sold to the Depositor by the Seller and required to be delivered to the Trustee, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. For Mortgage Loans (if any) that have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Seller, in lieu of delivering the above documents, herewith delivers to the Trustee, or to the Custodian on behalf of the Trustee, an Officer’s Certificate which shall include a statement to the effect that all amounts received in connection with such prepayment that are required to be deposited in the Distribution Account have been so deposited. All original documents that are not delivered to the Trustee on behalf of the Trust shall be held by the Master Servicer or the applicable Servicer in trust for the Trustee, for the benefit of the Trust and the Certificateholders. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 90 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.032.03 hereof. The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereofof this Agreement, does hereby transfer, assign, sell, set over and otherwise convey to the Trustee, on behalf of the Trust, Trust without recourse for the benefit (subject to Sections 2.02 and 2.04)(i) all of the Certificateholders all the its right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due received after the Cut-off Off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fundrights of the Depositor under the Support Agreement; (v) the Collection Account and the Distribution Account; (vi) all proceeds of any of the foregoing; and (vivii) the Depositor's rights under the Purchase Agreement, including, without limitation, the representations and warranties of the Seller thereunder together with all rights of the Depositor under to require the Originator Seller to cure any breach thereof or to repurchase or substitute for any affected Mortgage Loan Purchase Agreement, in accordance with the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due In addition, on or prior to the Closing Date, the Depositor or shall cause the Servicer after Certificate Insurer to deliver the Cut-off Date with respect Certificate Insurance Policy to the Mortgage LoansTrustee. In connection with such transfer transfer, assignment and assignmentconveyance by the Depositor, the Depositor does hereby Seller shall deliver to, and deposit with the Trustee (or the Custodian on behalf of to the Trustee) , on or before the Transfer Date, the following documents or instruments with respect to each Mortgage Loan (a the "Mortgage FileRelated Documents") so transferred and assignedthe Mortgage Loan Schedule in computer readable format: (ai) the original Mortgage Note, including any riders theretoendorsed in blank, endorsed either (A) in blank or (B) in with all intervening endorsements showing a complete chain of title from the following form: "Pay originator of such Mortgage Loan to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage NoteSeller; (bii) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorneyMortgage, with evidence of recording thereon orthereon, provided that if such the original Mortgage or power of attorney has been submitted delivered for recording to the appropriate public recording office of the jurisdiction in which the Mortgaged Property is located but has not yet been returned from to the applicable public Seller by such recording office, the Seller shall deliver to the Trustee a certified true copy of such original Mortgage so certified by the Seller, together with a certificate of the Seller certifying that such original Mortgage has been lost so delivered to such recording office; in all such instances, the Seller shall deliver or is cause to be delivered the original recorded Mortgage to the Trustee promptly upon receipt of the original recorded Mortgage; (iii) the original Assignment of Mortgage, from the Seller to "Xxxxxx Trust and Savings Bank, as Trustee for Champion Home Equity Loan Trust 1998-1", which assignment shall be in form and substance acceptable for recording; (iv) the original attorney's opinion of title or the original policy of title insurance, provided that if any such original policy of title insurance has not otherwise availableyet been received by the Seller, the Seller may have delivered to the Trustee a copy of such policy or a title insurance binder or commitment for the issuance of such policy; (v) originals of all intervening assignments of Mortgage, with evidence of recording thereon, showing a complete chain of title from the originator to the Seller, provided that if any such original intervening assignment of Mortgage has been delivered for recording to the appropriate public recording office of the jurisdiction in which the Mortgaged Property is located but has not yet been returned to the Seller by such recording office, the Seller may have delivered to the Trustee a certified true copy of such original assignment of Mortgage so certified by the Seller, together with a certificate of the Seller certifying that such original assignment of Mortgage has been so delivered to such recording office; in all such instances, the Seller shall deliver or cause to be delivered any such original assignments to the Trustee promptly upon receipt thereof; and (vi) originals of all assumption and modification agreements, if any. The Seller hereby confirms to the Trustee that it has made the appropriate entries in its general accounting records, to indicate that such Mortgage Loans have been transferred to the Trustee and constitute part of the Trust in accordance with the terms of the trust created hereunder. Within 30 days of the Closing Date, the Seller, at its expense, shall send or cause to be sent for recording the Assignments of Mortgage in favor of the Trustee in the appropriate real property or other records (which may be a blanket assignment if permitted by applicable law), except as to those non-recordation states referred to in the third succeeding sentence. The Trustee shall be required to retain a copy of each Assignment of Mortgage submitted for recording. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Seller, at its own expense, shall promptly prepare a substitute Assignment of Mortgage or power of attorneycure such defect, as the case may be, certified and thereafter the Seller shall be required to submit each such Assignment of Mortgage for recording. With respect to any non-recordation state, the Seller may provide to the Trustee and the Certificate Insurer (and to each Rating Agency, in the case of any state in which 10% or more by Principal Balance as of the Cut-Off Date of the Mortgaged Properties are located), an opinion of counsel in a form reasonably acceptable to the Trustee and the Certificate Insurer (and, where applicable, to each Rating Agency), to the effect that, as to any Mortgage Loan with respect to which the related Mortgaged Property is located in such state, recordation of an Assignment of Mortgage in such state is not necessary to transfer title to the related Mortgage Note to the Trust or to pledge to the Trustee the issuer's rights under such Mortgage Note in respect of which the Mortgaged Property is located in such state; provided, however, if the Servicer is terminated pursuant to Section 8.01, any Assignments of Mortgage that have not been previously recorded in favor of the Trustee shall be submitted for recordation at the expense of the Seller within 30 days of such termination. Any failure of the Seller to comply with this Section shall result in the obligation of the Seller to purchase such Mortgage Loans pursuant to the provisions of Section 2.02 or substitute for the related Mortgage Loans pursuant to the provisions of Section 2.06. (b) The parties hereto intend that the transaction set forth herein be a sale by the Depositor to the Trust or the Seller to the Trust, as applicable of all its right, title and interest in and to the Mortgage Loans and other property described above. In the event the transaction set forth herein is deemed not to be a true sale, the Depositor or Seller, as applicable, hereby grants to the Trust a security interest in all of its right, title and complete copy interest in, to and under the Mortgage Loans and other property described above; and this Agreement shall constitute a security agreement under applicable law. The Seller agrees to prepare, execute and file UCC-1 financing statements with the Secretary of State in the States of New Jersey and New York (which shall have been delivered for filing on or before the Closing Date with respect to the Mortgage Loans) describing the applicable Mortgage Loans and naming the Seller as debtor and, with respect to the Mortgage Loans, the Purchaser (and indicating that such loans have been assigned to the Trustee) and the Trustee, as secured party and any amendments to the UCC-1 financing statements required to reflect a change in the name or corporate structure of the original submitted for recording;Seller or the filing of any additional UCC-1 financing statements due to the change in the principal office of the Seller, as are necessary to perfect and protect the Trustee's interest in each Mortgage Loan and the proceeds thereof. The Seller, the Depositor, the Servicer and the Trustee shall, to the extent consistent with this Agreement, take such actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the term of this Agreement. (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor deliver on or prior to the Closing Date an acknowledgment of receipt of, for each Mortgage Loan, the items required to be delivered by the Seller pursuant to Section 2.01(a) (i) through (vi). The Trustee agrees, for the benefit of Certificateholders, within 30 days after execution and delivery of this Agreement, to review the Mortgage Files to ascertain that all required documents set forth in paragraphs (i) - (vi) of Section 2.01(a) have been executed and received, and that such documents relate to the Mortgage Loans identified on the Mortgage Loan Schedule and that the Mortgage Notes have been endorsed as set forth in Section 2.01(a), and in so doing the Trustee may rely on the purported due execution and genuineness of any signature thereon. If within such 30-day period the Trustee finds any document constituting a part of a Mortgage File not to have been executed or received or to be unrelated to the Mortgage Loans identified in said Mortgage Loan Schedule or, if in the course of its review, the Trustee determines that such Mortgage File is otherwise defective in any material respect, the Trustee shall promptly upon the conclusion of such review notify the Seller, the Depositor and the Certificate Insurer, and the Seller shall have a period of 90 days after such notice within which to correct or cure any such defect; provided, however, that if such defect shall not have been corrected or cured within such 90-day period due primarily to the failure of the original related office of real property or other records to return any document constituting a part of a Mortgage Notes (with File, the Seller shall so notify the Trustee in writing and the period during which such defect may be corrected or cured shall be extended until such time as any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the such documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been are returned from the applicable public recording such related office or (y) has been lost or in no event, however, will such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon period extend beyond one (1) delivery year from the date of discovery of such defect); provided that prior to any such extension the Seller shall deliver to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office Seller to be a true and complete copy correct copy, the original of the originalwhich has been transmitted for recordation. The Depositor Trustee shall deliver or cause have no responsibility for reviewing any Mortgage File except as expressly provided in this Section 2.01. In reviewing any Mortgage File pursuant to be delivered to this Section, the Trustee (or shall have no responsibility for determining whether any document is valid and binding, whether the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification text of any Mortgage Loan. Upon discovery assignment or receipt of notice of any materially defective document inendorsement is in proper or recordable form (except, or that a document is missing fromif applicable, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to determine if the Trustee (is the assignee or the Custodian on behalf of the Trusteeendorsee). If the Seller does not cure such defect or deliver such missing , whether any document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) has been recorded in accordance with Section 2.03. The Depositor herewith delivers the requirements of any applicable jurisdiction, or whether a blanket assignment is permitted in any applicable jurisdiction, whether any Person executing any document is authorized to the Trustee (do so or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreementwhether any signature thereon is genuine, the Assignmentbut shall only be required to determine whether a document has been executed, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended appears to be what it purports to be, and, where applicable, that any mortgage loan it purports to be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004recorded.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Master Agreements (as assigned to the Depositor pursuant to the terms of the Assignment Agreements), (v) the right to receive any amounts payable under the Cap Contract, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) provided that such assignment shall not include any Servicing Rights with respect to the rights of the Depositor under the Originator SRO Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase AgreementLoans. Such assignment includes all interest and principal due to and collected by the Depositor or the related Servicer after the Cut-off Date with respect to the Mortgage Loans. Notwithstanding anything provided herein to the contrary, each of the parties hereto agrees and acknowledges that, notwithstanding the transfer, conveyance and assignment of the Mortgage Loans from the Depositor to the Trustee pursuant to this Agreement, the Servicing Rights Owner remains the sole and exclusive owner of the Servicing Rights with respect to the SRO Mortgage Loans. The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Holders of the Floating Rate Certificates. The Depositor, each Servicer and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) , the following documents or instruments with respect to each Mortgage Loan so transferred and assigned (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, Note including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankDeutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage (noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan), with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) unless the Mortgage Loan is registered on the MERS(R) System, an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Deutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer assignments (or certified by to MERS if the title company, escrow agent, or closing attorneyMortgage Loan is registered on the MERS(R) stating that such intervening Assignment has been dispatched to System and noting the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy presence of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMIN); (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment executed copy of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretoeach Assignment Agreement and each Master Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the related Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the related Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee (Trustee, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the Custodian on behalf of title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee) , promptly upon receipt thereof thereof. The related Servicer or the Depositor shall deliver or cause to be delivered to the Trustee, promptly upon receipt thereof, any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Trustee shall have 120 days notify the related Servicer and such Servicer (or, if the Servicer is an Affiliate of the related Originator, the Trustee) shall enforce the obligations of the related Originator under the related Master Agreement to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)within 90 days. If the Seller such Originator does not cure such defect or deliver such missing document within such time period, the Seller related Servicer (or, if the Servicer is an Affiliate of the related Originator, the Trustee) shall use commercially reasonable efforts to attempt to enforce the obligations of such Originator to either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03; provided, however, that the related Servicer or the Trustee shall not be under any obligation to take any action pursuant to this paragraph unless directed by the Depositor and provided, further, the Depositor hereby agrees to assist the related Servicer or the Trustee in enforcing any obligations of any Originator to repurchase or substitute for a Mortgage Loan which has breached a representation or warranty under the related Assignment Agreement. In connection with the foregoing, it is understood that the Trustee shall have no duty to discover any such defects except in the course of performing its review of the Mortgage Files to the extent set forth herein. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, the Trustee shall enforce the obligations of each Originator under the related Master Agreement to cause the Assignments which were delivered in blank to be completed and to record all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof. The Trustee shall enforce the obligations of each Originator under the related Master Agreement to deliver such assignments for recording within 180 days of the Closing Date. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Trustee shall enforce the obligations of each Originator under the related Master Agreement to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor herewith delivers receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment, except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, shall be submitted for recording in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by the Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Termination (in which case the Assignments for the Mortgage Loans serviced by the related Servicer shall be recorded), (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof (in which case the Assignments for the Mortgage Loans serviced by the related Servicer shall be recorded), (v) upon receipt of notice from the related Servicer, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and (vi) upon receipt of notice from the related Servicer, any Mortgage Loan that is 90 days or more Delinquent. In the event of (i) through (vi) set forth in the immediately preceding sentence, the Trustee shall enforce the obligations of the related Originator to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of notice by the Seller. Notwithstanding the foregoing, if the related Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. Each Servicer shall forward to the Trustee (original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Custodian on behalf Servicer shall provide the Trustee with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the related Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, such Servicer shall deliver to the Trustee) executed copies , within such 365 day period, an Officers' Certificate of the Originator Mortgage Loan Purchase AgreementServicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Trustee due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Trustee, and, upon receipt of a copy of such document certified by the public recording office, the AssignmentServicer shall immediately deliver such document to the Trustee. In the event the appropriate public recording office will not certify as to the accuracy of such document, Assumption the related Servicer shall deliver a copy of such document certified by an officer of such Servicer to be a true and Recognition Agreement and complete copy of the Mortgage Loan Purchase Agreementoriginal to the Trustee. It is agreed and understood by the The parties hereto understand and agree that it is not intended that any mortgage loan Mortgage Loan be included in the Trust that is a "Highhigh-Cost Home Loan" cost home loan as defined in either (i) by the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Homeownership and Equity Protection Act effective January 1, 2004of 1994 or any other applicable predatory or abusive lending laws.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) the right to receive any amounts payable under the Cap Contract (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Holders of the Class A Certificates, the Mezzanine Certificates and the Class B Certificates. The Seller, the Depositor, the Servicer and the Holders of the Class A Certificates, the Mezzanine Certificates and the Class B Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankDeutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage, noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan, with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) unless the Mortgage Loan is registered on the MERS(R) System, an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Deutsche Bank National Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from assignments (or to MERS, if the applicable originator to Mortgage Loan is registered on the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from MERS(R) System and noting the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate presence of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMIN); (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment of receipt executed copy of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretoLoan Purchase Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Servicer or the Depositor shall deliver or cause to be delivered to the Trustee or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.constituting

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfersells, assigntransfers, set assigns, sets over and otherwise convey conveys to the Trustee, on behalf of the Trust, without recourse Trustee in trust for the benefit of the Certificateholders Certificateholders, without recourse, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) subject to Section 6.04(b), each Initial Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Date Principal Balance, all interest accruing thereon and principal received or receivable on or with respect to such Initial Mortgage Loans after the Initial Cut-off Date and all collections interest and principal payments on the Initial Mortgage Loans received prior to the Initial Cut-off Date in respect of installments of interest and principal due after thereafter, but not including payments of principal and interest due and payable on the Initial Mortgage Loans on or before the Initial Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Initial Mortgage Loans; (iii) the Depositor’s rights under the Assignment and Assumption Agreement, (iv) all other assets included or to any such amounts as may be included deposited into and held by the Trustee in the Trust Fund; Prefunding Account and Capitalized Interest Account and (v) all proceeds of any of the foregoing; and (vi) . In addition, on or prior to the rights of Closing Date, the Depositor under shall cause FSA to deliver the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due FSA Policy to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. Trustee. (b) In connection with such the transfer and assignmentassignment set forth in clause (a) above, the Depositor does hereby deliver to, and deposit with has delivered or caused to be delivered to the Trustee (or applicable Custodian for the Custodian on behalf benefit of the Trustee) Certificateholders, the following documents or and instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and as assigned: (ai) the electronic Mortgage Loan Schedule; (A) the original Mortgage Note, Note bearing all intervening endorsements and including any riders theretoto the Mortgage Note, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2__________, without recourse," or and signed in the name of the last named endorsee by an authorized officer, or (B) with respect to any lost Lost Mortgage Note, an a lost note affidavit stating that the original Lost Mortgage Note Affidavitwas lost or destroyed, together with a copy of the related such Mortgage Note; (biii) the original of any guarantee executed in connection with the Mortgage with evidence of recording thereon including any riders thereto, and Note (if any); (iv) the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorneyMortgage, with evidence of recording thereon thereon, or copies certified by the related recording office or if the original Mortgage has not yet been returned from the recording office, a copy certified by or on behalf of the Seller indicating that such Mortgage has been delivered for recording. The return directions for the original Mortgage should indicate, when recorded, mail to the Seller; (v) the originals of all assumption, modification, consolidation or extension agreements (or, if such Mortgage or power an original of attorney has been submitted for recording but any of these documents has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy thereof certified by or on behalf of such Mortgage or power of attorneythe Seller, as the case may be, certified original to be a true and complete copy delivered to the Seller forthwith after return from such recording office) with evidence of the original submitted for recordingrecording thereon, if any; (cvi) an the original AssignmentAssignment of Mortgage as appropriate, in form and substance acceptable recordable form, for recording. The the Mortgage shall be Loan assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"blank; (dvii) the originals of all intervening Assignments (if any) evidencing of Mortgage, showing a complete chain of assignment from the applicable originator of such Mortgage Loan to the last endorsee Person assigning the Mortgage to the Trustee, including warehousing assignments, with evidence of recording thereonon each such Assignment of Mortgage (or, or if any such an original intervening assignment Assignment of Mortgage has not been returned from the applicable recording office office, a copy thereof certified by or has been lost or if such public recording office retains on behalf of the Seller, the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the TrusteeTrustee forthwith after return from such recording office); and (viii) the original mortgage title insurance policy, or if the policy has not yet been issued, an original or copy of a photocopy marked-up written commitment or a pro forma title insurance policy marked as binding and countersigned by the title insurance company or its authorized agent either on its face or by an acknowledged closing instruction or escrow letter. If the Seller delivers certified copies of such intervening assignmentany document or instrument set forth in Section 2.01(b) to the applicable Custodian because of a delay caused by the public recording office in returning any recorded document, together with the Seller shall deliver to the applicable Custodian, within 60 days of the Closing Date, an Officer’s Certificate which shall (Ai) in identify the case of recorded document, (ii) state that the recorded document has not been delivered to the applicable Custodian due solely to a delay caused by the public recording office, an Officers' Certificate and (iii) state the amount of the Servicer (or certified time generally required by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment certified by the appropriate public applicable recording office to be record and return a true and complete copy of document submitted for recordation. In the event that in connection with any Mortgage Loan the Depositor cannot deliver (a) the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt orMortgage, (iib) if a title insurance policy is not available in the applicable state, an attorney's opinion of title all interim recorded assignments or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) the lender’s title policy (together with all riders thereto) satisfying the requirements set forth above, concurrently with the execution and delivery hereof because such document or (d) above has as of the Closing Date been submitted for recording but either (x) has documents have not been returned from the applicable public recording office in the case of clause (a) or (yb) above, or because the title policy has not been lost delivered to the Seller or the Depositor by the applicable title insurer in the case of clause (c) above, the Depositor shall promptly deliver to the applicable Custodian, in the case of clause (a) or (b) above, such original Mortgage or such interim assignment, as the case may be, with evidence of recording indicated thereon upon receipt thereof from the public recording office, or a copy thereof, certified, if appropriate, by the relevant recording office and in the case of (c) above, such original title policy (together with all riders thereto), upon receipt from the applicable title insurer. As promptly as practicable subsequent to such transfer and assignment and delivery to it of each Assignment of Mortgage pursuant to clause (vi) above, and in any event, within thirty (30) days thereafter, the Trustee shall (at the Seller’s expense) (i) affix the Trustee’s name to each Assignment of Mortgage, as the assignee thereof, (ii) cause such Assignment of Mortgage to be completed in proper form for recording in the appropriate public office for real property records within thirty (30) days after receipt thereof and (iii) cause to be delivered for recording in the appropriate public office for real property records the Assignments of Mortgages to the Trustee, except that, with respect to any Assignment of Mortgage as to which the Trustee has retained not received the original information required to prepare such Assignment of Mortgage in recordable form, the Trustee’s obligation to do so and to deliver the same for such recording shall be as soon as practicable after receipt of such documentinformation and in any event within thirty (30) days after the receipt thereof, and the Trustee need not cause to be recorded any Assignment of Mortgage referred to in clause (vi) above which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Seller (at the Seller’s expense) to the Trustee within twenty (20) days of the Closing Date, acceptable to the Rating Agencies, the obligations recordation of such Assignment of Mortgage is not necessary to protect the Trustee’s and the Certificateholders’ interest in the related Mortgage Loan. (c) The Depositor hereby sells, transfers, assigns, sets over and otherwise conveys to the Trustee in trust for the benefit of the Certificateholders, without recourse, all right, title and interest in such Subsequent Mortgage Loans, including all interest and principal due on or with respect to such Subsequent Mortgage Loans on or after the related Subsequent Cut-off Date and all interest and principal payments on such Subsequent Mortgage Loans received prior to the Subsequent Cut-off Date in respect of installments of interest and principal due thereafter, but not including principal and interest due on such Subsequent Mortgage Loans prior to the related Subsequent Cut-off Date, any insurance policies in respect of such Subsequent Mortgage Loans and all proceeds of any of the foregoing. (d) Upon one Business Day’s prior written notice to the Trustee, the Servicers and the Rating Agencies, on any Business Day during the Prefunding Period designated by the Depositor, the Depositor, the Seller, the applicable Servicers and the Trustee shall complete, execute and deliver a Subsequent Transfer Agreement so long as no Rating Agency has provided notice that the execution and delivery of such Subsequent Transfer Agreement will result in a reduction or withdrawal of the ratings assigned to the Certificates (without regard to the FSA Policy). The transfer of Subsequent Mortgage Loans and the other property and rights relating to them on a Subsequent Transfer Date is subject to the satisfaction of each of the following conditions: (i) each Subsequent Mortgage Loan conveyed on such Subsequent Transfer Date satisfies the representations and warranties applicable to it under this Agreement as of the applicable Subsequent Transfer Date; provided, however, that with respect to a breach of a representation and warranty with respect to a Subsequent Mortgage Loan, the obligation under Section 2.03(d) of this Agreement of the Seller to cure, repurchase or replace such Subsequent Mortgage Loan shall constitute the sole remedy against the Seller respecting such breach available to Certificateholders, the Depositor or the Trustee; (ii) the Trustee and the Rating Agencies are provided with an Opinion of Counsel or Opinions of Counsel, at the expense of the Depositor, with respect to deliver the qualification of the Trust Fund as a REMIC, to be delivered as provided pursuant to Section 2.01(e); (iii) the Rating Agencies and the Trustee are provided with an Opinion of Counsel or Opinions of Counsel, at the expense of the Depositor, with respect to the characterization of the transfer of the Subsequent Mortgage Loans conveyed on such documents Subsequent Transfer Date as a sale, to be delivered as provided pursuant to Section 2.01(e); and (iv) the execution and delivery of such Subsequent Transfer Agreement or conveyance of the related Subsequent Mortgage Loans does not result in a reduction or withdrawal of any ratings assigned to the Certificates by the Rating Agencies (without regard to the FSA Policy); (v) no Subsequent Mortgage Loan conveyed on such Subsequent Transfer Date was 30 or more days contractually delinquent as of such date; (vi) the remaining term to stated maturity of such Subsequent Mortgage Loan will not exceed 30 years for fully amortizing loans or 15 years for balloon loans; (vii) the Depositor shall have deposited in the Collection Account all principal and interest collected with respect to the related Subsequent Mortgage Loans on or after the related Subsequent Cut-off Date; (viii) such Subsequent Mortgage Loan will not have a Loan-to-Value Ratio greater than 100.0%; (ix) such Subsequent Mortgage Loan will have a principal balance not greater than $750,000; (x) no Subsequent Mortgage Loan shall have a maturity date after September 2032; (xi) such Subsequent Mortgage Loan will be secured by a first lien on the related Mortgaged Property; (xii) such Subsequent Mortgage Loan will be otherwise acceptable to the Rating Agencies; (xiii) following the conveyance of the Subsequent Mortgage Loans on such Subsequent Transfer Date the characteristics of the Mortgage Loans in Loan Group 1 will be as follows: (A) weighted average Mortgage Rate of at least 8.60% per annum; (B) a weighted average remaining term to stated maturity of less than 352 months; (C) a weighted average Loan-to-Value Ratio of not more than 80.5%; (D) a weighted average credit score of not less than 605; (E) no more than 7.5% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be balloon loans; (F) no more than 45.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be concentrated in one state; and (G) no more than 10.5% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will relate to non-owner occupied properties; and (H) no more than 1.00% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be Dividend Mortgage Loans. (xiv) following the conveyance of the Subsequent Mortgage Loans on such Subsequent Transfer Date the characteristics of the Mortgage Loans in Loan Group 2 will be as follows: (A) weighted average Mortgage Rate of at least 8.45% per annum; (B) a weighted average remaining term to stated maturity of less than 353 months; (C) a weighted average Loan-to-Value Ratio of not more than 81.5%; (D) a weighted average credit score of not less than 605; (E) no more than 7.5% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be balloon loans; (F) no more than 50.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be concentrated in one state; and (G) no more than 8.0% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will relate to non-owner occupied properties; and (H) no more than 3.50% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be Dividend Mortgage Loans. (xv) neither the applicable Seller nor the Depositor shall be deemed insolvent or shall be rendered insolvent as a result of such transfer; (xvi) no Event of Default has occurred hereunder; (xvii) the Depositor shall have delivered to be satisfied upon the Trustee an Officer’s Certificate confirming the satisfaction of each of these conditions precedent; and (xviii) each Mortgage Loan constitutes a "qualified mortgage" within the meaning of Section 860G(a)(3) of the Code. (e) Upon (1) delivery to the Trustee (or by the Custodian on behalf Depositor of the TrusteeOpinions of Counsel referred to in Sections 2.01(d)(ii) no later than the Closing Dateand (iii), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be Depositor of a true revised Mortgage Loan Schedule reflecting the Subsequent Mortgage Loans conveyed on such Subsequent Transfer Date and complete copy of the original. The Depositor shall deliver or cause to be delivered related Subsequent Mortgage Loans and (3) delivery to the Trustee (or by the Custodian on behalf Depositor of an Officer’s Certificate confirming the satisfaction of each of the Trustee) promptly upon receipt thereof any other documents constituting a part of a conditions precedent set forth in Section 2.01(d), the Trustee shall remit to the Depositor the Aggregate Subsequent Transfer Amount related to the Subsequent Mortgage File received Loans transferred by the Depositor on such Subsequent Transfer Date from funds in the Prefunding Account. The Trustee shall not be required to investigate or otherwise verify compliance with respect to any Mortgage Loanthe conditions set forth in the preceding paragraph, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or except for its own receipt of notice of any materially defective document indocuments specified above, or that a document is missing from, a Mortgage File, and shall be entitled to rely on the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004required Officer’s Certificate.

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfersells, assigntransfers, set assigns, sets over and otherwise convey conveys to the Trustee, on behalf of the Trust, without recourse Trustee in trust for the benefit of the Certificateholders Certificateholders, without recourse, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, Depositor in and to (i) subject to Section 6.04(b), each Initial Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Date Principal Balance, all interest accruing thereon and principal received or receivable on or with respect to such Initial Mortgage Loans after the Initial Cut-off Date and all collections interest and principal payments on the Initial Mortgage Loans received prior to the Initial Cut-off Date in respect of installments of interest and principal due after thereafter, but not including payments of principal and interest due and payable on the Initial Mortgage Loans on or before the Initial Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Initial Mortgage Loans; (iii) the Depositor’s rights under the Assignment and Assumption Agreement, (iv) all other assets included or to any such amounts as may be included deposited into and held by the Trustee in the Trust Fund; Prefunding Account and Capitalized Interest Account and (v) all proceeds of any of the foregoing; and (vi) . In addition, on or prior to the rights of Closing Date, the Depositor under shall cause the Originator Mortgage Loan Purchase Agreement, Interest Rate Cap Agreement Counterparty to enter into the Assignment, Assumption and Recognition Interest Rate Cap Agreement and with the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. Trustee. (b) In connection with such the transfer and assignmentassignment set forth in clause (a) above, the Depositor does hereby deliver to, and deposit with the Trustee (has delivered or caused to be delivered to the Custodian on behalf for the benefit of the Trustee) Certificateholders, the following documents or and instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and as assigned: (ai) the electronic Mortgage Loan Schedule; (A) the original Mortgage Note, Note bearing all intervening endorsements and including any riders theretoto the Mortgage Note, endorsed either (A) in blank or (B) in the following form: "“Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2__________, without recourse," or ” and signed in the name of the last named endorsee by an authorized officer, or (B) with respect to any lost Lost Mortgage Note, an a lost note affidavit stating that the original Lost Mortgage Note Affidavitwas lost or destroyed, together with a copy of the related such Mortgage Note; (biii) the original of any guarantee executed in connection with the Mortgage with evidence of recording thereon including any riders thereto, and Note (if any); (iv) the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorneyMortgage, with evidence of recording thereon thereon, or copies certified by the related recording office or if the original Mortgage has not yet been returned from the recording office, a copy certified by or on behalf of the Seller indicating that such Mortgage has been delivered for recording. The return directions for the original Mortgage should indicate, when recorded, mail to the Seller; (v) the originals of all assumption, modification, consolidation or extension agreements (or, if such Mortgage or power an original of attorney has been submitted for recording but any of these documents has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy thereof certified by or on behalf of such Mortgage or power of attorneythe Seller, as the case may be, certified original to be a true and complete copy delivered to the Seller forthwith after return from such recording office) with evidence of the original submitted for recordingrecording thereon, if any; (cvi) an the original AssignmentAssignment of Mortgage as appropriate, in form and substance acceptable recordable form, for recording. The the Mortgage shall be Loan assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"blank; (dvii) the originals of all intervening Assignments (if any) evidencing of Mortgage, showing a complete chain of assignment from the applicable originator of such Mortgage Loan to the last endorsee Person assigning the Mortgage to the Trustee, including warehousing assignments, with evidence of recording thereonon each such Assignment of Mortgage (or, or if any such an original intervening assignment Assignment of Mortgage has not been returned from the applicable recording office office, a copy thereof certified by or has been lost or if such public recording office retains on behalf of the Seller, the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the TrusteeTrustee forthwith after return from such recording office); and (viii) the original mortgage title insurance policy, or if the policy has not yet been issued, an original or copy of a photocopy marked-up written commitment or a pro forma title insurance policy marked as binding and countersigned by the title insurance company or its authorized agent either on its face or by an acknowledged closing instruction or escrow letter. If the Seller delivers certified copies of such intervening assignmentany document or instrument set forth in Section 2.01(b) to the Custodian because of a delay caused by the public recording office in returning any recorded document, together with the Seller shall deliver to the Custodian, within 60 days of the Closing Date, an Officer’s Certificate which shall (Ai) in identify the case of recorded document, (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, an Officers' Certificate and (iii) state the amount of the Servicer (or certified time generally required by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment certified by the appropriate public applicable recording office to be record and return a true and complete copy of document submitted for recordation. In the event that in connection with any Mortgage Loan the Depositor cannot deliver (a) the original recorded intervening assignment of mortgage will be promptly delivered to the Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt orMortgage, (iib) if a title insurance policy is not available in the applicable state, an attorney's opinion of title all interim recorded assignments or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) the lender’s title policy (together with all riders thereto) satisfying the requirements set forth above, concurrently with the execution and delivery hereof because such document or (d) above has as of the Closing Date been submitted for recording but either (x) has documents have not been returned from the applicable public recording office in the case of clause (a) or (yb) above, or because the title policy has not been lost delivered to the Seller or the Depositor by the applicable title insurer in the case of clause (c) above, the Depositor shall promptly deliver to the Custodian, in the case of clause (a) or (b) above, such original Mortgage or such interim assignment, as the case may be, with evidence of recording indicated thereon upon receipt thereof from the public recording office, or a copy thereof, certified, if appropriate, by the relevant recording office and in the case of (c) above, such original title policy (together with all riders thereto), upon receipt from the applicable title insurer. As promptly as practicable subsequent to such transfer and assignment and delivery to it of each Assignment of Mortgage pursuant to clause (vi) above, and in any event, within thirty (30) days thereafter, the Trustee shall (at the Seller’s expense) (i) affix the Trustee’s name to each Assignment of Mortgage, as the assignee thereof, (ii) cause such Assignment of Mortgage to be completed in proper form for recording in the appropriate public office for real property records within thirty (30) days after receipt thereof and (iii) cause to be delivered for recording in the appropriate public office for real property records the Assignments of Mortgages to the Trustee, except that, with respect to any Assignment of Mortgage as to which the Trustee has retained not received the original information required to prepare such Assignment of Mortgage in recordable form, the Trustee’s obligation to do so and to deliver the same for such recording shall be as soon as practicable after receipt of such documentinformation and in any event within thirty (30) days after the receipt thereof, and the Trustee need not cause to be recorded any Assignment of Mortgage referred to in clause (vi) above which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Seller (at the Seller’s expense) to the Trustee within twenty (20) days of the Closing Date, acceptable to the Rating Agencies, the obligations recordation of such Assignment of Mortgage is not necessary to protect the Trustee’s and the Certificateholders’ interest in the related Mortgage Loan. (c) The Depositor hereby sells, transfers, assigns, sets over and otherwise conveys to the Trustee in trust for the benefit of the Certificateholders, without recourse, all right, title and interest in such Subsequent Mortgage Loans, including all interest and principal due on or with respect to such Subsequent Mortgage Loans on or after the related Subsequent Cut-off Date and all interest and principal payments on such Subsequent Mortgage Loans received prior to the Subsequent Cut-off Date in respect of installments of interest and principal due thereafter, but not including principal and interest due on such Subsequent Mortgage Loans prior to the related Subsequent Cut-off Date, any insurance policies in respect of such Subsequent Mortgage Loans and all proceeds of any of the foregoing. (d) Upon one Business Day’s prior written notice to the Trustee, the Servicer and the Rating Agencies, on any Business Day during the Prefunding Period designated by the Depositor, the Depositor, the Seller, the Servicer and the Trustee shall complete, execute and deliver a Subsequent Transfer Agreement so long as no Rating Agency has provided notice that the execution and delivery of such Subsequent Transfer Agreement will result in a reduction or withdrawal of the ratings assigned to the Certificates on the Closing Date. The transfer of Subsequent Mortgage Loans and the other property and rights relating to them on a Subsequent Transfer Date is subject to the satisfaction of each of the following conditions: (i) each Subsequent Mortgage Loan conveyed on such Subsequent Transfer Date satisfies the representations and warranties applicable to it under this Agreement as of the applicable Subsequent Transfer Date; provided, however, that with respect to a breach of a representation and warranty with respect to a Subsequent Mortgage Loan, the obligation under Section 2.03(d) of this Agreement of the Seller to cure, repurchase or replace such Subsequent Mortgage Loan shall constitute the sole remedy against the Seller respecting such breach available to Certificateholders, the Depositor or the Trustee; (ii) the Trustee and the Rating Agencies are provided with an Opinion of Counsel or Opinions of Counsel, at the expense of the Depositor, with respect to deliver the qualification of the Trust Fund as a REMIC, to be delivered as provided pursuant to Section 2.01(e); (iii) the Rating Agencies and the Trustee are provided with an Opinion of Counsel or Opinions of Counsel, at the expense of the Depositor, with respect to the characterization of the transfer of the Subsequent Mortgage Loans conveyed on such documents Subsequent Transfer Date as a sale, to be delivered as provided pursuant to Section 2.01(e); and (iv) the execution and delivery of such Subsequent Transfer Agreement or conveyance of the related Subsequent Mortgage Loans does not result in a reduction or withdrawal of any ratings assigned to the Certificates on the Closing Date by the Rating Agencies; (v) no Subsequent Mortgage Loan conveyed on such Subsequent Transfer Date was 30 or more days contractually delinquent as of such date; (vi) the remaining term to stated maturity of such Subsequent Mortgage Loan will not exceed 30 years for fully amortizing loans or 15 years for balloon loans; (vii) the Depositor shall have deposited in the Collection Account all principal and interest collected with respect to the related Subsequent Mortgage Loans on or after the related Subsequent Cut-off Date; (viii) such Subsequent Mortgage Loan will not have a Loan-to-Value Ratio greater than 100.0%; (ix) such Subsequent Mortgage Loan will have a principal balance not greater than $800,000; (x) no Subsequent Mortgage Loan shall have a maturity date after May 25, 2033; (xi) such Subsequent Mortgage Loans will be secured by a first lien on the related Mortgaged Property; (xii) such Subsequent Mortgage Loan will be otherwise acceptable to the Rating Agencies; (xiii) no Subsequent Mortgage Loan originated after October 1, 2002 will be subject to a Prepayment Premium term in excess of three years; (xiv) following the conveyance of the Subsequent Mortgage Loans on such Subsequent Transfer Date the characteristics of the Mortgage Loans in Loan Group 1 will be as follows: (A) weighted average Mortgage Rate of at least 8.17% per annum; (B) a weighted average remaining term to stated maturity of less than 358 months; (C) a weighted average Loan-to-Value Ratio of not more than 81.25%; (D) a weighted average credit score of not less than 612; (E) no more than 0.75% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be balloon loans; (F) no more than 34.25% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will be concentrated in one state; (G) no more than 10.00% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will relate to non-owner occupied properties; and (H) approximately 12.50% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 1 will accrue interest at a fixed Mortgage Rate. (xv) following the conveyance of the Subsequent Mortgage Loans on such Subsequent Transfer Date the characteristics of the Mortgage Loans in Loan Group 2 will be as follows: (A) weighted average Mortgage Rate of at least 7.64% per annum; (B) a weighted average remaining term to stated maturity of less than 358 months; (C) a weighted average Loan-to-Value Ratio of not more than 80.75%; (D) a weighted average credit score of not less than 627; (E) no more than 2.00% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be balloon loans; (F) no more than 38.25% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will be concentrated in one state; and (G) no more than 4.25% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will relate to non-owner occupied properties; and (H) approximately 31.25% of such Mortgage Loans by aggregate Cut-off Date Principal Balance of Loan Group 2 will accrue interest at a fixed Mortgage Rate. (xvi) neither the applicable Seller nor the Depositor shall be deemed insolvent or shall be rendered insolvent as a result of such transfer; (xvii) no Event of Default has occurred hereunder; (xviii) the Depositor shall have delivered to be satisfied upon the Trustee an Officer’s Certificate confirming the satisfaction of each of these conditions precedent; and (xix) each Mortgage Loan constitutes a “qualified mortgage” within the meaning of Section 860G(a)(3) of the Code. (e) Upon (1) delivery to the Trustee (or by the Custodian on behalf Depositor of the TrusteeOpinions of Counsel referred to in Sections 2.01(d)(ii) no later than the Closing Dateand (iii), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be Depositor of a true revised Mortgage Loan Schedule reflecting the Subsequent Mortgage Loans conveyed on such Subsequent Transfer Date and complete copy of the original. The Depositor shall deliver or cause to be delivered related Subsequent Mortgage Loans and (3) delivery to the Trustee (or by the Custodian on behalf Depositor of an Officer’s Certificate confirming the satisfaction of each of the Trustee) promptly upon receipt thereof any other documents constituting a part of a conditions precedent set forth in Section 2.01(d), the Trustee shall remit to the Depositor the Aggregate Subsequent Transfer Amount related to the Subsequent Mortgage File received Loans transferred by the Depositor on such Subsequent Transfer Date from funds in the Prefunding Account. The Trustee shall not be required to investigate or otherwise verify compliance with respect to any Mortgage Loanthe conditions set forth in the preceding paragraph, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or except for its own receipt of notice of any materially defective document indocuments specified above, or that a document is missing from, a Mortgage File, and shall be entitled to rely on the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004required Officer’s Certificate.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies (including the PMI Policy) in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets included or to be included in the Trust Fund; , (vvi) the Initial Deposit and (vii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Master Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, and deposit with the Trustee Trustee, or its designated agent (or the Custodian on behalf of the Trustee) "Custodian"), the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Originator, on behalf of the Depositor, shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned: (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase BankXxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," ", or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut- off Date Principal Balance or Subsequent Cut-off Date Principal Balance, as applicable, of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date or Subsequent Cut-off Date, as applicable; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"Xxxxx Fargo Bank Minnesota, National Association, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, deliver (or to cause the Custodian to execute and deliver, ) to the Depositor and the NIMS Insurer on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Closing Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator Master Servicer, in its capacity as Originator, in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Master Servicer, in its capacity as Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver or cause to be delivered to the Trustee or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company or an original attorney's opinion of title, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller Master Servicer, in its capacity as Originator, shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)Custodian. If the Seller Originator does not cure such defect or deliver such missing document within such time period, the Seller Master Servicer, in its capacity as Originator, shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. 49 The Depositor (at the expense of the Master Servicer, in its capacity as Originator) shall cause the Assignments which were delivered in blank to be completed and shall cause all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor shall be required to deliver such Assignments for recording within 90 days of the Closing Date (or Subsequent Transfer Date, with respect to a Subsequent Mortgage Loan). Notwithstanding the foregoing, the Depositor need not cause to be recorded any Assignment which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered by the Depositor to the NIMS Insurer, the Trustee and the Rating Agencies on or before the Closing Date, the recordation of such assignment is not necessary to protect the Trustee's interest in the related Mortgage Loan; provided, however, notwithstanding the delivery of any Opinion of Counsel, each Assignment shall be submitted for recording by the Depositor in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) if the Originator is not the Master Servicer and with respect to any one Assignment the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and (vi) any Mortgage Loan that is 90 days or more Delinquent. Upon (a) receipt of written notice from the Trustee that recording of the Assignments is required pursuant to one or more of the conditions (excluding (vi) above) set forth in the preceding sentence or (b) upon the occurrence of condition (vi) in the preceding sentence, the Depositor shall be required to deliver such Assignments within 30 days following receipt of such notice. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Depositor shall be required to deliver such Assignments for recording within 45 days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans). The Depositor shall furnish the Trustee, or its designated agent, with a copy of each Assignment submitted for recording. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Depositor shall promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. In the event that any Mortgage Note is endorsed in blank as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), within ninety (90) days of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) the Depositor shall cause to be completed such endorsements "Pay to the order of Xxxxx Fargo Bank Minnesota, National Association, as Trustee, without recourse." The Depositor herewith delivers to the Trustee (or the Custodian on behalf an executed copy of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase AgreementAgreement and the PMI Policy. It is agreed The Master Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Master Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and understood shall provide the original of any document submitted for recordation or a copy of such document certified by the parties hereto that it is not intended that any mortgage loan appropriate public recording office to be included in a true and complete copy of the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.original within 365 days of its submission for

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign, set over and otherwise convey to the Trustee, on behalf Issuing Entity as of the TrustClosing Date, without recourse recourse, and for the benefit of the Certificateholders Noteholders, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or the rights of the Depositor under the Purchase Agreement (as assigned to be included in the Trust FundDepositor pursuant to the terms of the Assignment Agreement); and (v) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment sale includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In consideration of the sale to it of such property, the Issuing Entity shall deliver to or at the order of the Depositor the Notes and the Certificates. In connection with such transfer sale, transfer, and assignment, the Depositor does hereby shall instruct the Seller to deliver to, to and deposit with the Trustee (or the Custodian Custodian, on behalf of the Indenture Trustee) , the following documents or instruments with respect to each Original Mortgage Loan so sold, transferred, and assigned, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase BankThe Bank of New York, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Indenture Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage (noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan), with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) unless the Mortgage Loan is registered on the MERS® System, an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank"The Bank of New York, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Indenture Trustee, without recourse"; (div) the originals an original of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer assignments (or certified by to MERS if the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to Mortgage Loan is registered on the appropriate public recording office for recordation MERS® System and that such original recorded intervening Assignment or a copy noting the presence of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentMIN); (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor Custodian, on or prior to the Closing Date an acknowledgment of receipt behalf of the original Mortgage Notes (with any exceptions noted)Indenture Trustee, substantially in an executed copy of the form attached as Exhibit F-3 heretoAssignment Agreement and the Purchase Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to instruct the Seller to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian Custodian, on behalf of the Indenture Trustee) , no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian Custodian, on behalf of the Indenture Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall instruct the Seller to deliver or cause to be delivered to the Custodian, on behalf of the Indenture Trustee, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Custodian, on behalf of the Indenture Trustee, promptly upon receipt thereof. The Servicer or the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian Custodian, on behalf of the Indenture Trustee) , promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Custodian, on behalf of the Indenture Trustee, shall promptly notify the Seller and the Originator of such defect or missing document and request that the Originator deliver such missing document or cure such defect within 15 days from the date the Originator was notified of such missing document or defect, and if the Originator does not deliver such missing document or cure such defect in all material respects during such period, the Custodian, on behalf of the Indenture Trustee, shall notify the Seller and the Originator of the Originator's obligation to repurchase such Mortgage Loan from the Trust on or prior to the Determination Date following the expiration of such 15 day period (subject to Section 2.03(e)); provided that, in connection with any such breach that could not reasonably have 120 days been cured within such 15 day period, if the Originator has commenced to cure such breach within such 15 day period, the Originator shall be permitted to proceed thereafter diligently and expeditiously to cure the same within any additional period provided under the Assignment Agreement. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, the Servicer shall cause the Assignments with respect to any Mortgage Loan located in Maryland which were delivered in blank to be completed and recorded. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Servicer or 150 days following the Custodian via the Exception Report shall notify the Originator of its obligations under the Assignment Agreement to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. For administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Servicer receives written notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Notes; provided, however, each Assignment, except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, shall be submitted for recording by the Originator in the manner described above, at no expense to the Trust, the Depositor, the Custodian or the Securities Administrator, upon the earliest to occur of: (i) reasonable direction by the Holders of 25% of the aggregate Note Balance of the Notes, (ii) the occurrence of a Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller and (iv) the occurrence of a servicing transfer as described in Section 6.02 hereof. In addition to the foregoing, the Servicer shall cause each Assignment of Mortgage to be recorded in accordance with customary servicing practices in order to convey, upon foreclosure, the title of any Mortgaged Property to the Trust as set forth in Section 3.23 hereof. The cost of recording the Assignments shall be paid by the Servicer and the Servicer shall be reimbursed for such expenses by the Trust. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Servicer further agrees that it will request that the Depositor cause, within 30 Business Days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Depositor to the Indenture Trustee in accordance with this Sale and Servicing Agreement for the benefit of the Noteholders by including (or deleting, in the case of missing Mortgages or Assignments or deliver Mortgage Loans which are repurchased in accordance with this Agreement) in such missing document computer files (a) the code in the field which identifies the specific Indenture Trustee and (b) the code in the field "Pool Field" which identifies the series of the Notes issued in connection with such Mortgage Loans. The Depositor further agrees that it will not, and the Servicer agrees that it will not, alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. The Servicer shall forward to the Trustee (or the Custodian Custodian, on behalf of the Indenture Trustee), original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. If In the Seller does event that the Servicer cannot cure provide a copy of such defect or deliver such missing document certified by the public recording office within such time 365 day period, the Seller Servicer shall either repurchase or substitute deliver to the Custodian, within such 365 day period, an Officers' Certificate of the Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for such Mortgage Loan recordation, if known and (or cause such Mortgage Loan D) specify the date the applicable recorded document is expected to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers delivered to the Trustee (or Custodian, and, upon receipt of a copy of such document certified by the Custodian on behalf public recording office, the Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not certify as to the accuracy of such document, the Servicer shall deliver a copy of such document certified by an officer of the Trustee) executed copies Servicer to be a true and complete copy of the Originator Mortgage Loan Purchase Agreement, original to the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004Custodian.

Conveyance of Mortgage Loans. The Depositor(a) To provide for the distribution of the principal of and interest on the Certificates in accordance with their terms, concurrently the distribution of all other sums distributable hereunder with respect to the execution Certificates and delivery hereofthe performance of the covenants contained herein, does the Depositor hereby transferbargains, assignsells, set over conveys, assigns and otherwise convey transfers to the Trustee, on behalf of the Trustin trust, without recourse and for the exclusive benefit of the Certificateholders as their interests may appear, all the Depositor's right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to any and all benefits accruing to the Depositor from: (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (vi) the rights of , which the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with the Trustee (or the Custodian on behalf of the Trustee) the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned: (a) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank or (B) in the following form: "Pay to the order of JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, without recourse," or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; (b) the original Mortgage with evidence of recording thereon including any riders thereto, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (c) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase Bank, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse"; (d) the originals of all intervening Assignments (if any) evidencing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause causing to be delivered to the Trustee (or the Custodian on behalf of Custodian) herewith (and all Substitute Mortgage Loans substituted therefor), together in each case with the Trustee) promptly upon receipt thereof related Mortgage Files and the Depositor's interest in any other documents constituting a part of collateral that secured a Mortgage File Loan but that is acquired by foreclosure or deed-in-lieu of foreclosure after the Closing Date, and all Scheduled Payments due after the Cut Off Date and all principal prepayments received with respect to the Mortgage Loans paid by the borrower after the Cut Off Date and proceeds of the conversion, voluntary or involuntary, of the foregoing; (ii) any Subsequent Mortgage LoanLoans; (iii) the Sales Agreement, including, but [except that the Depositor does not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document assign to the Trustee (or the Custodian on behalf any of its rights under Sections 9 and 12 of the Trustee). If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Sales Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004.]; [

Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereofof this Agreement, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, Trust without recourse for the benefit (subject to Sections 2.02 and 2.04)(i) all of the Certificateholders all the its right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan ScheduleLoan, including the related Cut-off Off Date Principal Balance, all interest accruing thereon after the Cut-off related Due Date in [__________] 20[__] and all collections in respect of interest and principal due received after the Cut-off DateOff Date (other than payments in respect of accrued interest on the Mortgage Loans through the related Due Date in [__________] 20[__]); (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; and (viv) the Depositor’s rights under the Purchase Agreement (other than any rights of the Depositor to indemnification under Section [___] and [___] of the Originator Purchase Agreement), together with all rights of the Depositor to require the Seller to cure any breach thereof or to repurchase or substitute for any affected Mortgage Loan Purchase Agreement, in accordance with the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due In addition, on or prior to the Closing Date, the Depositor or shall cause the Servicer after Certificate Insurer to deliver the Cut-off Date with respect Certificate Insurance Policy to the Mortgage LoansTrustee. In connection with such transfer transfer, assignment and assignmentconveyance by the Depositor, the Depositor does hereby shall deliver to, and deposit with the Trustee (Trustee, on or before the Custodian on behalf of the Trustee) Closing Date, the following documents or instruments with respect to each Mortgage Loan (a "Mortgage File") so transferred and assigned:the “Related Documents”): (ai) the The original Mortgage Note, including any riders theretowith all prior and intervening endorsements showing a complete chain of endorsements from the originator of the Mortgage Loan to the Person so endorsing the Mortgage Loan to the Trustee, endorsed either (A) in blank or (B) in the following form: "by such Person “Pay to the order of JPMorgan Chase Bank[Trustee], as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2, for [Trust] without recourse," ” and signed, by facsimile or with respect to any lost Mortgage Notemanual signature, an original Lost Note Affidavit, together with a copy in the name of the related Mortgage NoteSeller by a Responsible Officer; (bii) Any of: (1) the original Mortgage with evidence of recording thereon including any riders theretoMortgage, and the original recorded related power of attorney, if the Mortgage was executed pursuant to a power of attorneyany, with evidence of recording thereon orthereon, (2) a copy of the Mortgage and related power of attorney, if such any, certified as a true copy of the original Mortgage or power of attorney by a Responsible Officer of the Seller or by the closing attorney by facsimile or manual signature, or by an officer of the title insurer or agent of the title insurer that issued the related title insurance policy if the original has been submitted transmitted for recording but has not been until such time as the original is returned from by the applicable public recording office, or (3) a copy of the original recorded Mortgage and related power of attorney, if any, certified by the public recording office; (iii) The original Assignment of Mortgage in recordable form, from the Seller to “[Trustee], as Trustee for [Trust]”; (iv) The original lender’s policy of title insurance or a true copy thereof, or if such original lender’s title insurance policy has been lost or is not otherwise availablelost, a copy thereof certified by the appropriate title insurer to be true and complete, or if such lender’s title insurance policy has not been issued as of the Closing Date, a marked up commitment (binder) to issue such policy; (v) All intervening assignments, if any, showing a complete chain of assignments from the originator to the Seller, including any recorded warehousing assignments, with evidence of recording thereon, certified by a Responsible Officer of the Seller by facsimile or manual signature as a true copy of the original of such intervening assignments; and (vi) Originals of all assumption, written assurance, substitution and modification agreements, if any. In instances where the original recorded Mortgage cannot be delivered by the Depositor to the Trustee prior to or concurrently with the execution and delivery of this Agreement, due to a delay in connection with recording, the Depositor may in lieu of delivering such original recorded Mortgage, deliver to the Trustee a copy thereof, provided that the Seller certifies that the original Mortgage has been delivered to a title insurance company for recordation after receipt of its policy of title insurance or binder therefor. In all such instances, the Depositor will deliver or cause to be delivered the original recorded Mortgage to the Trustee promptly upon receipt of the original recorded Mortgage but in no event later than one year after the Closing Date. The Seller hereby confirms to the Trustee that it has caused the portions of the Electronic Ledger relating to the Mortgage Loans to be clearly and unambiguously marked, and has made the appropriate entries in its general accounting records, to indicate that such Mortgage Loans have been transferred to the Trustee and constitute part of the Trust in accordance with the terms of the trust created hereunder. (b) The parties hereto intend that the transaction set forth herein be a sale by the Depositor to the Trust of all the Depositor’s right, title and interest in and to the Mortgage Loans and other property described above. In the event the transaction set forth herein is deemed not to be a sale, the Depositor hereby grants to the Trust a security interest in all of the Depositor’s right, title and interest in, to and under the Mortgage Loans and other property described above; and this Agreement shall constitute a security agreement under applicable law. (c) Within 60 days of the Closing Date, the Seller, at its own expense, shall either (i) prepare and send for recording the Assignments of Mortgage in favor of the Trustee in the appropriate real property or other records, or (ii) deliver to the Trustee the Assignments of Mortgage in favor of the Trustee in form for recordation. With respect to any Assignment of Mortgage as to which the related recording information is unavailable within 60 days following the Closing Date, such Assignment of Mortgage shall be submitted for recording by the Seller within 30 days after receipt of such information but in no event later than one year after the Closing Date. The Trustee shall be required to retain a copy of each Assignment of Mortgage submitted for recording. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare a substitute Assignment of Mortgage or power of attorneycure such defect, as the case may be, certified and thereafter the Seller shall be required to be a true and complete copy submit each such Assignment of the original submitted for recording; (c) an original Assignment, in form and substance acceptable Mortgage for recording. The Any failure of the Seller to comply with this Section 2.01(c) shall result in the obligation of the Seller to purchase or substitute for the related Mortgage Loans pursuant to the provisions of Section 2.02. Notwithstanding the foregoing, however, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates without regard to the Certificate Insurance Policy; provided further, however, each Assignment of Mortgage shall be assigned either submitted for recording by the Servicer (Ain its capacity as Seller) in blank the manner described above, at no expense to the Trust or the Trustee, upon the earliest to occur of: (Bi) reasonable direction by the Certificate Insurer or by the Holders of Class A and Class A-IO Certificates entitled to JPMorgan Chase Bankat least 25% of the Voting Rights, (ii) the occurrence of a Servicer Termination Loss Event, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as Trustee described in Section 7.02 hereof, (v) if the Seller is not the Servicer and (vi) with respect to any one Assignment of Mortgage, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the Pooling related Mortgage. Notwithstanding the foregoing, if the Servicer is unable to pay the cost of recording the Assignments of Mortgage, such expense will be paid by the Trustee and Servicing shall be reimbursable pursuant to Section 9.05 of this Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2, without recourse";. (d) The Trustee agrees, for the originals benefit of Certificateholders, within 90 days after execution and delivery of this Agreement, to review the Mortgage Files to ascertain that all intervening Assignments required documents set forth in paragraphs (if anyi) evidencing a complete chain - (v) of assignment from the applicable originator to the last endorsee with evidence of recording thereonSection 2.01(a) have been executed and received, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 documents relate to the Trustee upon receipt thereof by Mortgage Loans identified on the Servicer; or (B) Mortgage Loan Schedule and that the Mortgage Notes have been endorsed as set forth in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or Section 2.01(a), and in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment; (e) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to so doing the Trustee or may rely on the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion purported due execution and genuineness of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnity; and (f) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretosignature thereon. If any of the documents referred to in Section 2.01(b), (c) or (d) above has as of the Closing Date been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or within such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to 90-day period the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date, of a copy of each such finds any document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee), promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File not to have been executed or received with respect or to be unrelated to the Mortgage Loans identified in said Mortgage Loan Schedule or, if in the course of its review, the Trustee determines that such Mortgage File is otherwise defective in any Mortgage Loanmaterial respect, includingthe Trustee shall promptly upon the conclusion of its review notify the Seller, but not limited tothe Depositor and the Certificate Insurer, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, and the Seller shall have 120 a period of 90 days after such notice within which to correct or cure any such defect or 150 days following defect. (e) The Trustee shall have no responsibility for reviewing any Mortgage File except as expressly provided in subsection (d) of Section 2.01. Without limiting the Closing Dateeffect of the preceding sentence, in the case of missing Mortgages or Assignments or deliver reviewing any Mortgage File pursuant to such missing document to subsection, the Trustee shall have no responsibility for determining whether any document is valid and binding, whether the text of any assignment or endorsement is in proper or recordable form (except, if applicable, to determine if the Trustee is the assignee or the Custodian on behalf of the Trusteeendorsee). If the Seller does not cure such defect or deliver such missing , whether any document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) has been recorded in accordance with Section 2.03. The Depositor herewith delivers the requirements of any applicable jurisdiction, or whether a blanket assignment is permitted in any applicable jurisdiction, but shall only be required to the Trustee (or the Custodian on behalf of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreementdetermine whether a document has been executed, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. It is agreed and understood by the parties hereto that it appears to be what it purports to be, and, where applicable, that it purports to be recorded, but shall not be required to determine whether any Person executing any document is not intended that authorized to do so or whether any mortgage loan be included in the Trust that signature thereon is a "High-Cost Home Loan" as defined in either (i) the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Protection Act effective January 1, 2004genuine.

Conveyance of Mortgage Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee, on behalf of the Trust, Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon on and after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) the rights of the Depositor under the Mortgage Loan Purchase Agreement, (v) the right to receive any amounts payable under the Cap Contract, (vi) all other assets included or to be included in the Trust Fund; Fund and (vvii) all proceeds of any of the foregoing; and (vi) the rights of the Depositor under the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and the Mortgage Loan Purchase Agreement. Such assignment includes all interest and principal due to and collected by the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans. In connection with such transfer and assignment, the Depositor Depositor, does hereby deliver to, to and deposit with the Trustee (Trustee, or the Custodian on behalf of the Trustee) Custodian, the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and shall, in accordance with Section 2.08, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (with respect to each Mortgage Loan, a "Mortgage File") so transferred and assigned:): (ai) the original Mortgage Note, including any riders thereto, endorsed either (A) in blank blank, in which case the Trustee shall cause the endorsement to be completed or (B) in the following form: "Pay to the order of JPMorgan Chase Xxxxx Fargo Bank, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates, Series 2004-2Trustee, without recourse," or with respect to any lost Mortgage Note, an original Lost Note AffidavitAffidavit stating that the original mortgage note was lost, misplaced or destroyed, together with a copy of the related mortgage note; provided, however, that such substitutions of Lost Note Affidavits for original Mortgage NoteNotes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 1.00% of the Pool Balance as of the Cut-off Date; (bii) the original Mortgage with evidence of recording thereon including any riders theretothereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; (ciii) an original Assignment, in form and substance acceptable for recording. The Mortgage shall be assigned either (A) in blank or (B) to JPMorgan Chase "Xxxxx Fargo Bank, N.A., as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 2004, among Asset Backed Funding Corporation, Centex Home Equity Company, LLC and JPMorgan Chase Bank, CHEC Loan Trust 2004-2, Asset-Backed Certificates Series 2004-2Trustee, without recourse"; (div) the originals an original copy of all any intervening Assignments (if any) evidencing assignment of Mortgage showing a complete chain of assignment from the applicable originator to the last endorsee with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded Assignments, the Servicer shall deliver or cause to be delivered to the Trustee, a photocopy of such intervening assignment, together with (A) in the case of a delay caused by the public recording office, an Officers' Certificate of the Servicer (or certified by the title company, escrow agent, or closing attorney) stating that such intervening Assignment has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening Assignment or a copy of such intervening Assignment 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 Trustee upon receipt thereof by the Servicer; or (B) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignmentassignments; (ev) the (i) original or a certified copy of lender's title insurance policy or, if the original lender's title insurance policy has not been issued, the preliminary report or irrevocable binder or commitment to issue the same, with the original to be delivered to the Trustee or the Custodian promptly upon receipt or, (ii) if a title insurance policy is not available in the applicable state, an attorney's opinion of title or (iii) for certain Mortgage Loans with original principal balances of equal or less than $40,000, a title report and indemnitypolicy; and (fvi) the original or copies of each assumption, modification, written assurance or substitution agreement, if any. The Trustee agrees to execute and deliver, or to cause the Custodian to execute and deliver, Depositor herewith also delivers to the Depositor on or prior to the Closing Date Trustee an acknowledgment of receipt executed copy of the original Mortgage Notes (with any exceptions noted), substantially in the form attached as Exhibit F-3 heretoLoan Purchase Agreement. If any of the documents referred to in Section 2.01(b2.01(ii), (ciii) or (div) above has as of the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee (or the Custodian on behalf of the Trustee) no later than the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller or the Originator in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller or the Originator, delivery to the Trustee (or the Custodian on behalf of the Trustee)Custodian, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The If the original lender's title insurance policy, or a certified copy thereof, was not delivered pursuant to Section 2.01(v) above, the Depositor shall deliver or cause to be delivered to the Trustee (or the Custodian, the original or a copy of a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company, with the original or a certified copy thereof to be delivered to the Trustee or the Custodian, promptly upon receipt thereof. The Servicer or the Depositor shall deliver or cause to be delivered to the Trustee or the Custodian on behalf of the Trustee) promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Trustee shall enforce the obligations of the Seller shall have 120 days under the Mortgage Loan Purchase Agreement to cure such defect or 150 days following the Closing Date, in the case of missing Mortgages or Assignments or deliver such missing document to the Trustee (or the Custodian on behalf of the Trustee)within 120 days. If the Seller does not cure such defect or deliver such missing document within such time period, the Trustee shall enforce the obligations of the Seller shall to either repurchase or substitute for such Mortgage Loan (or cause such Mortgage Loan to be purchased or substituted) in accordance with Section 2.03. The Depositor herewith delivers to Trustee shall enforce the Trustee (or the Custodian on behalf obligations of the Trustee) executed copies of the Originator Mortgage Loan Purchase Agreement, the Assignment, Assumption and Recognition Agreement and Seller under the Mortgage Loan Purchase Agreement to cause the Assignments which were delivered in blank to be completed and to record all Assignments referred to in Section 2.01(iii) hereof and, to the extent necessary, in Section 2.01(iv) hereof. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement to deliver such assignments for recording within 180 days of the Closing Date. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments of Mortgage shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland) unless the Trustee and the Depositor receive notice that such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, each Assignment shall be submitted for recording by the Seller in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by the Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 hereof, (v) upon receipt of notice from the Servicer, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage and (vi) upon receipt of notice from the Servicer, any Mortgage Loan that is 90 days or more Delinquent. In the event of (i) through (iv) set forth in the immediately preceding sentence, and upon receipt of notice by a Responsible Officer of the Trustee from the Servicer of the occurrence of (v) or (vi) set forth in the immediately preceding sentence, the Trustee shall enforce the obligations of the Seller to deliver such Assignments for recording as provided above, promptly and in any event within 30 days following receipt of notice by the Seller from the Trustee or the Servicer, as applicable. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust. The Servicer shall not be deemed to be in breach of its obligation to service in accordance with the Servicing Standard by any delay in its servicing activities resulting from the failure to submit the Assignments for recording. In the event that any Mortgage Note is endorsed in blank as of the Closing Date, promptly following the Closing Date, the Trustee shall cause such endorsements to be completed (at the Seller's expense) as follows: "Pay to the order of Xxxxx Fargo Bank, N.A., as Trustee, without recourse." The Servicer shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution; provided, however, that the Servicer shall provide the Custodian with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 365 days of its submission for recordation. In the event that the Servicer cannot provide a copy of such document certified by the public recording office within such 365 day period, the Servicer shall deliver to the Custodian, within such 365 day period, an Officers' Certificate of the Servicer which shall (A) identify the recorded document, (B) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (C) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, if known and (D) specify the date the applicable recorded document is expected to be delivered to the Custodian, and, upon receipt of a copy of such document certified by the public recording office, the Servicer shall immediately deliver such document to the Custodian. In the event the appropriate public recording office will not certify as to the accuracy of such document, the Servicer shall deliver a copy of such document certified by an officer of the Servicer to be a true and complete copy of the original to the Custodian. The Depositor shall deliver or cause the Seller to deliver (by regular mail) to the Servicer copies of all trailing documents required to be included in the Mortgage File at the same time the originals or certified copies thereof are delivered to the Trustee or the Custodian, such documents including but not limited to the mortgagee policy of title insurance and any mortgage loan documents upon return from the recording office. Except as provided in Section 3.17, the Servicer shall not be responsible for any Custodian fees or other costs incurred in obtaining such documents or for any such costs it may incur in connection with performing its obligations pursuant to this Agreement. It is agreed and understood by the The parties hereto understand and agree that it is not intended that any mortgage loan Mortgage Loan be included in the Trust that is a "High-Cost Home Loan" as defined in either (i) by the New Jersey Home Ownership Act effective November 27, 2003 or (ii) the New Mexico Home Loan Homeownership and Equity Protection Act effective January 1of 1994 or any other applicable predatory or abusive lending laws as further described in the Mortgage Loan Purchase Agreement. The Depositor hereby directs the Trustee to execute, 2004deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Holders of the Class A Certificates, the Mezzanine Certificates and the Class B Certificates. The Depositor, the Servicer and the Holders of the Class A Certificates, the Mezzanine Certificates and the Class B Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity.