Common use of Delivery of Mortgage Loan Documents Clause in Contracts

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payeeNote, endorsed in blank, via original signature, and, if previously endorsed, signed one of the following forms: (i) in the name of the last endorsee by Trustee or (ii) in blank, in each case, with all prior and intervening endorsements showing a duly qualified officer complete chain of endorsement from the last endorsee. If originator to the Mortgage Loan was acquired by Person so endorsing to the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoii) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by thereon; (iii) an original Assignment of the public recording office where such Mortgage has been delivered for recordation in recordable form in blank or such Mortgage has been lost or such public recording office retains to the Trustee; (iv) the original recorded Mortgage, Assignment or Assignments of the Mortgage showing a photocopy complete chain of such Mortgage, together with (i) assignment from the originator to the Person assigning the Mortgage in blank or to the case of a delay caused Trustee as contemplated by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that immediately preceding clause (iii); (v) the original recorded Mortgage of or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the each related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreementsagreement, with evidence of recording thereon, if any; 6. the originals of (vi) with respect to any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of Mortgage Loan listed on the Mortgage Loan Schedule as subject to the last assigneea Primary Mortgage Insurance Policy, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments Primary Mortgage Insurance Policy or certificate; (vii) the original mortgagee title insurance policy or an attorney’s opinion of mortgage, a photocopy title where customary; and (viii) any of such intervening assignment of mortgage, together with (i) the following that are in the case possession of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or a document custodian on its behalf: (A) the related Servicer stating that such intervening assignment original of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the MortgageMortgage or (B) the original of or a copy of any power of attorney, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with With respect to a maximum of approximately 1.005.00% of the Original Mortgage Loans, by aggregate outstanding principal balance of the Original Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or Trust Administrator (as designee of the Purchaser Purchaser) of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretoaffidavit. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser Trust Administrator is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or Trust Administrator within three Business Days. If any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document documents referred to in Section Sections 4(b)(ii), (iii) or 4(b)(iv(iv) 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser Trust Administrator of a copy of each such document certified by the Originator in the case of (x) above or any assignee, transferee or designee the applicable public recording office in the case of (y) above to be a true and complete copy of the Purchaser original that was submitted for recording and (2) if such copy is certified by the Originator, delivery to the Trust Administrator promptly upon receipt thereof by or on behalf of the Seller 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. To the extent not already recorded, the Trust Administrator, at the expense of the Seller shall pursuant to the Pooling and Servicing Agreement promptly (and in no event later than three months following the later of the Closing Date and the date of receipt by the Trust Administrator of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the Trust Estate or the Trust Administrator, in the appropriate public office for real property records, each Assignment delivered to it pursuant to Sections 4(b)(iii) and (iv) above. In the event that the original lender’s title insurance policy has not yet been issuedany such Assignment is lost or returned unrecorded because of a defect therein, the Seller Trust Administrator, at the expense of the Seller, shall deliver 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. Notwithstanding the foregoing, but without limiting the requirement that such Assignments be in recordable form, neither the Trust Administrator nor the Trustee shall be required to submit or cause to be submitted for recording each Assignment delivered to it pursuant to Sections 4(b)(iii) and (iv) if such recordation shall not, as of the Closing Date, be required by the Rating Agencies, as a condition to their assignment on the Closing Date of their initial ratings to the Purchaser or any assigneeCertificates, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued as evidenced by the title insurance or escrow companydelivery by the Rating Agencies of their ratings letters on the Closing Date. The Seller shall deliver such original title insurance policy or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser Trust Administrator promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan. Each All original document documents relating to a the Mortgage Loan which is Loans that are not delivered to the Purchaser or its assignee, transferee or designee, if Trust Administrator are and shall be held by or on behalf of the Seller, shall be so held the Servicer, the Purchaser or the Master Servicer, as the case may be, in trust for the benefit of the PurchaserTrustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, its assigneesuch document shall be delivered promptly to the Trust Administrator. Any such original document delivered to or held by the Seller or the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, transferee or designeeshall be delivered promptly to the related Servicer.

Delivery of Mortgage Loan Documents. The Seller willshall, on or at least three (3) Business Days prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) (A) the original Mortgage Note, endorsed in the following form: “Pay to the order of U.S. Bank National Association, as Trustee, 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 each Mortgage Loan that is not a Cooperative Loan Loan, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(iA) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name copy of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, 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; (iii) with respect to each Non-MERS Mortgage Loan, and an original Assignment of the Mortgage executed in the case of following form: “U.S. Bank National Association, as Trustee (Bayview),” or in blank; (iv) with respect to each MOM Non-MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN Assignment or Assignments of the Mortgage Loan and either language indicating that if such Assignment of Mortgage is not endorsed in blank, originals or copies of all intervening assignments showing a complete chain of assignment from the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; originator (or, if applicable, from the original U.S. Department of Housing and Urban Development) to the Person assigning the Mortgage with evidence of recording thereon has not been returned to the Trustee as contemplated by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgageimmediately preceding clause (iii) or, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording officeCooperative Loan, an officer’s certificate original Assignment of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that Security Agreement; (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage (vi) with evidence of recording thereon evidencing a complete chain of ownership from the originator of the respect to each Mortgage Loan to the last assigneeother than a Cooperative Loan, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy or attorney’s opinion of title or a copy thereof certified as true and correct 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 or a leasehold interest vested in the form of an ALTA mortgage title insurance policy orMortgagor, if or in the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver 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 the Purchaser or any assignee, transferee or designee be delivered within one year of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any.Closing Date; (iivii) with respect to each 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) as applicableto each Mortgage Loan insured by the FHA, the original Mortgage Loan Certificate, and as to each 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 extent not defined herein or in Trustee. With respect to each MERS Mortgage Loan, the Pooling Purchaser shall cause the Trustee, at the expense of the Purchaser and Servicing Agreementat the direction and with the cooperation of the applicable Servicer, capitalized terms used in this Section 4(b)(ii) shall have to take such actions as are necessary to cause the meanings set forth Trustee to be clearly identified as the owner of each such Mortgage Loan on Exhibit 3 the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. With respect to this Agreement): 1. any Mortgage Loan as to which the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified permanently lost or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above candestroyed and has not be locatedbeen replaced, the obligations of the Seller to deliver such documents the original Mortgage Note pursuant to Section 4(b)(i)(A) above shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such an affidavit from the Seller to follow within one Business Day certifying that the original Mortgage NoteNote has been lost, if availablemisplaced or destroyed, with a lost note affidavit substantially in the form of Exhibit 1 attached 6 hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document documents referred to in Section Sections 4(b)(ii) or 4(b)(iv(iii) 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser or any assigneeof a copy of each such document certified by the Seller 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, transferee or designee of delivery to the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that If the original or a copy of lender’s title insurance policy has was not yet been issueddelivered pursuant to 4(b)(vi) above, the Seller shall deliver or cause to be delivered to the Purchaser, promptly after receipt thereof, the original or a copy of lender’s title insurance policy. The Seller shall deliver or cause to be delivered to the Purchaser 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. The Seller shall be responsible for recording at its own expense each of the above documents requiring recordation. Notwithstanding anything to the contrary contained in this Section 4, in those instances where the public recording office has not yet returned, or retains the original Mortgage, power of attorney or Assignment of Mortgage after it has been recorded, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery not later than ninety (90) days after the Closing Date by the Seller to the Purchaser or any assignee, transferee or designee of the Purchaser of a written commitment copy of such Mortgage, power of attorney or interim binder or preliminary report Assignment of title issued Mortgage certified by the public recording office to be a true and complete copy of the recorded original thereof. Upon delivery to the Seller (x) by the public recording office of any recorded original Mortgage, power of attorney or Assignment of Mortgage, or (y) by a title insurance or escrow company. The company of any lender’s title insurance policy, the Seller promptly (and in no event later than five (5) Business Days following such receipt) shall deliver such original title insurance policy document to the Purchaser or any assignee, transferee or designee of the Purchaser Purchaser. The Seller promptly upon receipt (and in no event later than thirty (30) Business Days following the Closing Date) shall submit for recording, at no expense to the Trust Fund or the Trustee, in the appropriate public office for real property records, each Assignment of Mortgage referred to in clauses (iii) or (iv) of this Section 4(b); provided, however, that such Assignment of Mortgage need not be recorded if, in the opinion of counsel (which must be from independent counsel) acceptable to the Trustee and each Rating Agency, recording in such states is not required to protect the Trustee’s interest in the related Mortgage Loan. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Seller promptly shall prepare a substitute Assignment of Mortgage or cure such defect, as the case may be, and thereafter cause each such Assignment of Mortgage to be duly recorded. The Seller shall not organize under the law of any jurisdiction other than the State under which it is organized as of the Closing Date (whether changing its jurisdiction of organization or organizing under an additional jurisdiction) without giving 30 days prior written notice of such action to its immediate and mediate transferee, including the Trustee. Before effecting such change, the Seller shall prepare and file in the appropriate filing office any financing statements or other statements necessary to continue the perfection of the interests of its immediate and mediate transferees, including the Trustee, in the Mortgage Loans. In connection with the transactions contemplated by the SellerBasic Documents, if any. Each original document relating the Seller authorizes its immediate or mediate transferee, including the Trustee, to a Mortgage Loan which is not delivered file in any filing office any initial financing statements, any amendments to the Purchaser financing statements, any continuation statements, or its assignee, transferee any other statements or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeefilings described in this Section 4(b).

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payeeNote, endorsed in blank, via original signaturewithout recourse, and, if previously endorsed, signed or in the name following form: "Pay to the order of Deutsche Bank National Trust Company, as Trustee under the last endorsee by applicable agreement, without recourse," with all prior and intervening endorsements showing a duly qualified officer complete chain of endorsement from the last endorsee. If originator to the Mortgage Loan was acquired by Person so endorsing to the last endorsee in a mergerTrustee, the endorsement must be by “[name of last endorsee], successor by merger or with respect to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the lost Mortgage Note, if anyan original Lost Note Affidavit; provided however, that such substitutions of Lost Note Affidavits for original Mortgage Notes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 2.00% of the Pool Balance as of the Cut-off Date; 4. (ii) the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, and a copy, certified by the original appropriate recording office, of the recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the ; (iii) an original Mortgage, noting the presence of the MIN Assignment of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at originationassigned in blank, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains without recourse; (iv) the original recorded Mortgage, intervening Assignment or Assignments of the Mortgage showing a photocopy complete chain of such Mortgage, together with (i) in assignment from the case of a delay caused originator to the Person assigning the Mortgage to the Trustee as contemplated by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller immediately preceding clause (iii) or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that original unrecorded intervening Assignments; (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original lenders's title insurance policy or an attorney's opinion of any security agreementtitle or similar guarantee of title acceptable to mortgage lenders generally in the jurisdiction where the Mortgaged Property is located, chattel mortgage together with all endorsements or equivalent document executed in connection riders which were issued with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (or subsequent to the extent not defined herein 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 Pooling and Servicing Agreementevent such original title policy is unavailable, capitalized terms used in this Section 4(b)(ii) shall have a written commitment or uniform binder or preliminary report of title issued by the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorseetitle insurance or escrow company. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii), 4(b)(iii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon (1) delivery by or on behalf of the Seller promptly upon receipt thereof to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or a copy of such document certified by the applicable Seller in the case of (x) above or the public recording office in the case of (y) above to be a true and complete copy of the recorded original thereof and (2) if such delivered copy is certified by the Seller then in addition thereto delivery promptly upon receipt thereof of either the original or a copy of such document certified by the public recording office to be a true and complete copy of the original. In the event that the original lender’s 's title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Promptly upon receipt by the Seller shall deliver of any such original title insurance policy the Seller shall deliver such to the Purchaser or any assignee, transferee or designee of the Purchaser Purchaser. The Seller shall promptly (and in no event later than thirty (30) Business Days, subject to extension upon mutual agreement between the Seller and the Trustee, following the later of (i) the Closing Date, (ii) the date on which the Seller receives the Assignment from the Trustee and (iii) the date of receipt by the Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the Trust Fund or the Trustee, in the appropriate public office for real property records, each Assignment referred to in (iii) and (iv) above and shall execute each original Assignment referred to in (iii) in the following form: "Deutsche Bank National Trust Company, as Trustee under the applicable agreement without recourse". 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. 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; provided further, however, each Assignment of Mortgage shall be submitted for recording by the Seller in the manner described above, at no expense to the Trust Fund or the Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights or the NIMS Insurer, (ii) a failure of the Master Servicer Termination Test as set forth in the Pooling and Servicing Agreement, (iii) the occurrence of the bankruptcy or insolvency of the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, and (v) if anythe Seller is not the Master Servicer and with respect to any one assignment or Mortgage, the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgagor under the related Mortgage. Each original document relating to a any Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, Purchaser or its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicer or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or Not less than three (3) Business days prior to the related Closing Date, deliver or cause the Seller shall, with respect to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan, deliver to the Custodian the following documents: (i) The original Mortgage Note endorsed, "Pay to the order of ___________, without recourse" and signed in the name of the Seller by an authorized officer. The Mortgage Note shall include all intervening endorsements showing a complete chain of title from the originator to the Seller. (ii) The original recorded Mortgage, with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the recording office, a copy of the original Mortgage certified by the Seller to be a true copy of the original of the Mortgage which has been delivered for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is located. (iii) The original Assignment of each Mortgage, executed in blank. (iv) The original policy of title insurance (or a preliminary title report if the original title insurance policy has not been received from the title insurance company). (v) Originals of any intervening assignments of the Mortgage, with evidence of recording thereon or, if the original intervening assignment has not yet been returned from the recording office, a copy of such assignment certified by the Seller to be a true copy of the original of the assignment which has been delivered for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is located. (vi) The original Primary Insurance Policy, if any. (vii) Originals of all assumption and modification agreements, if any. (viii) An original assignment in the form of Exhibit __ attached hereto, of the related Mortgage 100(sm) Pledge Agreement or Parent Power(R) Agreement, as the case may be, with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original an Additional Collateral Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; Mortgage 100(sm) Pledge Agreement or (iiParent Power(R) in Agreement, as the case of a may be. (ix) With respect to each Additional collateral Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording officeLoan, a copy of such Mortgage the UCC-1 and an original form UCC-3, if applicable, together with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. applicable notice of assignment to and acknowledgment by Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, in substantially the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the same form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if anyas Exhibit __ attached hereto. (iix) with respect to each Cooperative LoanAn original assignment, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any A to the Pledged Asset Mortgage Servicing Agreement, of the original Mortgage Notes for which related Equity Access(R) mortgage made in connection with a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.Parent Power(R)

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, Date deliver or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form: “Pay to the order of Deutsche Bank National Trust Company, as Trustee, under the applicable agreement, without recourse,” with all prior and Servicing Agreementintervening endorsements, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed originator to the Person so endorsing to the Trustee or (in the name case of not more than 1.00% of the last endorsee Mortgage Loans, by a duly qualified officer aggregate principal balance as of the last endorsee. If Cut-off Date) a copy of such original Mortgage Note with an accompanying Lost Note Affidavit executed by the Seller; (ii) the original Mortgage, noting the presence of the MIN of the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If and language indicating that the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with is a MOM Loan if the Mortgage NoteLoan is a MOM loan, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, and a copy, certified by the original appropriate recording office, of the recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon; (iii) unless the Mortgage Loan is registered on the MERS® System, and an original Assignment in the case of each MOM Loan, blank; (iv) the original Mortgagerecorded Assignment or Assignments showing a complete chain of assignment from the originator to the Person assigning the Mortgage to the Trustee or in blank (or to MERS, if the Mortgage Loan is registered on the MERS® System and noting the presence of the MIN of MIN) as contemplated by the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, immediately preceding clause (iii); (v) the original Mortgage and the assignment thereof to MERS®, with evidence or copies of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any;; and 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, together with all endorsements or riders 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 form Mortgagor, or in the event such title policy is unavailable, a written commitment or uniform binder or preliminary report of an ALTA mortgage the title issued by the title insurance policy oror escrow company. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage or on a properly recorded assignment of the Mortgage as the mortgagee of record, the Seller shall promptly (and in no event later than thirty (30) Business Days, subject to extension upon a mutual agreement between the Seller and the Purchaser) following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment referred to in (iii) and (iv) above and shall execute each original Assignment referred to in clause (iii) above in the following form: “Deutsche Bank National Trust Company, as Trustee under the applicable agreement, without recourse.” 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. Notwithstanding the foregoing, the Assignments referred to in (iii) and (iv) above shall not be required to be completed and submitted for recording with respect to any Mortgage Loan if each Rating Agency does not require recordation for such Rating Agency to assign the original lender’s title initial ratings to the Class A Certificates, the Mezzanine Certificates, the Class B Certificates and the Other NIM Notes and initial shadow rating to the Insured NIM Notes, without giving effect to any insurance policy has not been issued, issued by the irrevocable commitment to issue the sameNIMS Insurer; provided, that the Seller however, each such Assignment referred to in (iii) and (iv) above shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt be submitted for recording by the Seller, in the manner described above, at no expense to the Purchaser, Trust Fund or the 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 Default, (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 of the Pooling and Servicing Agreement and (v) if any; and 9the 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. In connection with the original assignment of any security agreementMortgage Loan registered on the MERS® System, chattel mortgage the Seller further agrees that it shall cause, within 30 Business Days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Purchaser to the Trustee in accordance with the Pooling and Servicing Agreement for the benefit of the Certificateholders by including (or equivalent document executed deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it shall not, and shall not permit the Mortgage, if any. (ii) Master Servicer to alter the codes referenced in this paragraph with respect to each Cooperative Loan, as applicable, (to any Mortgage Loan during the extent not defined herein or term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement and the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) ), Section 4(b)(iii), Section 4(b)(iv), or 4(b)(ivSection 4(b)(v) above (collectively, the “Recording Documents”) 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 Seller hereunder to deliver such Recording Documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of a copy of each such Recording Document certified by the Purchaser promptly Seller 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, delivery to the Purchaser, the Trustee or their designee upon receipt thereof by or on behalf of thereof, and in any event no later than one year after the Seller Closing Date (except as provided below), of either the original or a copy of such document Recording Document certified by the applicable public recording office to be a true and complete copy of the original. In instances where, due to a delay on the event that part of the original lender’s title insurance policy has applicable recording office where any such Recording Documents have been delivered for recordation, the Recording Documents cannot yet been issuedbe delivered to the Purchaser, the Trustee or their designee within one year after the Closing Date, the Seller shall deliver to the Purchaser Purchaser, the Trustee or any assigneetheir designee within such time period an Officer’s Certificate stating the date by which the Seller expects to receive such Recording Documents from the applicable recording office. If the Recording Documents have still not been received by the Seller and delivered to the Purchaser, transferee the Trustee or their designee by such date, the Seller shall deliver to the Purchaser, the Trustee or their designee by such date an additional Officer’s Certificate stating a revised date by which Seller expects to receive the applicable Recording Documents. This procedure shall be repeated until the Recording Documents have been received by the Seller and delivered to the Purchaser, the Trustee or their designee. If the original or copy of the Purchaser a written commitment or interim binder or preliminary report of title issued by the lender’s title insurance policy was not delivered pursuant to Section 4(b)(vi) above, the Seller shall deliver or escrow companycause to be delivered to the Purchaser, the Trustee or their designee promptly after receipt thereof, and in any event within 120 days after the Closing Date such title insurance policy. The Seller shall deliver such original title insurance policy or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser Purchaser, the Trustee or its assignee, transferee or their designee, if held by the Seller, shall be so held for the benefit of the Purchaser, the Trustee or their designees. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser, the Trustee or their designee. Any such original document that is not required pursuant to the terms of this Section to be a part of a Mortgage File shall be held by the Seller in its assignee, transferee or designeecapacity as Master Servicer.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payeeNote, endorsed in blankthe following form: "Pay to the order of Norwest Bank Minnesota, via original signatureNational Association, andas Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, if previously endorsedInc., signed in under the name applicable pooling and servicing agreement, without recourse," with all prior and intervening endorsements showing a com plete chain of endorsement from the last endorsee by a duly qualified officer of originator to the last endorsee. If Person so endorsing to the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. (ii) the original Mortgage with evidence of recording thereon; (iii) an original Assignment of Mortgage executed in blankthe following form: "Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., under the applicable pooling and servicing agreement"; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoiv) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN Assignment or Assignments of the Mortgage Loan and either language indicating that showing a complete chain of assignment from the originator to the Person assigning the Mortgage Loan is a MOM Loan or if to the Mortgage Loan was not a MOM Loan at origination, Trustee as contemplated by the immediately preceding clause (iii); (v) the original Mortgage and the assignment thereof to MERS®, with evidence or copies of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shareslender's title insurance policy, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease all endorsements or riders which were issued with or subsequent to the originator issuance of such policy, insuring the priority of the Cooperative Loan; 5. Mortgage as a first lien on the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan Mortgaged Property represented therein as secured party, each with evidence of recording thereof, evidencing the a fee interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator vested in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmentMortgagor. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon (1) delivery by or on behalf of the Seller promptly upon receipt thereof to or on behalf of the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or a copy of such document certified by the applicable Originator in the case of (x) above or the public recording office in the case of (y) above to be a true and complete copy of the recorded original thereof and (2) if such copy is certified by the Originator delivery promptly upon receipt thereof of either the original or a copy of such document certified by the public recording office to be a true and complete copy of the original. In the event that the original lender’s 's title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if anySeller of any such original title insurance policy or original Primary Mortgage Insurance Policy. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the SellerSeller or the Originator, shall be so held for the benefit of the Purchaser, Purchaser or its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payeeNote, endorsed in blank, via original signature, and, if previously endorsed, signed one of the following forms: (i) in the name of the last endorsee by Trustee or (ii) in blank, in each case, with all prior and intervening endorsements showing a duly qualified officer complete chain of endorsement from the last endorsee. If originator to the Mortgage Loan was acquired by Person so endorsing to the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoii) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by thereon; (iii) an original Assignment of the public recording office where such Mortgage has been delivered for recordation in recordable form in blank or such Mortgage has been lost or such public recording office retains to the Trustee; (iv) the original recorded Mortgage, Assignment or Assignments of the Mortgage showing a photocopy complete chain of such Mortgage, together with (i) assignment from the originator to the Person assigning the Mortgage in blank or to the case of a delay caused Trustee as contemplated by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that immediately preceding clause (iii); (v) the original recorded Mortgage of or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the each related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreementsagreement, with evidence of recording thereon, if any; 6. the originals of (vi) with respect to any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of Mortgage Loan listed on the Mortgage Loan Schedule as subject to the last assigneea Primary Mortgage Insurance Policy, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments Primary Mortgage Insurance Policy or certificate; (vii) the original mortgagee title insurance policy or an attorney’s opinion of mortgage, a photocopy title where customary; and (viii) any of such intervening assignment of mortgage, together with (i) the following that are in the case possession of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or a document custodian on its behalf: (A) the related Servicer stating that such intervening assignment original of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the MortgageMortgage or (B) the original of or a copy of any power of attorney, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with With respect to a maximum of approximately 1.005.00% of the original Mortgage Loans, by aggregate outstanding principal balance of the original Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or Trust Administrator (as designee of the Purchaser Purchaser) of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretoaffidavit. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser Trust Administrator is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or Trust Administrator within three Business Days. If any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document documents referred to in Section Sections 4(b)(ii), (iii) or 4(b)(iv(iv) 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser Trust Administrator of a copy of each such document certified by the Originator in the case of (x) above or any assignee, transferee or designee the applicable public recording office in the case of (y) above to be a true and complete copy of the Purchaser original that was submitted for recording and (2) if such copy is certified by the Originator, delivery to the Trust Administrator promptly upon receipt thereof by or on behalf of the Seller 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. To the extent not already recorded, the Trust Administrator, at the expense of the Seller shall pursuant to the Pooling and Servicing Agreement promptly (and in no event later than three months following the later of the Closing Date and the date of receipt by the Trust Administrator of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the Trust Estate or the Trust Administrator, in the appropriate public office for real property records, each Assignment delivered to it pursuant to Sections 4(b)(iii) and (iv) above. In the event that the original lender’s title insurance policy has not yet been issuedany such Assignment is lost or returned unrecorded because of a defect therein, the Seller Trust Administrator, at the expense of the Seller, shall deliver 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. Notwithstanding the foregoing, but without limiting the requirement that such Assignments be in recordable form, neither the Trust Administrator nor the Trustee shall be required to submit or cause to be submitted for recording each Assignment delivered to it pursuant to Sections 4(b)(iii) and (iv) if such recordation shall not, as of the Closing Date, be required by the Rating Agencies, as a condition to their assignment on the Closing Date of their initial ratings to the Purchaser or any assigneeCertificates, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued as evidenced by the title insurance or escrow companydelivery by the Rating Agencies of their ratings letters on the Closing Date. The Seller shall deliver such original title insurance policy or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser Trust Administrator promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan. Each All original document documents relating to a the Mortgage Loan which is Loans that are not delivered to the Purchaser or its assignee, transferee or designee, if Trust Administrator are and shall be held by or on behalf of the Seller, shall be so held the Servicer, the Purchaser or the Master Servicer, as the case may be, in trust for the benefit of the PurchaserTrustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, its assigneesuch document shall be delivered promptly to the Trust Administrator. Any such original document delivered to or held by the Seller or the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, transferee or designeeshall be delivered promptly to the related Servicer.

Delivery of Mortgage Loan Documents. The Seller will, on or No later than five Business Days prior to the related Closing Date, the Company shall deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of its agent the following documents for each Mortgage Loan: (i) Loan Documents with respect to each Mortgage Loan that is not a Cooperative Loan (to be purchased and sold on the extent not defined herein or in the Pooling related Closing Date and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 the related Mortgage Loan Schedule attached to this Agreement):the related Term Sheet: 1. the (a) The original Mortgage Note (including all riders thereto)endorsed "Pay to the order of [________________], or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, without recourse," and signed via original signature, and, if previously endorsed, signed signature in the name of the last endorsee Company by an authorized officer, with all intervening endorsements showing a duly qualified officer complete chain of title from the last endorseeoriginator to the Company, together with any applicable riders, or an original lost note affidavit executed by Company in a form reasonably acceptable to Purchaser. In no event may an endorsement be a facsimile endorsement. If the Mortgage Loan was acquired by the last endorsee Company in a merger, the endorsement must be by “"[name of last endorseeCompany], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee Company while doing business under another name, the endorsement must be by “"[name of last endorsee], Company] formerly known as [previous name]”"; 2. an (b) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage, from the Company to blank, or otherwise in accordance with Purchaser's instructions, which assignment of mortgage shall, but for any blanks requested by Purchaser, be in form and substance acceptable for recording. If the Mortgage executed Loan was acquired or originated by the Company while doing business under another name, the Assignment must be by "[Company] formerly known as [previous name]". If the Mortgage Loan was acquired by the Company in blanka merger, the endorsement must be by "[Company], successor by merger to the [name of predecessor]". None of the Assignments are blanket assignments of mortgage; 3. the (c) The original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original (d) Except as provided below and for each Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Loan that is not a MERS Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by thereon; provided, that if the public recording office where such Mortgage mortgage has been delivered for recordation or such Mortgage has been lost or such public to the applicable recording office retains the original recorded Mortgagefor recordation, Seller may deliver a photocopy of such Mortgage, copy together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the Seller (or certified by the title insurer insuring the Mortgagecompany, the escrow agent, the Seller or the related Servicer closing attorney) stating that such Mortgage has been delivered dispatched to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee Custodian upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerSeller; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5, and deliver the original upon receipt from the appropriate recording office within 180 days of the Closing Date. With respect to each MERS Mortgage Loan, the originals original Mortgage, noting the presence of all assumptionthe MIN of the Mortgage Loans and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, modification, consolidation or extension agreementsthe original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, if anyor a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded; 6. (e) Originals, or copies thereof certified by the public recording office in which such documents have been recorded, of each assumption, extension, modification, written assurance or substitution agreements, if applicable, or if the original of such document has not been returned from the applicable public recording office, a true certified copy, certified by the Company; (f) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the originals of any all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assigneethereon, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments assignment of mortgage, the Company shall deliver or cause to be delivered to the Purchaser, a photocopy of such intervening assignment of mortgage, mortgage together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee Purchaser upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerCompany; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. (g) The original mortgagee policy of title insurance, including riders and endorsements thereto, or if the policy has not yet been issued, (a) a written commitment or interim binder for title issued by the title insurance or escrow company dated as of the date the Mortgage NoteLoan was funded, with a statement by the title insurance company or closing attorney that the priority of the lien of the related Mortgage during the period between the date of the funding of the related Mortgage Loan and the date of the related title policy (which title policy shall be dated the date of recording of the related Mortgage, any Assignment of Mortgage, ) is insured or any other related document has been signed (b) a preliminary title report issued by a Person on behalf title insurer in anticipation of the Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s issuing a title insurance policy in which evidences existing liens and gives a preliminary opinion as to the form absence of an ALTA mortgage any encumbrance on title to the Mortgaged Property, except liens to be removed on or before purchase by the Mortgagor or which constitute customary exceptions acceptable to lenders generally; the original policy of title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser be delivered promptly upon receipt thereof by the Seller, if any; andCompany; 9. the (h) The original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any.; (iii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger Note or Mortgage or any other material document or instrument relating to [name of predecessor]”. If the Mortgage Loan was acquired or originated has been signed by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator a person on behalf of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amendedMortgagor, the original or copy of power of attorney or other instrument or instruments effecting that authorized and empowered such modification or amendment. Notwithstanding anything person to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Datesign bearing evidence that such instrument has been recorded, if any original Mortgage Note referred to so required in Section 4(b)(i) above cannot be the appropriate jurisdiction where the Mortgaged Property is located, or a copy thereof certified by the obligations of the Seller to deliver public recording office in which such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Noteinstrument has been recorded or, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has been submitted for recording but either (x) instrument has not been returned from the applicable public recording office or office, a true certified copy, certified by the Company; and (yj) has been lost or such public recording office has retained The original Primary Mortgage Insurance Policy, if applicable. If the Company cannot deliver the original of such documentrecorded Mortgage Loan Documents on the related Closing Date, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assigneeCompany shall, transferee or designee of the Purchaser promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser (unless the Company is delayed in making such delivery by or on behalf reason of the Seller fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of either the related Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser within such time period as specified in a Company's Officer's Certificate or, if delivery is not made by the expiration of such time period, Company shall use commercially reasonable efforts to cause delivery as soon as possible thereafter. The Company shall forward to the Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, provided, however, that the Company shall provide the Purchaser with a certified true copy of any such document submitted for recordation within two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the applicable appropriate public recording office to be a true and complete copy of the originaloriginal within ninety (90) days of its submission for recordation. In Company shall provide an original or duplicate original of the event that the original lender’s title insurance policy has to Purchaser within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS(R) System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not yet been issuedalter the information 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. For any Mortgage Loan that is not a MERS Mortgage Loan, the Company shall prepare the Assignments of Mortgage and shall pay to the Purchaser any recording fees or costs in transferring all original documents to the Purchaser. On the date which is two days prior to the related Closing Date (the "Scheduled Delivery Date",) the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeSchedule.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit Countrywide Home Loans Servicing LP (the “Servicer”) or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller willIn connection with the transfer and assignment of the Mortgage Loans, the Sponsor or the Seller, as applicable, shall, on or before the Closing Date in the case of an Initial Mortgage Loan and two business days prior to the related Subsequent Transfer Date in the case of a Subsequent Mortgage Loan, deliver, or cause to be delivered, to the Depositor and the Depositor shall, on or before the Closing Date, deliver deliver, or cause to be delivered delivered, to the Purchaser or any assigneeCustodian, transferee or designee as the Indenture Trustee’s designated agent (as pledgee of the Purchaser each of Issuing Entity pursuant to the Indenture), the following documents for each or instruments constituting the Mortgage Loan: (i) File with respect to each Mortgage Loan that is not so transferred or assigned (with respect to each Mortgage Loan, a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement“Mortgage File”): 1. (i) the original Mortgage Note (endorsed to “JPMorgan Chase Bank, National Association, as Indenture Trustee for the NovaStar Home Equity Loan Asset-Backed Notes, Series 2006-MTA1,” including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements from endorsement; (ii) the related original payeemortgage with evidence of recording indicated thereon or a copy thereof certified by the applicable recording office, endorsed in blank, via original signature, andthe Sponsor or the Sponsor’s closing agent (or, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a mergerapplicable, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If Seller or the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed Seller’s closing agent) in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN closing of the Mortgage Loan and either language indicating that if the Mortgage Loan is a MOM Loan registered on the MERS system (as described below), such mortgage or if an assignment of the Mortgage Loan was not a MOM Loan at originationwill reflect MERS as the mortgagee of record and will include the MERS mortgage identification number; (iii) each intervening mortgage assignment, the original Mortgage and the assignment thereof to MERS®if any, with evidence of recording indicated thereon; , or if the original is not available, a copy thereof certified by the applicable recording office, the Sponsor or the Sponsor’s closing agent (or, if applicable, the Seller or the Seller’s closing agent) in connection with the closing of the Mortgage Loan, showing a complete chain of assignment from the originator of the related Mortgage Loan to the Sponsor or the Seller (or to MERS, if the Mortgage Loan is registered on the MERS system and indicating the mortgage identification number, if the Mortgage Loan is so registered) — which assignment may, at the Sponsor’s option, be combined with the assignment referred to in clause (d) below; (iv) unless the Mortgage is registered on the MERS system, a mortgage assignment in recordable form, which, if acceptable for recording in the relevant jurisdiction, may be included in a blanket assignment or assignments, of each Mortgage from the Sponsor to the Indenture Trustee; (v) originals of all assumption, modification and substitution agreements in those instances where the terms or provisions of a Mortgage or Mortgage Note have been modified or such Mortgage or Mortgage Note has been assumed; and (vi) an original title insurance policy or title opinion (or (A) a copy of the title insurance policy or title opinion or (B) the related binder, commitment or preliminary report, or copy thereof, in which case the Sponsor certifies that the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage mortgage has been delivered for recordation to the title insurance company that issued such binder, commitment or preliminary report). If a material defect in any Mortgage File is discovered which may materially and adversely affects the value of the related Mortgage Loan, or the interests of the Indenture Trustee or the Noteholders in such Mortgage Loan, including if any document required to be delivered to the Custodian has not been lost delivered (provided that a Mortgage File will not be deemed to contain a defect for an unrecorded assignment under clause (iii) above for 180 days following submission of the assignment if the Sponsor or, the Seller, as applicable, has submitted such assignment for recording pursuant to the terms of the following paragraph), the Sponsor or, the Seller, as applicable, shall cure such defect or repurchase the related Mortgage Loan at the Repurchase Price or substitute an Qualified Substitute Mortgage Loan for the related Mortgage Loan upon the same terms and conditions as set forth in Section 5.01 of this Agreement as to the Mortgage Loans and Section 2.09(c) hereof as to the Subsequent Mortgage Loans for breaches of representations and warranties. Promptly after the Closing Date in the case of each Mortgage Loan (or after the date of transfer of any Qualified Substitute Mortgage Loan), the Sponsor at its own expense shall complete and submit for recording in the appropriate public office for real property records each of the assignments referred to in clause (iii) above, with such public recording office retains assignment completed in favor of the original recorded Indenture Trustee, excluding any Mortgage Loan that is registered on the MERS System, if MERS is identified on the Mortgage, or on a properly recorded assignment of Mortgage as the mortgagee of record. While such assignment to be recorded is being recorded, the Custodian shall retain a photocopy of such assignment. If any assignment is lost or returned unrecorded to the Custodian because of any defect therein, the Sponsor or, the Seller, as applicable, is required to prepare a substitute assignment or cure such defect, as the case may be, and the Sponsor or, the Seller, as applicable, shall cause such substitute assignment to be recorded in accordance with this paragraph. In instances where an original Mortgage, together any original intervening assignment of Mortgage or an original policy of title insurance (or a commitment for title insurance) is not, in accordance with clause (iii), (iii) in the case of a delay caused or (vi) above, delivered by the public recording officeSponsor or, an officer’s certificate the Seller, as applicable, to the Custodian, on behalf of the title insurer insuring Indenture Trustee, prior to or on the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) Closing Date in the case of a Mortgage where a public recording office retains the Loan, such failure to deliver such original recorded Mortgage, original intervening assignment of Mortgage or an original policy of title insurance (or a commitment for title insurance) shall not be considered a material defect in the case where a Mortgage is lost after recordation in a public recording officeFile and the Sponsor or, a copy of such Mortgage with the recording information thereon certified by such public recording office Seller, as applicable, will deliver or cause to be a true and complete copy of the original recorded Mortgage; 5. delivered the originals of all assumptionsuch documents to the Custodian, modificationon behalf of the Indenture Trustee, consolidation or extension agreements, promptly upon receipt thereof. In connection with evidence of recording thereon, if any; 6. the originals assignment of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to registered on the last assigneeMERS System, or if any such intervening assignment of mortgage has not been returned from promptly after the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) Closing Date in the case of an intervening assignment Mortgage Loan (or after the date of mortgage where a public recording office retains the original recorded intervening assignment transfer of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. if the any Qualified Substitute Mortgage NoteLoan), the Mortgage, any Assignment of Mortgage, or any other related document has been signed by a Person on behalf of the MortgagorSponsor or, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (further agrees that it will cause, at the Sponsor’s or, the Seller’s, as applicable, own expense, the MERS System to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the indicate that such Mortgage Loan was acquired has been assigned by the last endorsee in a mergerSponsor or, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered as applicable, to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held Indenture Trustee in accordance with this Agreement for the benefit of the PurchaserNoteholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in its assigneecomputer files (a) the applicable Trustee code in the field “Trustee” which identifies the Indenture Trustee and (b) the code “NovaStar 2006-MTA1” (or its equivalent) in the field “Pool Field” which identifies the series of the Notes issued in connection with such Mortgage Loans. The Sponsor or, the Seller, as applicable, further agrees that it will not, and will not permit the Servicer to, and the Servicer agrees that it will not, alter the codes referenced in this paragraph with respect to any such Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. Effective on the Closing Date, the Indenture Trustee, on behalf of the Noteholders, hereby acknowledges its acceptance of all right, title and interest to the Mortgage Loans and other property, existing on the Closing Date and thereafter created and conveyed to it pursuant to this Article II. The Indenture Trustee, as assignee or transferee of the Depositor, shall be entitled to all scheduled principal payments due after the Cut-off Date, all other payments of principal due and collected after the Cut-off Date, and all payments of interest on the Mortgage Loans. No scheduled payments of principal due on or designeebefore the Cut-off Date and collected after the Cut-off Date shall belong to the Depositor pursuant to the terms of this Agreement. Any late payment charges collected in connection with a Mortgage Loan shall be paid to the Servicer as provided in Section 5.15(b) hereof.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, Date deliver or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form: “Pay to the order of Deutsche Bank National Trust Company, as Trustee, under the applicable agreement, without recourse,” with all prior and Servicing Agreementintervening endorsements, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed originator to the Person so endorsing to the Trustee or (in the name case of not more than 1.00% of the last endorsee Mortgage Loans, by a duly qualified officer aggregate principal balance as of the last endorsee. If the Cut-off Date) a copy of such original Mortgage Loan was acquired Note with an accompanying Lost Note Affidavit executed by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Seller; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, and a copy, certified by the original appropriate recording office, of the recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and ; (iii) an original Assignment in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains blank; (iv) the original recorded Mortgage, Assignment or Assignments showing a photocopy complete chain of such Mortgage, together with (i) in assignment from the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that Person assigning the Mortgage to the Trustee or in blank; (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any;; and 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, together with all endorsements or riders issued with or subsequent to the issuance of such policy, insuring the priority of the Mortgage as a first lien or second lien on the Mortgaged Property represented therein as a fee interest vested in the form Mortgagor, or in the event such title policy is unavailable, a written commitment or uniform binder or preliminary report of an ALTA mortgage the title issued by the title insurance policy oror escrow company. The Seller shall promptly (and in no event later than thirty (30) Business Days, subject to extension upon a mutual agreement between the Seller and the Purchaser) following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment referred to in (iii) and (iv) above and shall execute each original Assignment referred to in clause (iii) above in the following form: “Deutsche Bank National Trust Company, as Trustee under the applicable agreement, without recourse.” 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. Notwithstanding the foregoing, the Assignments referred to in (iii) and (iv) above shall not be required to be completed and submitted for recording with respect to any Mortgage Loan if each Rating Agency does not require recordation for such Rating Agency to assign the original lender’s title initial ratings to the Class A Certificates, the Mezzanine Certificates, the Class B Certificates and the Other NIM Notes and initial shadow rating to the Insured NIM Notes, without giving effect to any insurance policy has not been issued, issued by the irrevocable commitment to issue the sameNIMS Insurer; provided, that the Seller however, each Assignment referred to in (iii) and (iv) above shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt be submitted for recording by the Seller, if any; and 9. in the original manner described above, at no expense to the Purchaser, Trust Fund or the Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of any security agreementCertificates entitled to at least 25% of the Voting Rights, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicablethe occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the extent not defined herein or Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and (v) if the Assignment of Proprietary Lease; 7. copies of Seller is not the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement Master Servicer and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be locatedone Assignment, the obligations occurrence of the Seller to deliver such documents shall be deemed to be satisfied upon delivery a bankruptcy, insolvency or foreclosure relating to the Purchaser or any assignee, transferee or designee of Mortgagor under the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretorelated Mortgage. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) ), Section 4(b)(iii), Section 4(b)(iv), or 4(b)(ivSection 4(b)(v) above (collectively, the “Recording Documents”) 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 Seller hereunder to deliver such Recording Documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of a copy of each such Recording Document certified by the Purchaser promptly Seller 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, delivery to the Purchaser, the Trustee or their designee upon receipt thereof by or on behalf of thereof, and in any event no later than one year after the Seller Closing Date (except as provided below), of either the original or a copy of such document Recording Document certified by the applicable public recording office to be a true and complete copy of the original. In instances where, due to a delay on the event that part of the original lender’s title insurance policy has applicable recording office where any such Recording Documents have been delivered for recordation, the Recording Documents cannot yet been issuedbe delivered to the Purchaser, the Trustee or their designee within one year after the Closing Date, the Seller shall deliver to the Purchaser Purchaser, the Trustee or any assigneetheir designee within such time period an Officer’s Certificate stating the date by which the Seller expects to receive such Recording Documents from the applicable recording office. If the Recording Documents have still not been received by the Seller and delivered to the Purchaser, transferee the Trustee or their designee by such date, the Seller shall deliver to the Purchaser, the Trustee or their designee by such date an additional Officer’s Certificate stating a revised date by which Seller expects to receive the applicable Recording Documents. This procedure shall be repeated until the Recording Documents have been received by the Seller and delivered to the Purchaser, the Trustee or their designee. If the original or copy of the Purchaser a written commitment or interim binder or preliminary report of title issued by the lender’s title insurance policy was not delivered pursuant to Section 4(b)(vi) above, the Seller shall deliver or escrow companycause to be delivered to the Purchaser, the Trustee or their designee promptly after receipt thereof, and in any event within 120 days after the Closing Date such title insurance policy. The Seller shall deliver such original title insurance policy or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser Purchaser, the Trustee or its assignee, transferee or their designee, if held by the Seller, shall be so held for the benefit of the Purchaser, the Trustee or their designees. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser, the Trustee or their designee. Any such original document that is not required pursuant to the terms of this Section to be a part of a Mortgage File shall be held by the Seller in its assignee, transferee or designeecapacity as Master Servicer.

Delivery of Mortgage Loan Documents. (a) The Seller will, on or prior to the Closing Date, shall deliver or cause to be delivered to the Purchaser Bailee, prior to the Closing Date (or any assigneeon such other date as may be agreed to by the Parties in writing), transferee or designee of the Purchaser each of the following items or documents for with respect to each related Mortgage LoanLoan pursuant to the Escrow and Bailee Agreement: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payeeNote, endorsed in blank"Pay to the order of _____________________, via original signature, and, if previously endorsed, without recourse," and signed in the name of Seller by an authorized officer, with all intervening endorsements showing a complete, valid and proper chain of title from the last endorsee originator of such Mortgage Loan to the Seller. Notwithstanding the foregoing, it is agreed by a duly qualified officer the Parties that lost note affidavits may be delivered in lieu of Mortgage Notes for the last endorseeMortgage Loans identified in Exhibit 9. If In the event that the Mortgage Loan was acquired by the last endorsee Seller in a merger, the endorsement must be by “"[name of last endorseeNAME OF SELLER], successor by merger to [name of predecessor]”. If "; and in the event that the Mortgage Loan was acquired or originated by the last endorsee Seller while doing business under another name, the endorsement must be by “"[name of last endorseeNAME OF SELLER], formerly known as [previous name]”"; 2. (ii) the original Mortgage, with evidence of recording thereon; (iii) an original Assignment of Mortgage executed Mortgage, from the Seller assigned in blank, which assignment shall be in form and substance acceptable for recording (except for the insertion of the name of the assignee) and in compliance with all applicable federal and state laws, rules, regulations and ordinances. In the event that the Mortgage Loan was acquired by the Seller in a merger, the Assignment of Mortgage must be by "[NAME OF SELLER], successor by merger to name of predecessor]"; and in the event that the Mortgage Loan was acquired or originated by the Seller while doing business under another name, the Assignment of Mortgage must be by "[NAME OF SELLER], formerly known as [previous name]"; 3. (iv) the original policy of any guarantee executed in connection with the Mortgage Note, if anytitle insurance and all applicable endorsements thereto; 4. the original Mortgage (including v) originals of all riders thereto) with evidence intervening Assignments of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorneyMortgage, with evidence of recording thereon, and in showing a complete chain of title from the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded MortgageSeller; 5. the (vi) originals of all assumption, modification, consolidation or extension assumption and/or modification agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the (vii) original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy orUCC assignment, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed a UCC-1 financing statement was filed in connection with a Mortgage Loan, showing the Purchaser as the new secured party; (viii) original assignment of leases and rents (if separate from the Mortgage), and an original Assignment of Assignment of Leases and Rents (if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements separate from the original payeeMortgage), endorsed from the Seller assigned in blank, via original signature, and, if previously endorsed, signed which assignment shall be in form and substance acceptable for recording (except for the insertion of the name of the last endorsee by a duly qualified officer assignee) and in compliance with all applicable federal and state laws, rules, regulations and ordinances. In the event that the Assignment of the last endorsee. If the Mortgage Leases and Rents Loan was acquired by the last endorsee Seller in a merger, the endorsement Assignment of Assignment of Leases and Rents must be by “"[name of last endorseeNAME OF SELLER], successor by merger to [name of predecessor]”. If "; and in the Mortgage Loan event that the Assignment of Leases and Rents was acquired or originated by the last endorsee Seller while doing business under another name, the endorsement Assignment of Assignment of Leases and Rents must be by “"[name of last endorseeNAME OF SELLER], formerly known as [previous name]”": (ix) original security agreement (if separate from the Mortgage); 2. the Cooperative Shares(x) original guaranties, together with the Stock Power in blankif any; 3. the executed Security Agreement(xi) original environmental liability agreement, if any; 4. the executed Proprietary Lease and the Assignment (xii) original non-recourse agreement, if any; and (xiii) original collateral assignment, if any, of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statementproperty management agreements, and any continuation statementsother documents or instruments, filed if any, evidencing or securing the Mortgage Loan. Notwithstanding the foregoing, the following shall apply with respect to each New Mortgage Loan: (A) if the original Mortgage has been delivered for recording to the appropriate public recording office of the jurisdiction in which the Mortgaged Property is located and such original Mortgage has not yet been returned to the Seller by such recording office as of the Closing Date, the Seller may tender to the Purchaser a certified true, correct and complete copy of such original Mortgage; and (B) if the original policy of title insurance insuring such New Mortgage Loan has not yet been received by the originator Seller as of the Closing Date, the Seller may tender to the Purchaser a true, correct and complete copy of a pro forma policy, preliminary title report, title insurance binder or marked-up commitment for the issuance of such Cooperative policy and an insured closing statement, in each case adequately defining the terms and conditions of the title policy which the applicable title insurer has committed to issue with respect to such Mortgage; provided, however, that the Seller shall obtain and cause to be delivered to the Purchaser the originals of such Mortgage and policy of title insurance with respect to each such New Mortgage Loan as secured partynot later than the Transfer Date therefor under the Interim Servicing Agreement. Further, notwithstanding the foregoing, with respect to each SBO the Seller shall deliver or cause to be delivered to the Purchaser, not later than the SBO Closing Date, the original Participation Agreement, each with evidence Certificate of recording thereofParticipation, any intervening assignments of the participation interest (if applicable), and all other original documentation evidencing the interest of the originator under Seller in the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator underlying Mortgage Loans covered by such SBO, together with all SBO Servicing Files; provided, however, that, to the Trust, each with evidence of recording thereof, evidencing extent the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above Seller cannot be locateddeliver the foregoing original documents, then the obligations of the Seller to deliver such documents following shall be deemed to be satisfied upon delivery to apply: (1) the Purchaser or any assignee, transferee or designee of the Purchaser of shall accept a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or a copy of such document certified by the applicable public recording office to be a true and complete fully executed copy of the original. In the event that the governing Participation Agreement; and (2) in lieu of original lender’s title insurance policy has not yet been issuedCertificates of Participation, intervening assignments (if any) and other original documentation as aforesaid, the Seller Purchaser shall deliver to accept the Purchaser or any assignee, transferee or designee written consent and acknowledgment of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee originator/servicer of the Purchaser promptly upon receipt by SBO confirming the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if participation interest held by the Seller, shall be so held for the benefit of underlying Mortgage Loans and other similar items clearly defining the SBO asset being purchased by the Purchaser, its assigneewith such consent and acknowledgment to be in a form jointly approved by the Seller and the Purchaser. (b) The Seller shall cause the Bailee to certify to the Seller and the Purchaser, transferee in the manner specified in the Escrow and Bailee Agreement, Bailee's receipt of certain Mortgage Loan Documents on or designeeprior to the Closing Date, attaching a list of any missing document or other deficiencies. The Seller shall cure all such deficiencies in the manner referred to in Section 4.02(a) above. (c) If any Assignment of Mortgage is at any time returned unrecorded because of any defect therein, the Seller shall cause such defect to be cured and such Assignment of Mortgage to be recorded promptly following written request by the Purchaser. Without limiting the foregoing, the Seller shall execute and deliver, at closing, a power-of-attorney in favor of the Purchaser in the form attached hereto as Exhibit 18, pursuant to which the Purchaser shall be authorized to supplement or modify any such Assignment of Mortgage, or execute a replacement thereof in appropriate form, in any manner to the extent necessary to permit such recordation in any applicable jurisdiction.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.001.0% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicer or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form: "Pay to the order of U.S. Bank National Association, as Trustee under the applicable agreement, without recourse," with all prior and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the Originator to the Person so endorsing to the Trustee; (ii) the original payeeMortgage, endorsed in blank, via original signature, and, if previously endorsed, signed in noting the name presence of the last endorsee by a duly qualified officer MIN of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If and language indicating that the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with is a MOM Loan if the Mortgage NoteLoan is a MOM Loan, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that ; (iii) unless the Mortgage Loan is a MOM Loan or if registered on the Mortgage Loan was not a MOM Loan at originationMERS(R) System, the an original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains Assignment in blank; (iv) the original recorded Mortgage, Assignment or Assignments showing a photocopy complete chain of such Mortgage, together with (i) in assignment from the case of a delay caused originator to the Person assigning the Mortgage to the Trustee as contemplated by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that immediately preceding clause (iii); (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreementlender's title insurance policy, chattel mortgage together with all endorsements or equivalent document executed in connection riders that were issued with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (or subsequent to the extent not defined herein 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 Pooling and Servicing Agreementevent such original title policy is unavailable, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain written commitment or uniform binder or preliminary report of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired title issued by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”title insurance or escrow company. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with With respect to a maximum of approximately 1.002.0% of the Mortgage Loans, by aggregate outstanding principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretoI to the Pooling and Servicing Agreement. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser within three Business Days. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage or any assignee, transferee or designee on a properly recorded assignment of the Purchaser Mortgage as the mortgagee of record, the Originator promptly shall (within three (3sixty Business Days following the later of the Closing Date and the date of receipt by the Originator of the recording information for a Mortgage, but in no event later than ninety days following the Closing Date) Business Days; and if any document submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment referred to in Section 4(b)(iii) and (iv) above and in connection therewith, the Originator shall execute each original Assignment in the following form: "U.S. Bank National Association, as Trustee under the applicable agreement." In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Originator 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. Notwithstanding the foregoing, to the extent that the Originator has performed the duties with the respect to any Mortgage Loan referenced in this paragraph in connection with the transfer of such Mortgage Loan to the Seller, references to the Originator in this paragraph shall be deemed to be references to the Seller. In connection with the assignment of any Mortgage Loan registered on the MERS(R) System, the Seller agrees that it will cause, within 30 Business Days after the Closing Date, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Purchaser to the Trustee in accordance with the Pooling and Servicing Agreement for the benefit of the Certificateholders by including in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field "Pool Field" which identifies the series of the Certificates issued in connection with such Mortgage Loans. If any of the documents referred to in Sections 4(b)(ii), (iii) or 4(b)(iv(iv) above has 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser of a copy of each such document certified by the Originator in the case of (x) above or any assigneethe 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 Originator, transferee or designee of delivery to the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In The Originator shall provide notice to the event that Seller and the Seller shall provide such notice to the Trustee and the Rating Agencies if delivery pursuant to clause (2) above will be made more than 180 days after the Closing Date. If the original lender’s 's title insurance policy has was not yet been issueddelivered pursuant to Section 4(b)(vi) above, the Seller shall deliver or cause to be delivered to the Purchaser or any assigneePurchaser, transferee or designee of promptly after receipt thereof, the Purchaser a written commitment or interim binder or preliminary report of title issued by the original lender's title insurance or escrow companypolicy. The Seller shall deliver such original title insurance policy or cause to the Purchaser or any assignee, transferee or designee of be delivered to the Purchaser promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller willshall, on or at least three (3) Business Days prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (iA) the original Mortgage Note, endorsed in the following form: “Pay to the order of Wachovia Bank, National Association, as Trustee, 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 each Mortgage Loan that is not a Cooperative Loan Loan, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(iA) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name copy of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, 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; (iii) with respect to each Non-MERS Mortgage Loan, and an original Assignment of the Mortgage executed in the case of following form: “Wachovia Bank, National Association, as Trustee (Bayview),” or in blank; (iv) with respect to each MOM Non-MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN Assignment or Assignments of the Mortgage Loan and either language indicating that if such Assignment of Mortgage is not endorsed in blank, originals or copies of all intervening assignments showing a complete chain of assignment from the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; originator (or, if applicable, from the original U.S. Department of Housing and Urban Development) to the Person assigning the Mortgage with evidence of recording thereon has not been returned to the Trustee as contemplated by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgageimmediately preceding clause (iii) or, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording officeCooperative Loan, an officer’s certificate original Assignment of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that Security Agreement; (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage (vi) with evidence of recording thereon evidencing a complete chain of ownership from the originator of the respect to each Mortgage Loan to the last assigneeother than a Cooperative Loan, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy or attorney’s opinion of title or a copy thereof certified as true and correct 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 or a leasehold interest vested in the form of an ALTA mortgage title insurance policy orMortgagor, if or in the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver 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 the Purchaser or any assignee, transferee or designee be delivered within one year of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any.Closing Date; (iivii) with respect to each 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) as applicableto each Mortgage Loan insured by the FHA, the original Mortgage Loan Certificate, and as to each 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 extent not defined herein or in Trustee. With respect to each MERS Mortgage Loan, the Pooling Purchaser shall cause the Trustee, at the expense of the Purchaser and Servicing Agreementat the direction and with the cooperation of the applicable Servicer, capitalized terms used in this Section 4(b)(ii) shall have to take such actions as are necessary to cause the meanings set forth Trustee to be clearly identified as the owner of each such Mortgage Loan on Exhibit 3 the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. With respect to this Agreement): 1. any Mortgage Loan as to which the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified permanently lost or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above candestroyed and has not be locatedbeen replaced, the obligations of the Seller to deliver such documents the original Mortgage Note pursuant to Section 4(b)(i)(A) above shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such an affidavit from the Seller to follow within one Business Day certifying that the original Mortgage NoteNote has been lost, if availablemisplaced or destroyed, with a lost note affidavit substantially in the form of Exhibit 1 attached 6 hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document documents referred to in Section Sections 4(b)(ii) or 4(b)(iv(iii) 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser or any assigneeof a copy of each such document certified by the Seller 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, transferee or designee of delivery to the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that If the original or a copy of lender’s title insurance policy has was not yet been issueddelivered pursuant to 4(b)(vi) above, the Seller shall deliver or cause to be delivered to the Purchaser, promptly after receipt thereof, the original or a copy of lender’s title insurance policy. The Seller shall deliver or cause to be delivered to the Purchaser 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. The Seller shall be responsible for recording at its own expense each of the above documents requiring recordation. Notwithstanding anything to the contrary contained in this Section 4, in those instances where the public recording office has not yet returned, or retains the original Mortgage, power of attorney or Assignment of Mortgage after it has been recorded, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery not later than ninety (90) days after the Closing Date by the Seller to the Purchaser or any assignee, transferee or designee of the Purchaser of a written commitment copy of such Mortgage, power of attorney or interim binder or preliminary report Assignment of title issued Mortgage certified by the public recording office to be a true and complete copy of the recorded original thereof. Upon delivery to the Seller (x) by the public recording office of any recorded original Mortgage, power of attorney or Assignment of Mortgage, or (y) by a title insurance or escrow company. The company of any lender’s title insurance policy, the Seller promptly (and in no event later than five (5) Business Days following such receipt) shall deliver such original title insurance policy document to the Purchaser or any assignee, transferee or designee of the Purchaser Purchaser. The Seller promptly upon receipt (and in no event later than thirty (30) Business Days following the Closing Date) shall submit for recording, at no expense to the Trust Fund or the Trustee, in the appropriate public office for real property records, each Assignment of Mortgage referred to in clauses (iii) or (iv) of this Section 4(b); provided, however, that such Assignment of Mortgage need not be recorded if, in the opinion of counsel (which must be from independent counsel) acceptable to the Trustee and each Rating Agency, recording in such states is not required to protect the Trustee’s interest in the related Mortgage Loan. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Seller promptly shall prepare a substitute Assignment of Mortgage or cure such defect, as the case may be, and thereafter cause each such Assignment of Mortgage to be duly recorded. The Seller shall not organize under the law of any jurisdiction other than the State under which it is organized as of the Closing Date (whether changing its jurisdiction of organization or organizing under an additional jurisdiction) without giving 30 days prior written notice of such action to its immediate and mediate transferee, including the Trustee. Before effecting such change, the Seller shall prepare and file in the appropriate filing office any financing statements or other statements necessary to continue the perfection of the interests of its immediate and mediate transferees, including the Trustee, in the Mortgage Loans. In connection with the transactions contemplated by the SellerBasic Documents, if any. Each original document relating the Seller authorizes its immediate or mediate transferee, including the Trustee, to a Mortgage Loan which is not delivered file in any filing office any initial financing statements, any amendments to the Purchaser financing statements, any continuation statements, or its assignee, transferee any other statements or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeefilings described in this Section 4(b).

Delivery of Mortgage Loan Documents. The Seller Sponsor will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller Sponsor to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller Sponsor hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller Sponsor 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller Sponsor shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller Sponsor shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerSponsor, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the SellerSponsor, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Sponsor further agrees that it will cause, at the Sponsor’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Sponsor to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Sponsor further agrees that it will not, and will not permit the Servicer or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including Note, endorsed in the following form: "Pay to the order of Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., under the applicable pooling and servicing agreement, without recourse," with all riders thereto), or certified copies thereof, bearing all prior and intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in originator to the name of Person so endorsing to the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. (ii) the original Mortgage with evidence of recording thereon; (iii) an original Assignment of Mortgage executed in blankthe following form: "Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., under the applicable pooling and servicing agreement"; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoiv) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN Assignment or Assignments of the Mortgage Loan and either language indicating that showing a complete chain of assignment from the originator to the Person assigning the Mortgage Loan is a MOM Loan or if to the Mortgage Loan was not a MOM Loan at origination, Trustee as contemplated by the immediately preceding clause (iii); (v) the original Mortgage and the assignment thereof to MERS®, with evidence or copies of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shareslender's title insurance policy, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease all endorsements or riders which were issued with or subsequent to the originator issuance of such policy, insuring the priority of the Cooperative Loan; 5. Mortgage as a first lien on the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan Mortgaged Property represented therein as secured party, each with evidence of recording thereof, evidencing the a fee interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator vested in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmentMortgagor. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon (1) delivery by or on behalf of the Seller promptly upon receipt thereof to or on behalf of the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or a copy of such document certified by the applicable related Originator in the case of (x) above or the public recording office in the case of (y) above to be a true and complete copy of the recorded original thereof and (2) if such copy is certified by such Originator delivery promptly upon receipt thereof of either the original or a copy of such document certified by the public recording office to be a true and complete copy of the original. In the event that the original lender’s 's title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if anySeller of any such original title insurance policy or original Primary Mortgage Insurance Policy. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the SellerSeller or either Originator, shall be so held for the benefit of the Purchaser, Purchaser or its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on (a) On or prior to before the Closing Date, the Mortgage Loan Seller shall deliver to and deposit with, or cause to be delivered to and deposited with, the Purchaser Purchaser, the Trustee or any assignee, transferee or designee a custodian of the Trustee (as Purchaser shall direct), each of the following documents for each Mortgage Loan:Loan (such documents, the "Mortgage File"): (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto)Note, bearing, or certified copies thereofaccompanied by, bearing all prior and intervening endorsements necessary to show or assignments showing a complete chain of endorsements endorsement or assignment from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name originator of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in to a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired Seller, and further endorsed (at the direction of the Purchaser), on its face or originated by allonge attached thereto, without recourse, to the last endorsee while doing business under another nameorder of the Trustee in the following form: "Pay to the order of LaSalle Bank National Association, as trustee for the endorsement must be by “[name registered Holders of last endorsee]PaineWebber Mortgage Acceptance Corporation V Commercial Mortgage Pass-Through Certificates, formerly known as [previous name]”; 2. an original Assignment of Mortgage executed Series 1999-C1, without recourse, representation or warranty, express or implied" or in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders theretoor a certified copy thereof from the applicable recording office) and originals (or certified copies from the applicable recording office) of any intervening assignments thereof showing a complete chain of assignment from the originator of the Mortgage Loan to the applicable Mortgage Loan Seller, in each case with evidence of recording thereon indicated thereon; (iii) an original assignment of the Mortgage, in recordable form, to "LaSalle Bank National Association, as trustee for the registered Holders of PaineWebber Mortgage Acceptance Corporation V Commercial Mortgage Pass-Through Certificates, Series 1999-C1" or in blank; (iv) an original or copy of any related Assignment of Leases (if such item is a document separate from the Mortgage) and the original recorded power originals or copies of attorney, if any intervening assignments thereof showing a complete chain of assignment from the originator of the Mortgage was Loan to the applicable Mortgage Loan Seller, in each case with evidence of recording thereon; (v) an original assignment of any related Assignment of Leases (if such item is a document separate from the Mortgage), in recordable form, executed pursuant by the applicable Mortgage Loan Seller to "LaSalle Bank National Association, as Trustee for the benefit of Certificateholders of PaineWebber Commercial Mortgage Pass-Through Certificates, Series 1999-C1" or in blank; (vi) an original or copy of any related Security Agreement (if such item is a power document separate from the Mortgage) and the originals or copies of attorneyany intervening assignments thereof showing a complete chain of assignment from the originator of the Mortgage Loan (if different than the applicable Mortgage Loan Seller) to the applicable Mortgage Loan Seller, in each case with evidence of recording thereon; (vii) an original assignment of any related Security Agreement (if such item is a document separate from the Mortgage), in recordable form, executed by the Mortgage Loan Seller to "LaSalle Bank National Association, as Trustee for the benefit of Certificateholders of PaineWebber Commercial Mortgage Pass-Through Certificates, Series 1999-C1" or in blank; (viii) originals or copies of all consolidation, assumption, modification, written assurance and substitution agreements, with evidence of recording thereon, where appropriate, in those instances where the terms or provisions of the Mortgage, Mortgage Note or any related security document have been consolidated or modified or the Mortgage Loan has been assumed; (ix) the original lender's title insurance policy or a copy thereof effective as of the date of the recordation of the Mortgage Loan, 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 on the Mortgagor's fee interest in the Mortgaged Property, or if the policy has not yet been issued, an original or copy of a written commitment, interim binder or the pro forma title insurance policy, dated as of the date on which the related Mortgage Loan was funded; (x) the original or a copy of any guaranty of the obligations of the Mortgagor under the Mortgage Loan; (xi) all UCC Financing Statements and continuation statements or copies thereof sufficient to perfect (and maintain the perfection of) the security interest held by the originator of the Mortgage Loan (and each assignee prior to the Trustee) in and to the personalty of the Mortgagor at the Mortgaged Property (in each case with evidence of filing thereon), and to transfer such security interest to the Trustee; (xii) the original power of attorney or a copy thereof (with evidence of recording thereon) granted by the Mortgagor if the Mortgage, any Mortgage Note or other document or instrument referred to above was not signed by the Mortgagor; (xiii) with respect to any Mortgage Loan with Additional Debt that is subordinate to such Mortgage Loan, a subordination agreement, pursuant to which such Additional Debt is subordinated to such Mortgage Loan; (xiv) a survey of the related Mortgaged Property; (xv) in the case of each MOM a CTL Loan, the original MortgageResidual Value Policy and/or Lease Enhancement Policy, noting if any, with all endorsements; (xvi) the presence original or copy of any related cash management agreements and lockbox agreements, if any; (xvii) the MIN original or copy of any related environmental reports; (xviii) the original or copy of any related Sub-Servicing Agreement, if any; (xix) the original or copy of any related ground leases; and (xx) any additional documents required to be added to the Mortgage File pursuant to this Agreement; (b) If the Mortgage Loan and either language indicating that the Seller cannot deliver, or cause to be delivered, as to any Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at originationLoan, the original Mortgage Note, the Mortgage Loan Seller shall deliver a copy or duplicate original of such Mortgage Note, together with an affidavit certifying that the original thereof has been lost or destroyed and indemnification of the assignment thereof Purchaser and of the Trustee on behalf of the Trust Fund against any losses that the Trust Fund may incur by reason of such lost or destroyed Mortgage Note. If the Mortgage Loan Seller cannot deliver, or cause to MERS®be delivered, as to any Mortgage Loan, any of the documents and/or instruments referred to in clauses (ii), (iv), (vi), (viii), (xi) and (xii) of Section 2.4(a), with evidence of filing or recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case solely because of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that filing office where such Mortgage document or instrument has been delivered for recordation or filing, the delivery requirements of this Mortgage Loan Purchase Agreement shall be deemed to have been satisfied as to such non-delivered document or instrument provided that a photocopy of such non-delivered document or instrument (certified by the Mortgage Loan Seller to be a true and complete copy of the original thereof submitted for recording or filing) is delivered to the appropriate public recording office for recordation Purchaser, the Trustee or a Custodian appointed thereby on or before the Closing Date, and that either the original recorded Mortgage of such non-delivered document or instrument, or a photocopy thereof (certified by the appropriate county recorder's office, in the case of the documents and/or instruments referred to in clause (ii) of Section 2.4(a) to be a true and complete copy of the original thereof submitted for recording or filing), with evidence of recording or filing thereon, is delivered to the Purchaser, the Trustee or such Custodian within 120 days of the Closing Date (or within such longer period after the Closing Date as the Purchaser may consent to, which consent shall not be unreasonably withheld so long as the Mortgage Loan Seller is, as certified in writing to the Purchaser and the Trustee no less often than every 90 days, in good faith attempting to obtain from the appropriate county recorder's office such original or photocopy). If the 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 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 this Section 2.4(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 and certified in the case of the documents and/or instruments referred to in clause (ii) of Section 2.4(a) by such public recording the appropriate county recorder's office to be a true and complete copy of the original recorded Mortgage will be promptly thereof submitted for recording) is delivered to the Purchaser’s designee upon receipt , the Trustee or a Custodian appointed thereby on or before the Closing Date together with an affidavit certifying that the original thereof has been lost or destroyed. With respect to any Mortgage Loan, and notwithstanding the foregoing or Section 2.4(a), the Mortgage Loan Seller may deliver a UCC-3 on or before the Closing Date that does not contain the filing information for the related UCC-1 and/or UCC-2 if such UCC-1 and/or UCC-2 has not been returned to the Mortgage Loan Seller by the party delivering applicable filing office, and the officer’s certificate or by the related Servicer; Mortgage Loan Seller may deliver an assignment referred to in clauses (iii), (v) or (iivii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with Section 2.4(a) that does not contain the recording information thereon certified for the related Mortgage, Assignment of Leases or Security Agreement, as applicable, if such Mortgage, Assignment of Leases or Security Agreement has not been returned to the Mortgage Loan Seller by the applicable recording office. The Mortgage Loan Seller hereby authorizes the Purchaser, acting in its stead and on its behalf, to fill in any missing filing or recording information or any instrument or document required to be delivered pursuant to this subsection (b). (c) Except under the circumstances provided for in the last sentence of this subsection (c), the Mortgage Loan Seller shall as to each Mortgage Loan, promptly (and in any event within 30 days of the later of the Closing Date and the Purchaser's and Trustee's actual receipt of the related documents) cause the related documents to be delivered to the Trustee in recordable form for recording or filing, as the case may be, in the appropriate public office for real property records or UCC Financing Statements, as appropriate, each assignment referred to in clauses (iii), (v) and (vii) of Section 2.4(a) and each UCC-3 to the Trustee referred to in clause (xi) of Section 2.4(a) as indicated in such assignment documents. Each such assignment shall reflect that it should be returned by the public recording office to the Trustee or its designee following recording, and each such UCC-3 shall reflect that the file copy thereof should be returned to the Trustee or its designee following filing. If any such document or instrument is lost or returned unrecorded or unfiled, as the case may be, because of a true defect therein, the Purchaser or an assignee thereof, which may include the Trustee or a Custodian or its agent, shall prepare or cause to be prepared a substitute therefor or cure such defect, as the case may be, and complete copy of thereafter the original Trustee shall upon receipt thereof cause the same to be duly recorded Mortgage; 5. the originals of or filed, as appropriate, all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of at the Mortgage Loan Seller's expense. The Purchaser shall execute, or cause the Mortgage Loan Seller to execute any replacement document or instrument being filed in substitution for any such lost or returned unrecorded or unfiled document or instrument at the Mortgage Loan Seller's expense and assist the Purchaser, the Trustee or a Custodian or its agent in recording or filing such documents or instruments. Notwithstanding the foregoing, there shall be no requirement to record any assignment to the last assigneeTrustee referred to in clause (iii), (v) or (vii) of the Section 2.4(a), or if to file any such intervening assignment UCC-3 referred to in clause (xi) of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (iSection 2.4(a) in those jurisdictions where, in the case written opinion of local counsel of Purchaser, the Trustee or a delay caused Custodian acceptable to the Purchaser and the Trustee, such recordation and/or filing is not required to protect the Purchaser's or the Trustee's interest in the Mortgage Loans against sale, further assignment, satisfaction or discharge by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Mortgage Loan Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered Purchaser. (d) All documents and records in the Mortgage Loan Seller's possession relating to the appropriate public recording office for recordation Mortgage Loans (including financial statements, operating statements and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified any other information provided by the appropriate public recording office respective Mortgagor from time to time) or copies thereof, that are not required to be a true and complete copy part of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) a Mortgage File in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection accordance with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note definition thereof shall be delivered to the Purchaser Servicer on or any assignee, transferee or designee of before the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeClosing Date.

Delivery of Mortgage Loan Documents. The Seller will, on or No later than one (1) Business Day prior to the Closing Date, the Seller shall deliver or cause to be delivered to the Purchaser Purchaser, or any assigneeits Custodian, transferee or designee of the Purchaser each of as agent, the following documents for each Mortgage Loan: (i) Loan Documents with respect to each Mortgage Loan that is not a Cooperative Loan (to be purchased and sold on the extent not defined herein or in the Pooling Closing Date and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement):the related Mortgage Loan Schedule: 1. the (a) The original Mortgage Note (including all riders thereto)or Loan Agreement endorsed by the holder of record without recourse in the following form: "Pay to the order of _________________________________________________, or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, without recourse," and signed in the name of the last endorsee holder of record, and if by a duly qualified officer of the last endorseeSeller, by an authorized officer. If the Mortgage Loan was acquired by the last endorsee Seller in a merger, the endorsement must be by “"[name of last endorseeSeller], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee Seller while doing business under another name, the endorsement must be by “"[name of last endorsee], Seller] formerly known as [previous name]”". None of the Mortgage Notes may be in the form of a lost note affidavit except with respect to Mortgage Notes originated through the Seller's retail channel (which the Seller will identify as being so originated); 2. an (b) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage, from the Seller to "Mortgage executed Electronic Registration Systems, Inc., its successors and assigns, as nominee for Wells Fargo Bank Minnesota, National Association, its successxxx xnd assigns, [Address to be completed]," or otherwise in blank;accordance with MERS policies or Purchaser's instructions, which assignment of mortgage shall, but for any blanks requested by Purchaser, be in form and substance acceptable for recording. If the Mortgage Loan was acquired or originated by the Seller while doing business under another name, the Assignment must be by "[Seller] formerly known as [previous name]". If the Mortgage Loan was acquired by the Seller in a merger, the endorsement must be by "[Seller], successor by merger to the [name of predecessor]". 3. (c) Except as provided below and for each Mortgage Loan that is not a MERS Mortgage Loan, the original Mortgage with evidence of any guarantee executed recording thereon. If in connection with any Mortgage Loan that is not a MERS Mortgage Loan, the Mortgage Note, if any; 4. Seller cannot deliver or cause to be delivered the original Mortgage (including all riders thereto) with evidence of recording thereon and 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 power Mortgage, the Seller shall deliver or cause to be delivered to the Purchaser a photocopy of attorney, if the such Mortgage. With respect to each MERS Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if or a copy of the original Mortgage with evidence of recording thereon has not been returned certified by the public recording office where in which such Mortgage has been delivered for recordation recorded. (d) Originals, or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused copies thereof certified by the public recording officeoffice in which such documents have been recorded, an officer’s certificate of the title insurer insuring the Mortgageeach assumption, the escrow agentextension, the Seller modification, written assurance or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that substitution agreements, if applicable, or if the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of document has not been returned from the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a applicable public recording office, a copy of such Mortgage with the recording information thereon true certified copy, certified by such the Seller; (e) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the originals, or copies thereof certified by the public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals in which such assignments have been recorded, of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assigneethereon, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments assignment of mortgage, the Seller shall deliver or cause to be delivered to the Purchaser, a photocopy of such intervening assignment of mortgage. If the Seller cannot deliver the original recorded Mortgage Loan Documents on the Closing Date, together with the Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or, upon Purchaser's request, its designee (i) unless the Seller is delayed in making such delivery by reason of the case of a delay caused fact that such documents shall not have been returned by the public appropriate recording office). If delivery is not completed within 120 days of the Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, an officer’s certificate the Seller shall deliver such document to Purchaser, or upon Purchaser's request, its designee, within such time period as specified in a Seller's Officer's Certificate. In the event that documents have not been received by the date specified in the Seller's Officer's Certificate, a subsequent Seller's Officer's Certificate shall be delivered by such date specified in the prior Seller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered based on the exception report(s) delivered by the Custodian. If delivery is not completed within 180 days of the title insurer insuring Closing Date, solely due to delays in making such delivery by reason of the Mortgage, fact that such documents shall not have been returned by the escrow agentappropriate recording office, the Seller or shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the related Servicer stating 270th day from the date of execution of the Term Sheet, the Seller shall attach a copy of the missing original recorded document certified by the Seller and certify that the Mortgage Loan Document relating to such intervening assignment of mortgage Mortgage Loan has been delivered to sent for recording. In the appropriate public event that the recording office for recordation and that keeps the original recorded documents or if such original recorded intervening assignment documents are lost, then the Seller shall deliver to the Purchaser, or its designee, a county certified copy of mortgage such documents or the Purchaser may require the Seller to repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 7.03 hereof. The Seller shall forward to the Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, provided, however, that the Seller shall provide the Purchaser with a certified true copy of any such document submitted for recordation within two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such intervening assignment of mortgage document certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment within ninety (90) days of mortgage will its submission for recordation. If the Purchaser discovers any defect with respect to a Mortgage File, the Purchaser shall give prompt written specification of such defect to the Seller, and the Seller shall cure, repurchase or substitute such Mortgage Loan in accordance with the procedure set forth in Section 7.03. For each Mortgage Loan that is not a MERS Mortgage Loan (if any), the Seller shall prepare the Assignments of Mortgage and record the Assignment of Mortgage for each Mortgage Loan in the name of and at the direction of the Purchaser. The Seller shall be promptly delivered responsible for all fees in connection with its recordation of the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Purchaser’s designee upon receipt thereof . In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at its own expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the party delivering Seller to the officer’s certificate Purchaser in accordance with this Agreement by including (or by the related Servicer; or (ii) deleting, in the case of an intervening assignment Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS(R) System to identify the Purchaser as holder 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 beneficial interest of such intervening assignment of mortgage with recording Mortgage Loans. The Seller further agrees that it will not alter the information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy referenced in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) this paragraph with respect to each Cooperative Loan, 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 or as applicable, (to otherwise instructed by Purchaser in writing in accordance with the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to of this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form: "Pay to the order of U.S. Bank National Association, as Trustee under the applicable agreement, without recourse," with all prior and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the originator to the Person so endorsing to the Trustee; (ii) the original payeeMortgage, endorsed in blank, via original signature, and, if previously endorsed, signed in noting the name presence of the last endorsee by a duly qualified officer MIN of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If and language indicating that the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with is a MOM Loan if the Mortgage NoteLoan is a MOM Loan, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that ; (iii) unless the Mortgage Loan is a MOM Loan or if registered on the Mortgage Loan was not a MOM Loan at originationMERS(R) System, the an original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains Assignment in blank; (iv) the original recorded Mortgage, Assignment or Assignments showing a photocopy complete chain of such Mortgage, together with (i) in assignment from the case of a delay caused originator to the Person assigning the Mortgage to the Trustee as contemplated by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that immediately preceding clause (iii); (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreementlender's title insurance policy, chattel mortgage together with all endorsements or equivalent document executed in connection riders that were issued with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (or subsequent to the extent not defined herein 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 Pooling and Servicing Agreementevent such original title policy is unavailable, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain written commitment or uniform binder or preliminary report of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired title issued by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”title insurance or escrow company. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with With respect to a maximum of approximately 1.002.0% of the Mortgage Loans, by aggregate outstanding principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretoI to the Pooling and Servicing Agreement. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser within three Business Days. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage or any assignee, transferee or designee on a properly recorded assignment of the Purchaser Mortgage as the mortgagee of record, the Originator promptly shall (within three (3sixty Business Days following the later of the Closing Date and the date of receipt by the Originator of the recording information for a Mortgage, but in no event later than ninety days following the Closing Date) Business Days; and if any document submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment referred to in Section 4(b)(iii) and (iv) above and in connection therewith, the Originator shall execute each original Assignment in the following form: "U.S. Bank National Association, as Trustee under the applicable agreement." In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Originator 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. Notwithstanding the foregoing, to the extent that the Originator has performed the duties with the respect to any Mortgage Loan referenced in this paragraph in connection with the transfer of such Mortgage Loan to the Seller, references to the Originator in this paragraph shall be deemed to be references to the Seller. In connection with the assignment of any Mortgage Loan registered on the MERS(R) System, the Originator further agrees that it will cause, within 30 Business Days after the Closing Date, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Purchaser to the Trustee in accordance with the Pooling and Servicing Agreement for the benefit of the Certificateholders by including in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field "Pool Field" which identifies the series of the Certificates issued in connection with such Mortgage Loans. Notwithstanding the foregoing, the Originator shall not be responsible for the expense of more than one transfer on the MERS(R) System at the direction of the Seller or the Purchaser. If any of the documents referred to in Sections 4(b)(ii), (iii) or 4(b)(iv(iv) above has 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser of a copy of each such document certified by the Originator in the case of (x) above or any assigneethe 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 Originator, transferee or designee of delivery to the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In The Originator shall provide notice to the event that Seller and the Seller shall provide such notice to the Trustee and the Rating Agencies if delivery pursuant to clause (2) above will be made more than 180 days after the Closing Date. If the original lender’s 's title insurance policy has was not yet been issueddelivered pursuant to Section 4(b)(vi) above, the Seller shall deliver or cause to be delivered to the Purchaser or any assigneePurchaser, transferee or designee of promptly after receipt thereof, the Purchaser a written commitment or interim binder or preliminary report of title issued by the original lender's title insurance or escrow companypolicy. The Seller shall deliver such original title insurance policy or cause to the Purchaser or any assignee, transferee or designee of be delivered to the Purchaser promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, Date deliver or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form: “Pay to the order of Deutsche Bank National Trust Company, as Trustee, under the applicable agreement, without recourse,” with all prior and Servicing Agreementintervening endorsements, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed originator to the Person so endorsing to the Trustee or (in the name case of not more than 1.00% of the last endorsee Mortgage Loans, by a duly qualified officer aggregate principal balance as of the last endorsee. If the Cut-off Date) a copy of such original Mortgage Loan was acquired Note with an accompanying Lost Note Affidavit executed by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Seller; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders thereto) with evidence of recording thereon xxxxxxx, and a copy, certified by the original appropriate recording office, of the recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and ; (iii) an original Assignment in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains blank; (iv) the original recorded Mortgage, Assignment or Assignments showing a photocopy complete chain of such Mortgage, together with (i) in assignment from the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that Person assigning the Mortgage to the Trustee or in blank; (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any;; and 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, (or a copy of the above, in the form case of an ALTA mortgage any Washington Mutual Mortgage Loans) together with all endorsements or riders issued with or subsequent to the issuance of such policy, insuring the priority of the Mortgage as a first lien or second lien on the Mortgaged Property represented therein as a fee interest vested in the Mortgagor, or in the event such title policy is unavailable, a written commitment or uniform binder or preliminary report of the title issued by the title insurance policy oror escrow company. The Seller shall promptly (and in no event later than thirty (30) Business Days, subject to extension upon a mutual agreement between the Seller and the Purchaser) following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment referred to in (iii) and (iv) above and shall execute each original Assignment referred to in clause (iii) above in the following form: “Deutsche Bank National Trust Company, as Trustee under the applicable agreement, without recourse.” 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. Notwithstanding the foregoing, the Assignments referred to in (iii) and (iv) above shall not be required to be completed and submitted for recording with respect to any Mortgage Loan if each Rating Agency does not require recordation for such Rating Agency to assign the original lender’s title initial ratings to the Class A Certificates, the Class M Certificates, the Class B Certificates and the Other NIM Notes and initial shadow rating to the Insured NIM Notes, without giving effect to any insurance policy has not been issued, issued by the irrevocable commitment to issue the sameNIMS Insurer; provided, that the Seller however, each Assignment referred to in (iii) and (iv) above shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt be submitted for recording by the Seller, if any; and 9. in the original manner described above, at no expense to the Purchaser, Trust Fund or the Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of any security agreementCertificates entitled to at least 25% of the Voting Rights, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicablethe occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the extent not defined herein or Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and (v) if the Assignment of Proprietary Lease; 7. copies of Seller is not the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement Master Servicer and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be locatedone Assignment, the obligations occurrence of the Seller to deliver such documents shall be deemed to be satisfied upon delivery a bankruptcy, insolvency or foreclosure relating to the Purchaser or any assignee, transferee or designee of Mortgagor under the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretorelated Mortgage. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) ), Section 4(b)(iii), Section 4(b)(iv), or 4(b)(ivSection 4(b)(v) above (collectively, the “Recording Documents”) 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 Seller hereunder to deliver such Recording Documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of a copy of each such Recording Document certified by the Purchaser promptly Seller 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, delivery to the Purchaser, the Trustee or their designee upon receipt thereof by or on behalf of thereof, and in any event no later than one year after the Seller Closing Date (except as provided below), of either the original or a copy of such document Recording Document certified by the applicable public recording office to be a true and complete copy of the original. In instances where, due to a delay on the event that part of the original lender’s title insurance policy has applicable recording office where any such Recording Documents have been delivered for recordation, the Recording Documents cannot yet been issuedbe delivered to the Purchaser, the Trustee or their designee within one year after the Closing Date, the Seller shall deliver to the Purchaser Purchaser, the Trustee or any assigneetheir designee within such time period an Officer’s Certificate stating the date by which the Seller expects to receive such Recording Documents from the applicable recording office. If the Recording Documents have still not been received by the Seller and delivered to the Purchaser, transferee the Trustee or their designee by such date, the Seller shall deliver to the Purchaser, the Trustee or their designee by such date an additional Officer’s Certificate stating a revised date by which Seller expects to receive the applicable Recording Documents. This procedure shall be repeated until the Recording Documents have been received by the Seller and delivered to the Purchaser, the Trustee or their designee. If the original or copy of the Purchaser a written commitment or interim binder or preliminary report of title issued by the lender’s title insurance policy was not delivered pursuant to Section 4(b)(vi) above, the Seller shall deliver or escrow companycause to be delivered to the Purchaser, the Trustee or their designee promptly after receipt thereof, and in any event within 120 days after the Closing Date such title insurance policy. The Seller shall deliver such original title insurance policy or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser Purchaser, the Trustee or its assignee, transferee or their designee, if held by the Seller, shall be so held for the benefit of the Purchaser, the Trustee or their designees. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser, the Trustee or their designee. Any such original document that is not required pursuant to the terms of this Section to be a part of a Mortgage File shall be held by the Seller in its assignee, transferee or designeecapacity as Master Servicer.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage LoanHELOC: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note Home Equity Line of Credit Agreement and promissory note (the “Credit Line Agreement”), including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Indenture Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan HELOC is a MOM Loan or if the Mortgage Loan HELOC was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerCredit Line Agreement, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage LoansHELOCs, by aggregate principal balance of the Mortgage Loans HELOCs as of the Cut-Off off Date, if any original Mortgage Note Credit Line Agreement referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage NoteCredit Line Agreement, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes Credit Line Agreements for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note Credit Line Agreement shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan HELOC which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any HELOC registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such HELOCs have been assigned by the Seller to the Purchaser and by the Purchaser to the Issuer and pledged to the Indenture Trustee in accordance with the Indenture for the benefit of the Noteholders and the Note Insurer by including (or deleting, in the case of HELOCs which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the Indenture Trustee and (b) the code in the field “Pool Field” which identifies the series of the Securities issued in connection with such HELOC. The Seller further agrees that it will not, and will not permit the Servicer or the Master Servicer to alter the codes referenced in this paragraph with respect to any HELOC during the term of this Agreement unless and until such HELOC is repurchased in accordance with the terms of this Agreement or the Sale and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan:: * Please contact the Mortgage Loan Seller for this information. (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.001.0% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicer or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form “Pay to the order of Xxxxx Fargo Bank, N.A., as Trustee under the applicable agreement, without recourse,” with all prior and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in originator to the name of Person so endorsing to the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders theretonoting 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 thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that ; (iii) unless the Mortgage Loan is a MOM Loan or if registered on the Mortgage Loan was not a MOM Loan at originationMERS® System, the an original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains Assignment in blank; (iv) the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller Assignment or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing Assignments showing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing Person assigning the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator Mortgage to the TrustTrustee (or to MERS if the Mortgage Loan is registered on the MERS® System and noting the presence of MIN) as contemplated by the immediately preceding clause (iii); and 9. for any Cooperative Loan that has been modified or amended, (v) the original instrument or instruments effecting such copies of each assumption, modification or amendmentsubstitution agreement, if any. Notwithstanding anything to the contrary contained in this Section 4, with With respect to a maximum of approximately 1.002.0% of the Original Mortgage Loans, by aggregate outstanding principal balance of the Original Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 H attached heretoto the Pooling and Servicing Agreement. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or within three Business Days. If any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document documents referred to in Section Sections 4(b)(ii), (iii) or 4(b)(iv(iv) above has 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser of a copy of each such document certified by RFC in the case of (x) above or any assigneethe 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 RFC, transferee or designee of delivery to the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In Notice shall be provided to the event that the original lender’s title insurance policy has not yet been issuedPurchaser, the Seller shall deliver to Trustee and the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued Rating Agencies by the title insurance or escrow companySeller if delivery pursuant to clause (2) above will be made more than 180 days after the Closing Date. The Seller shall deliver such original title insurance policy or cause to the Purchaser or any assignee, transferee or designee of be delivered to the Purchaser 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. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, the Seller shall (at the expense of RFC) promptly (within sixty Business Days following the later of the Closing Date and the date of receipt by the SellerSeller of the recording information for a Mortgage, if anybut in no event later than ninety days following the Closing Date) submit or cause to be submitted for recording, at no expense to the Trust Fund, the Trustee or the Purchaser, in the appropriate public office for real property records, each Assignment referred to in Sections 4(b)(iii) and (iv) above and the Seller shall execute each original Assignment or cause each original Assignment to be executed in the following form: “Xxxxx Fargo Bank, N.A., as Trustee under the applicable agreement.” 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. Notwithstanding the foregoing, however, 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 or the Purchaser 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, the Seller shall submit or cause to be submitted each Assignment for recording in the manner described above, except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, at the expense of RFC and at no expense to the Trust Fund or the Trustee, upon the earliest to occur of: (i) written direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, (v) 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 receipt of written notice that recording of the Assignments is required pursuant to one or more of the conditions set forth in the preceding sentence, the Seller shall be required to deliver such Assignments or shall cause such Assignments to be delivered within 30 days following receipt of such notice. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Except as set forth on Schedule A attached hereto, the Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (iA) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, ) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an (B) Reserved; (C) the original Assignment of Mortgage executed in blank; 3. (D) the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (E) the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (F) the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. (G) the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. (H) 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. (I) the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. (J) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% certain of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in this Section 4(b)(i4(b) above cannot be located, the obligations of the Seller to deliver such documents document shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit any Servicer or 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The In connection with such transfer and assignment, the Seller willdoes hereby deliver to, on or prior to and deposit with, the Closing DatePurchaser, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) or instruments with respect to each Mortgage Loan that is not so transferred and assigned (a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement"Mortgage File"): 1. (i) the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payeeNote, endorsed by the Seller or the Seller's successor in interest in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger or with respect to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the lost Mortgage Note, if anyan original Lost Note Affidavit 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 Notes may occur only with respect to Mortgage Loans, the aggregate Cut-off Date Principal Balance of which is less than or equal to 2.00% of the Pool Balance as of the Cut-off Date; 4. (ii) the original Mortgage (including all riders thereto) recorded Mortgage, with evidence of recording thereon or a copy of the Mortgage certified by the public recording office in those jurisdictions where the public recording office retains the original and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence thereon or a copy of the MIN power of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned attorney certified by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such the public recording office retains the original; (iii) an original recorded Mortgage, a photocopy Assignment of such Mortgagethe Mortgage in blank, together with (i) in any intervening assignments and showing a complete chain of title from the case of a delay caused by original mortgagee named under the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, Mortgage to the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) Seller's successor in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgageinterest; 5. (iv) the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. (v) the originals original of any intervening assignments guarantee executed in connection with the Mortgage Note; (vi) the original lender's title insurance policy, together with all endorsements or riders which were issued with or subsequent to the issuance of mortgage with evidence of recording thereon evidencing a complete chain of ownership from such policy, insuring the originator priority of the Mortgage Loan to as a first lien on the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, Mortgaged Property represented therein as a photocopy of such intervening assignment of mortgage, together with (i) fee interest vested in the case of a delay caused by the public recording officeMortgagor, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver event such original title insurance policy to the Purchaser is unavailable, a written commitment or any assignee, transferee uniform binder or designee preliminary report of the Purchaser promptly upon receipt title issued by the Sellertitle insurance or escrow company or an attorney's title opinion, if anycustomary in the related jurisdiction where the Mortgaged Property is located; and 9. (vii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage. With respect to each Mortgage Note and Assignment endorsed in blank as of the Closing Date, if anywithin ninety (90) days of the Closing Date the Seller shall cause such endorsements to be completed in the following form: "Pay to the order of Wells Fargo Bank Minnesxxx, National Association, as Trustee, without recourse. " Notwithstanding the foregoing, the parties hereto acknowledge that on the Closing Date, the Seller will deliver to, and deposit with, the Purchaser, the Mortgage Note and will deliver the remaining contents of each Mortgage File within 60 days following the Closing Date. In instances where an original recorded Mortgage, power of attorney or any assumption, modification, consolidation or extension agreement cannot be delivered by the Seller to the Purchaser within 60 days following the Closing Date, due to a delay in connection with the recording of such Mortgage, power of attorney or assumption, modification, consolidation or extension agreement, the Depositor may, in lieu of delivering such original recorded Mortgage, power of attorney or assumption, modification, consolidation or extension agreement referred to in clause (ii) or clause (iv) above, deliver to the Purchaser a copy thereof, provided that the Depositor certifies that the original Mortgage, power of attorney, assumption, modification, consolidation or extension agreement has been delivered for recordation. In instances where an original recorded Mortgage or power of attorney has been lost or misplaced, the Seller may deliver or cause to be delivered, in lieu of such Mortgage or power of attorney, a copy of such Mortgage or power of attorney bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where an Assignment in recordable form cannot be delivered by the Seller to the Purchaser within 60 days following the Closing Date, due to a delay in connection with the recording of the Mortgage, the Seller may, in lieu of delivering the completed assignment in recordable form referred to in clause (iii) above to the Purchaser, deliver such Assignment to the Purchaser completed except for recording information. In all such instances, the Seller will deliver the original recorded Mortgage or power of attorney and completed Assignment (if applicable) to the Purchaser promptly upon receipt of such Mortgage or power of attorney. The Seller shall cause all Assignments referred to in clause (iii) above and, to the extent necessary, in (iv) above to be recorded. The Seller shall furnish the Purchaser, 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. 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 Florida and 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; provided, however, the Seller shall submit each Cooperative LoanAssignment for recording, as applicableat 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 extent not defined herein or Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii(v) shall have with respect to any one Assignment the meanings set forth occurrence of a foreclosure relating to the Mortgagor under the related Mortgage and (vi) on Exhibit 3 to this Agreement): 1. or after the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from 90th day on which the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the payment for such Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger due and payable and not received. The Seller shall deliver or cause to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser 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, modification, consolidation or extension of any Mortgage Loan. All original documents relating to the Mortgage Loans that are not delivered to the Purchaser are and shall be held by or on behalf of the Seller of either Purchaser in trust for the original or a copy of such document certified by the applicable public recording office to be a true and complete copy benefit of the originalTrustee on behalf of the Certificateholders. In the event that the any such original lender’s title insurance policy has not yet been issued, the Seller shall deliver document is required pursuant to the Purchaser or any assigneeterms of this Section to be a part of a Mortgage File, transferee or designee of such document shall be delivered promptly to the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow companyPurchaser. The Seller shall deliver Any such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the SellerPurchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be so held for delivered promptly to the benefit of the Purchaser, its assignee, transferee or designeeSeller.

Delivery of Mortgage Loan Documents. The Except as set forth on Schedule A attached hereto, the Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (iA) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, ) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an (B) Reserved; (C) the original Assignment of Mortgage executed in blank; 3. (D) the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (E) the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (F) the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. (G) the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. (H) 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. (I) the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. (J) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% certain of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(iSections 4(b) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Depositor and 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 which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit any Servicer or 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or No later than five Business Days prior to the related Closing Date, the Company shall deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of its agent the following documents for each Mortgage Loan: (i) Loan Documents with respect to each Mortgage Loan that to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan Schedule attached to the related Term Sheet: With respect to each Mortgage Loan which is not a Cooperative Loan Co-op Loan; (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ia) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the The original Mortgage Note (including all riders thereto)endorsed "Pay to the order of [________________], or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, without recourse," and signed via original signature, and, if previously endorsed, signed signature in the name of the last endorsee Company by an authorized officer, with all intervening endorsements showing a duly qualified officer complete chain of title from the last endorseeoriginator to the Company, together with any applicable riders, or an original lost note affidavit executed by Company in a form reasonably acceptable to Purchaser. In no event may an endorsement be a facsimile endorsement. If the Mortgage Loan was acquired by the last endorsee Company in a merger, the endorsement must be by “"[name of last endorseeCompany], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee Company while doing business under another name, the endorsement must be by “"[name of last endorsee], Company] formerly known as [previous name]”"; 2. an (b) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage, from the Company to blank, or otherwise in accordance with Purchaser's instructions, which assignment of mortgage shall, but for any blanks requested by Purchaser, be in form and substance acceptable for recording. If the Mortgage executed Loan was acquired or originated by the Company while doing business under another name, the Assignment must be by "[Company] formerly known as [previous name]". If the Mortgage Loan was acquired by the Company in blanka merger, the endorsement must be by "[Company], successor by merger to the [name of predecessor]". None of the Assignments are blanket assignments of mortgage; 3. the (c) The original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original (d) Except as provided below and for each Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Loan that is not a MERS Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by thereon; provided, that if the public recording office where such Mortgage mortgage has been delivered for recordation or such Mortgage has been lost or such public to the applicable recording office retains the original recorded Mortgagefor recordation, Company may deliver a photocopy of such Mortgage, copy together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the Company (or certified by the title insurer insuring the Mortgagecompany, the escrow agent, the Seller or the related Servicer closing attorney) stating that such Mortgage has been delivered dispatched to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee Custodian upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerCompany; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5, and deliver the original upon receipt from the appropriate recording office within 180 days of the Closing Date. With respect to each MERS Mortgage Loan, the originals original Mortgage, noting the presence of all assumptionthe MIN of the Mortgage Loans and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, modification, consolidation or extension agreementsthe original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing or a complete chain of ownership from the originator copy of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused certified by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that office in which such intervening assignment of mortgage Mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgagerecorded; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the ; (iii) an original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains executed in blank; (iv) the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicers or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, Date deliver or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form: "Pay to the order of Deutsche Bank National Trust Company, as Trustee, under the applicable agreement, without recourse," with all prior and Servicing Agreementintervening endorsements, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed originator to the Person so endorsing to the Trustee or (in the name case of not more than 1.00% of the last endorsee Mortgage Loans, by a duly qualified officer aggregate principal balance as of the last endorsee. If the Cut-off Date) a copy of such original Mortgage Loan was acquired Note with an accompanying Lost Note Affidavit executed by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Seller; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders thereto) with evidence of recording thereon xxxxxxx, and a copy, certified by the original appropriate recording office, of the recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and ; (iii) an original Assignment in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains blank; (iv) the original recorded Mortgage, Assignment or Assignments showing a photocopy complete chain of such Mortgage, together with (i) in assignment from the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that Person assigning the Mortgage to the Trustee or in blank; (v) the original recorded Mortgage or a copy copies of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original lender's title insurance policy, (or a copy of the above, in the case of any security Washington Mutual Mortgage Loans) together with all endorsements or riders 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 title policy is unavailable, a written commitment or uniform binder or preliminary report of the title issued by the title insurance or escrow company. The Seller shall promptly (and in no event later than thirty (30) Business Days, subject to extension upon a mutual agreement between the Seller and the Purchaser) following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment referred to in (iii) and (iv) above and shall execute each original Assignment referred to in clause (iii) above in the following form: "Deutsche Bank National Trust Company, as Trustee under the applicable agreement, chattel mortgage without recourse." In the event that any such Assignment is lost or equivalent document executed 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. Notwithstanding the foregoing, the Assignments referred to in connection (iii) and (iv) above shall not be required to be completed and submitted for recording with respect to any Mortgage Loan if each Rating Agency does not require recordation for such Rating Agency to assign the Mortgageinitial ratings to the Class A Certificates, if any. the Mezzanine Certificates, the Class B Certificates and the Other NIM Notes and initial shadow rating to the Insured NIM Notes, without giving effect to any insurance policy issued by the NIMS Insurer; provided, however, each Assignment referred to in (iii) and (iv) above shall be submitted for recording by the Seller, in the manner described above, at no expense to the Purchaser, Trust Fund or the Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) with respect to each Cooperative Loan, as applicablethe occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the extent not defined herein or Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and (v) if the Assignment of Proprietary Lease; 7. copies of Seller is not the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement Master Servicer and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be locatedone Assignment, the obligations occurrence of the Seller to deliver such documents shall be deemed to be satisfied upon delivery a bankruptcy, insolvency or foreclosure relating to the Purchaser or any assignee, transferee or designee of Mortgagor under the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretorelated Mortgage. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) ), Section 4(b)(iii), Section 4(b)(iv), or 4(b)(ivSection 4(b)(v) above (collectively, the "Recording Documents") 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 Seller hereunder to deliver such Recording Documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of a copy of each such Recording Document certified by the Purchaser promptly Seller 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, delivery to the Purchaser, the Trustee or their designee upon receipt thereof by or on behalf of thereof, and in any event no later than one year after the Seller Closing Date (except as provided below), of either the original or a copy of such document Recording Document certified by the applicable public recording office to be a true and complete copy of the original. In instances where, due to a delay on the event that part of the original lender’s title insurance policy has applicable recording office where any such Recording Documents have been delivered for recordation, the Recording Documents cannot yet been issuedbe delivered to the Purchaser, the Trustee or their designee within one year after the Closing Date, the Seller shall deliver to the Purchaser Purchaser, the Trustee or any assigneetheir designee within such time period an Officer's Certificate stating the date by which the Seller expects to receive such Recording Documents from the applicable recording office. If the Recording Documents have still not been received by the Seller and delivered to the Purchaser, transferee the Trustee or their designee by such date, the Seller shall deliver to the Purchaser, the Trustee or their designee by such date an additional Officer's Certificate stating a revised date by which Seller expects to receive the applicable Recording Documents. This procedure shall be repeated until the Recording Documents have been received by the Seller and delivered to the Purchaser, the Trustee or their designee. If the original or copy of the Purchaser a written commitment or interim binder or preliminary report of title issued by the lender's title insurance policy was not delivered pursuant to Section 4(b)(vi) above, the Seller shall deliver or escrow companycause to be delivered to the Purchaser, the Trustee or their designee promptly after receipt thereof, and in any event within 120 days after the Closing Date such title insurance policy. The Seller shall deliver such original title insurance policy or cause to be delivered to the Purchaser Purchaser, the Trustee or any assignee, transferee or their designee of the Purchaser promptly upon receipt by the Sellerthereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, if anyincluding, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser Purchaser, the Trustee or its assignee, transferee or their designee, if held by the Seller, shall be so held for the benefit of the Purchaser, the Trustee or their designees. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser, the Trustee or their designee. Any such original document that is not required pursuant to the terms of this Section to be a part of a Mortgage File shall be held by the Seller in its assignee, transferee or designeecapacity as Master Servicer.

Delivery of Mortgage Loan Documents. The Seller will, on or Not less than three (3) Business days prior to the related Closing Date, deliver or cause the Seller shall, with respect to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan, deliver to the Custodian the following documents: (i) The original Mortgage Note endorsed, "Pay to the order of ___________, without recourse" and signed in the name of the Seller by an authorized officer. The Mortgage Note shall include all intervening endorsements showing a complete chain of title from the originator to the Seller. (ii) The original recorded Mortgage, with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the recording office, a copy of the original Mortgage certified by the Seller to be a true copy of the original of the Mortgage which has been delivered for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is located. (iii) The original Assignment of each Mortgage, executed in blank. (iv) The original policy of title insurance (or a preliminary title report if the original title insurance policy has not been received from the title insurance company). (v) Originals of any intervening assignments of the Mortgage, with evidence of recording thereon or, if the original intervening assignment has not yet been returned from the recording office, a copy of such assignment certified by the Seller to be a true copy of the original of the assignment which has been delivered for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is located. (vi) The original Primary Insurance Policy, if any. (vii) Originals of all assumption and modification agreements, if any. (viii) An original assignment in the form of Exhibit __ attached hereto, of the related Mortgage 100sm Pledge Agreement or Parent Power(R) Agreement, as the case may be, with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original an Additional Collateral Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; Mortgage 100sm Pledge Agreement or (iiParent Power(R) in Agreement, as the case of a may be. (ix) With respect to each Additional collateral Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording officeLoan, a copy of such Mortgage the UCC-1 and an original form UCC-3, if applicable, together with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals applicable notice of all assumptionassignment to and acknowledgment by Merrill Lynch, modificationPierce, consolidation or extension agreementsFenner & Smith Incorporated, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the substantially xhe same form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if anyas Xxxxxxt __ xxxached hereto. (iix) with respect to each Cooperative LoanAn original assignment, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any A to the Pledged Asset Mortgage Servicing Agreement, of the original Mortgage Notes for which related Equity Access(R) mortgage made in connection with a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.Parent Power(R)

Delivery of Mortgage Loan Documents. Contemporaneously with the delivery of this Agreement, the Depositors delivered or caused to be delivered hereunder to the Trustee the Certificate Insurance Policy, and each Depositor has delivered to the Trustee (which may be by delivery to the Custodian on behalf of the Trustee) each of the following documents for each Mortgage Loan: (A) The Seller willoriginal Mortgage Note, on with any intervening endorsements, endorsed "Pay to the order of BankBoston, N.A., as Custodian under the Custodial Agreement dated as of May 1, 1997, without recourse" and signed, by facsimile or manual signature, in the name of the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement by a Responsible Officer, with all prior and intervening endorsements showing a complete chain of endorsement from the originator to such Originator, if the Originator from whom the Depositor acquired such Mortgage Loan was not the originator or (B) if such Mortgage Note is a Destroyed Mortgage Note, an original Destroyed Mortgage Note Affidavit together with a copy of such Mortgage Note attached thereto and, (ii) with respect to manufactured housing units, the certificate of title, if any; (b) Either: (i) the original Mortgage, with evidence of recording thereon (and, in the case of a Mortgage Loan secured by a Mortgaged Property held in an Illinois Land Trust, signed by the trustee of such Illinois Land Trust), (ii) a copy of the Mortgage certified as a true copy by a Responsible Officer of the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement (provided, however, that such Responsible Officer may complete one or more blanket certificates attaching copies of one or more Mortgages relating thereto) or by the closing attorney, or by an officer of the title insurer or agent of the title insurer which issued the related title insurance policy, or commitment therefor, if the original has been transmitted for recording until such time as the original is returned by the public recording office or (iii) a copy of the Mortgage certified by the public recording office in those instances where the original recorded Mortgage has been lost or not yet returned; (c) The original Assignment of Mortgage from the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement by assignment to "BankBoston, N.A., as Custodian under the Custodial Agreement dated as of May 1, 1997, without recourse" or in blank; any such Assignments of Mortgage may be made by blanket assignments for Mortgage Loans secured by the Mortgaged Properties located in the same county if permitted by applicable local law; (d) Except with respect to any Mortgage Loan secured by a second priority lien and having a Principal Balance not in excess of $30,000, and except with respect to those loans listed in Exhibit W, the original policy of title insurance or a true copy thereof or, if such policy has not yet been delivered by the insurer, the commitment or binder to issue same, or original documents of assurance of title; (e) All intervening assignments, if any, showing a complete chain of assignment from the originator to the applicable Originator, including any recorded warehousing assignments, with evidence of recording thereon, certified by a Responsible Officer of the applicable Originator as a true copy of the original of such intervening assignments; (f) A copy of all assumption and modification agreements, if any, certified as a true copy by a Responsible Officer of the applicable Originator; (g) If the Mortgaged Property is held in an Illinois Land Trust, the original Assignment of Beneficial Interest, or, if the trustee of such Illinois Land Trust retains such original Assignment of Beneficial Interest, a certified true copy of such Assignment of Beneficial Interest so certified by such trustee; (h) If the Mortgaged Property is held in an Illinois Land Trust, an original Reassignment of Assignment of Beneficial Interest from the applicable Originator to "BankBoston, N.A., as Custodian under the Custodial Agreement dated as of May 1, 1997, Series 1997-A" or in blank. In the event that the Mortgage Loan was acquired by the applicable Originator in a merger, the Reassignment of the Assignment of Beneficial Interest must be by "Originator, successor by merger to [name of predecessor]"; and in the event that the Mortgage Loan was acquired or originated by the applicable Originator while doing business under another name, the Reassignment of Assignment of Beneficial Interest must be by "Originator, formerly known as [previous name]"; (i) If the Mortgaged Property is held in an Illinois Land Trust, originals of all intervening Reassignments of Assignment of Beneficial Interest, showing a complete chain of assignment from the beneficiaries of such Illinois Land Trust to the applicable Originator of all of such beneficiaries' right, title, and interest in, to, and under the trust agreement with respect to such Illinois Land Trust; and (j) If the Mortgaged Property is held in an Illinois Land Trust, (A) a certified copy of the instrument creating the Illinois Land Trust, (B) a copy of the UCC-1 Financing Statement evidencing the assignment of the Mortgagor's beneficial interest in the Illinois Land Trust, with evidence of filing thereon, and (C) the original personal guaranty of the Mortgage Note, executed by each beneficiary of the Illinois Land Trust. (a) the original recorded Mortgage in those instances where a copy thereof was delivered hereunder; (b) the original recorded Assignment of Mortgage to the applicable Originator, which, together with any intervening assignments of Mortgage, evidences a complete chain of assignment from the originator to the applicable Originator in those instances where copies of such Assignments were delivered; and (c) the title insurance policy or assurance required in paragraph (d) above. The applicable Depositor shall, within five (5) Business Days after the receipt thereof, and in any event, within twelve months after the Closing Date, deliver or cause to be delivered to the Purchaser Trustee or the Custodian each document described in any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: preceding clauses (ia), (b) with respect to each Mortgage Loan and (c); provided, however, that is not if a Cooperative Loan (to the extent not defined herein or document described in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ipreceding clause (a) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note or clause (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretob) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the appropriate public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or applicable Depositor shall deliver a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where Mortgage and 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 receipted copy of the original recorded intervening assignment of mortgage; 7. if Assignment from 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy appropriate recording office prior to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator expiration of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmenttwelve-month period. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located2.04, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder Depositor shall be deemed to have been satisfied its obligations to deliver a Mortgage or Assignment of Mortgage upon delivery to the Purchaser Trustee or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or Custodian a copy of such document Mortgage or Assignment of Mortgage, as applicable, certified by the applicable public recording office to be a true and complete copy of the originalrecorded original thereof. In From time to time the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver applicable Depositor may forward or cause to be forwarded to the Purchaser Trustee or any assignee, transferee the Custodian additional original documents evidencing an assumption or designee modification of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan. All Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if documents held by the SellerTrustee or the Custodian as to each Mortgage Loan are referred to herein as the "Mortgage File". The Servicer covenants and agrees to take all action necessary or desirable under applicable state law to transfer the benefits of the lien and security interest in each manufactured or mobile home and the related Mortgaged Property to the Trustee, including, without limitation, the filing of UCC-3 assignments, notations on the certificates of title and recordation of the Assignment of Mortgage within the time periods required by this Section 2.04. Contemporaneously with the issuance of the Certificates, the Trustee shall be so held cause the Custodian to (A) endorse each Mortgage Note to the order of the Trustee for the benefit of the PurchaserCertificateholders, its assigneewhich endorsement shall be in substantially the form set forth in Section 2.04(a)(i), transferee with appropriate alterations to reflect the interest of the Trustee and the limited nature of the Custodian's interest therein as may be acceptable to the Depositors, the Servicer and the Trustee, (B) execute (or designeecomplete) each Assignment of Mortgage to the Trustee, which assignment shall be in substantially the form set forth in Section 2.04(c), with appropriate alterations to reflect the interest of the Trustee and (C) with respect to each Illinois Land Trust, execute a Reassignment of Assignment of Beneficial Interest to the Trustee for the benefit of the Certificateholders, which reassignment shall be substantially in the form set forth in Section 2.04(h), with appropriate alterations to reflect the interest of the Trustee. The Servicer shall promptly cause each Assignment of Mortgage to be recorded in the applicable recording office in the name of the Trustee. All recording required pursuant to this Section 2.04 shall be accomplished by and at the expense of the Servicer. For purposes of determining whether a signature is made on an instrument or document, stapling of an attachment shall be a sufficient affixation to cause the attachment to constitute part of the instrument or document.

Delivery of Mortgage Loan Documents. The Seller will(a) In connection with the transfer and assignment of the Mortgage Loans, on or the Originators shall, no less than three (3) Business Days prior to the Closing related Transfer Date, deliver or cause to be delivered to the Purchaser or any assigneeCollateral Agent, transferee or designee on behalf of the Purchaser Indenture Trustee (as Collateral Agent and secured party on behalf of and for the benefit of the Noteholders), a Mortgage Loan Schedule and each of the following documents for each Mortgage Loan: (i) or instruments with respect to each Mortgage Loan that so transferred or assigned: (i) the original Mortgage Note, or if such Mortgage Note is not lost, a Cooperative Loan (certified copy thereof along with a lost note affidavit in a form reasonably acceptable to the extent not defined herein or in the Pooling and Servicing AgreementIndenture Trustee, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. together with a copy of the original Mortgage Note attached (including all riders theretoprovided, that not more than 0.5% (by aggregate original principal balance) of the Mortgage Loans shall be the subject of a lost note affidavit), or certified copies thereofendorsed without recourse from the Originators to "The Chase Manhattan Bank, bearing as collateral agent for the holder of the related mortgage note from time to time"; including all intervening endorsements necessary to show showing a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”endorsement; 2. an original Assignment of Mortgage executed in blank; 3. (ii) the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the related original Mortgage with evidence of recording indicated thereon has not been returned or a copy thereof certified by the public applicable recording office office; (iii) if the original Mortgage does not show the related Originator as the mortgagor thereon, the recorded mortgage assignment, or copy thereof certified by the applicable recording office, showing a complete chain of assignment from the originator of the related Mortgage Loan to the related Originator (which assignment may, at such Originator's option, be combined with the assignment referred to in subpart (iv) hereof, in which case it must be in recordable form, but need not have been previously recorded); (iv) a mortgage assignment in recordable form (which, if acceptable for recording in the relevant jurisdiction, may be included in a blanket assignment or assignments) of each Mortgage endorsed from the related Originator to "The Chase Manhattan Bank, as collateral agent for the holder of the related mortgage note from time to time"; (v) originals of all assumption, modification and substitution agreements in those instances where such the terms or provisions of a Mortgage has or Mortgage Note have been delivered for recordation modified or such Mortgage or Mortgage Note has been lost assumed; and (vi) an original title insurance policy (or such public recording office retains the original recorded Mortgage, (A) a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate copy of the title insurer insuring the Mortgageinsurance policy, the escrow agent, the Seller or (B) a binder thereof or copy of such binder together with a certificate from the related Servicer stating Originator that such the original Mortgage has been delivered to the appropriate public recording office title insurance company that issued such binder for recordation and recordation); and (vii) if the Mortgage Loan Schedule indicates that such Mortgage Loan is a business purpose loan, an original surety agreement. In instances where the original recorded Mortgage and a completed assignment thereof in recordable form cannot be delivered by the related Originator to the Collateral Agent, on behalf of the Indenture Trustee on or prior to such Business Day prior to the related Transfer Date, due to a delay in connection with recording, the related Originator may: (x) in lieu of delivering such original recorded Mortgage, deliver to the Collateral Agent, on behalf of the Indenture Trustee, a copy thereof; provided, that the related Originator 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; and (y) in lieu of delivering the completed assignment in recordable form, deliver to the Collateral Agent, on behalf of the Indenture Trustee, the assignment in recordable form, otherwise complete except for recording information. The Collateral Agent, on behalf of the Indenture Trustee, shall promptly upon receipt thereof, with respect to each Mortgage Note described in Section 2.06(a)(i) hereof and each assignment described in Section 2.06(a)(iv) hereof, endorse such Mortgage Note and assignment in blank. (b) As promptly as practicable, but in any event within thirty (30) days from the related Transfer Date, the related Originator shall promptly submit for recording in the appropriate public office for real property records, each assignment referred to in Section 2.06(a)(iv). The Collateral Agent, on behalf of the Indenture Trustee, shall retain 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, such Originator shall promptly prepare a substitute assignment or cure such defect, as the case may be, and thereafter such Originator shall submit each such assignment for recording. The costs relating to the delivery and recordation of the documents in connection with the Mortgage certified Loans as specified in this Article II shall be borne by such public recording office the related Originator. (c) The related Originator shall, within five (5) Business Days after the receipt thereof, deliver, or cause to be a true and complete copy delivered, to the Collateral Agent, on behalf of the Indenture Trustee: (i) the original recorded Mortgage will be promptly and related power of attorney, if any, in those instances where a copy thereof certified by the related Originator was delivered to the Purchaser’s designee upon receipt thereof by Collateral Agent, on behalf of the party delivering the officer’s certificate or by the related ServicerIndenture Trustee; or (ii) in the case of a Mortgage where a public recording office retains the original recorded assignment of Mortgage or in from the case where a Mortgage is lost after recordation in a public recording officerelated Originator to the Indenture Trustee, a copy of such Mortgage which, together with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing Mortgage, evidences a complete chain of ownership assignment from the originator of the Mortgage Loan to the last assigneeIndenture Trustee, or if any in those instances where copies of such intervening assignment of mortgage has not been returned from assignments certified by the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been were delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording officeCollateral Agent, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 MortgagorIndenture Trustee, and (iii) the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy or title opinion required in Section 2.06(a)(vi) in those instances where a copy thereof certified by the form related Originator was delivered to the Collateral Agent, on behalf of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issuedIndenture Trustee. The Collateral Agent shall review the recorded assignment to confirm the information contained therein. The Collateral Agent shall notify the Indenture Trustee, the irrevocable commitment Servicer and the Note Purchaser, of any defect in such assignment based on such review. The related Originator shall have a period of fifteen (15) days following such notice to issue correct or cure such defect. In the same; provided, event that the Seller shall deliver such original title insurance policy related Originator fails to record an assignment of a Mortgage as provided herein, the Purchaser or any assigneeCollateral Agent shall, transferee or designee of at the Purchaser promptly upon receipt by the SellerServicer's expense, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect use reasonable efforts to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, prepare and, if previously endorsedrequired hereunder, signed file such assignments for recordation in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired appropriate real property or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease other records and the Assignment of Proprietary Lease to related Originator hereby appoints the originator of Collateral Agent as its attorney-in-fact with full power and authority acting in its stead for the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator purpose of such Cooperative Loan as secured partypreparation, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement execution and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmentfiling. Notwithstanding anything to the contrary contained in this Section 42.06, with respect to a maximum of approximately 1.00% of in those instances where the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has been submitted for recording but either (x) has not been returned from the applicable public recording office retains the original Mortgage, power of attorney, if any, assignment or (y) assignment of Mortgage after it has been lost recorded or such public recording office original has retained the original of such documentbeen lost, the obligations of the Seller hereunder related Originator shall be deemed to have been satisfied its obligations hereunder upon delivery to the Purchaser or any assigneeCollateral Agent, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller Indenture Trustee, of either the original or a copy of such document Mortgage, power of attorney, if any, assignment or assignment of Mortgage certified by the applicable public recording office to be a true and complete copy of the originalrecorded original thereof. From time to time the related Originator may forward, or cause to be forwarded, to the Collateral Agent, on behalf of the Indenture Trustee, additional original documents evidencing any assumption or modification of a Mortgage Loan. (d) All original documents relating to the Mortgage Loans that are not delivered to the Collateral Agent, on behalf of the Indenture Trustee, as permitted by Section 2.06(a) hereof are, and shall be, held by the Servicer or the related Originator, as the case may be, in trust for the benefit of the Indenture Trustee, on behalf of the Noteholders. In the event that any such original document is required pursuant to the terms of this Section 2.06 to be a part of a Custodial Loan File, such document shall be delivered promptly to the Collateral Agent, on behalf of the Indenture Trustee. From and after the sale of the Mortgage Loans to the Trust pursuant hereto, to the extent that the related Originator retains legal title of record to any Mortgage Loans prior to the vesting of legal title in the Trust, such title shall be retained in trust for the Trust as the owner of the Mortgage Loans, and the Indenture Trustee, as the pledgee of the Trust under the Indenture. In acting as custodian of any original lender’s title insurance policy has not yet been issueddocument which is part of the Custodial Loan Files, the Seller Servicer agrees further that it does not and will not have or assert any beneficial ownership interest in the related Mortgage Loans or the Servicer's Loan Files. Promptly upon the Servicer's receipt of any such original document, the Servicer, on behalf of the Trust, shall deliver xxxx conspicuously each such original document, and its master data processing records with a legend evidencing that the Trust has purchased the related Mortgage Loan and all right and title thereto and interest therein, and pledged such Mortgage Loan and all right and title thereto and interest therein to the Purchaser or any assigneeIndenture Trustee, transferee or designee on behalf of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeNoteholders.

Delivery of Mortgage Loan Documents. The Seller will(a) In connection with the transfer and assignment of the Mortgage Loans, on or the Originators shall, no less than three (3) Business Days prior to the Closing related Transfer Date, deliver or cause to be delivered to the Purchaser or any assigneeCollateral Agent, transferee or designee on behalf of the Purchaser Indenture Trustee (as Collateral Agent and secured party on behalf of and for the benefit of the Noteholders), a Mortgage Loan Schedule and each of the following documents for each Mortgage Loan: (i) or instruments with respect to each Mortgage Loan that so transferred or assigned: (i) the original Mortgage Note, or if such Mortgage Note is not lost, a Cooperative Loan (certified copy thereof along with a lost note affidavit in a form reasonably acceptable to the extent not defined herein or in the Pooling and Servicing AgreementIndenture Trustee, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. together with a copy of the original Mortgage Note attached (including all riders theretoprovided, that not more than 0.5% (by aggregate original principal balance) of the Mortgage Loans shall be the subject of a lost note affidavit), or certified copies thereofendorsed without recourse from the Originators to "The Chase Manhattan Bank, bearing as collateral agent for the holder of the related mortgage note from time to time"; including all intervening endorsements necessary to show showing a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”endorsement; 2. an original Assignment of Mortgage executed in blank; 3. (ii) the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the related original Mortgage with evidence of recording indicated thereon has not been returned or a copy thereof certified by the public applicable recording office office; (iii) if the original Mortgage does not show the related Originator as the mortgagor thereon, the recorded mortgage assignment, or copy thereof certified by the applicable recording office, showing a complete chain of assignment from the originator of the related Mortgage Loan to the related Originator (which assignment may, at such Originator's option, be combined with the assignment referred to in subpart (iv) hereof, in which case it must be in recordable form, but need not have been previously recorded); (iv) a mortgage assignment in recordable form (which, if acceptable for recording in the relevant jurisdiction, may be included in a blanket assignment or assignments) of each Mortgage endorsed from the related Originator to "The Chase Manhattan Bank, as collateral agent for the holder of the related mortgage note from time to time"; (v) originals of all assumption, modification and substitution agreements in those instances where such the terms or provisions of a Mortgage has or Mortgage Note have been delivered for recordation modified or such Mortgage or Mortgage Note has been lost assumed; and (vi) an original title insurance policy (or such public recording office retains the original recorded Mortgage, (A) a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate copy of the title insurer insuring the Mortgageinsurance policy, the escrow agent, the Seller or (B) a binder thereof or copy of such binder together with a certificate from the related Servicer stating Originator that such the original Mortgage has been delivered to the appropriate public recording office title insurance company that issued such binder for recordation and recordation); and (vii) if the Mortgage Loan Schedule indicates that such Mortgage Loan is a business purpose loan, an original surety agreement. In instances where the original recorded Mortgage and a completed assignment thereof in recordable form cannot be delivered by the related Originator to the Collateral Agent, on behalf of the Indenture Trustee on or prior to such Business Day prior to the related Transfer Date, due to a delay in connection with recording, the related Originator may: (x) in lieu of delivering such original recorded Mortgage, deliver to the Collateral Agent, on behalf of the Indenture Trustee, a copy thereof; provided, that the related Originator 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; and (y) in lieu of delivering the completed assignment in recordable form, deliver to the Collateral Agent, on behalf of the Indenture Trustee, the assignment in recordable form, otherwise complete except for recording information. The Collateral Agent, on behalf of the Indenture Trustee, shall promptly upon receipt thereof, with respect to each Mortgage Note described in Section 2.06(a)(i) hereof and each assignment described in Section 2.06(a)(iv) hereof, endorse such Mortgage Note and assignment in blank. (b) As promptly as practicable, but in any event within thirty (30) days from the request of the Note Purchaser, the related Originator shall promptly submit for recording in the appropriate public office for real property records, each assignment referred to in Section 2.06(a)(iv). The Collateral Agent, on behalf of the Indenture Trustee, shall retain 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, such Originator shall promptly prepare a substitute assignment or cure such defect, as the case may be, and thereafter such Originator shall submit each such assignment for recording. The costs relating to the delivery and recordation of the documents in connection with the Mortgage certified Loans as specified in this Article II shall be borne by such public recording office the related Originator. (c) The related Originator shall, within five (5) Business Days after the receipt thereof, deliver, or cause to be a true and complete copy delivered, to the Collateral Agent, on behalf of the Indenture Trustee: (i) the original recorded Mortgage will be promptly and related power of attorney, if any, in those instances where a copy thereof certified by the related Originator was delivered to the Purchaser’s designee upon receipt thereof by Collateral Agent, on behalf of the party delivering the officer’s certificate or by the related ServicerIndenture Trustee; or (ii) in the case of a Mortgage where a public recording office retains the original recorded assignment of Mortgage or in from the case where a Mortgage is lost after recordation in a public recording officerelated Originator to the Indenture Trustee, a copy of such Mortgage which, together with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing Mortgage, evidences a complete chain of ownership assignment from the originator of the Mortgage Loan to the last assigneeIndenture Trustee, or if any in those instances where copies of such intervening assignment of mortgage has not been returned from assignments certified by the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been were delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording officeCollateral Agent, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 MortgagorIndenture Trustee, and (iii) the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy or title opinion required in Section 2.06(a)(vi) in those instances where a copy thereof certified by the form related Originator was delivered to the Collateral Agent, on behalf of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issuedIndenture Trustee. The Collateral Agent shall review the recorded assignment to confirm the information contained therein. The Collateral Agent shall notify the Indenture Trustee, the irrevocable commitment Servicer and the Note Purchaser, of any defect in such assignment based on such review. The related Originator shall have a period of fifteen (15) days following such notice to issue correct or cure such defect. In the same; provided, event that the Seller shall deliver such original title insurance policy related Originator fails to record an assignment of a Mortgage as provided herein, the Purchaser or any assigneeCollateral Agent shall, transferee or designee of at the Purchaser promptly upon receipt by the SellerServicer's expense, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect use reasonable efforts to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, prepare and, if previously endorsedrequired hereunder, signed file such assignments for recordation in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired appropriate real property or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease other records and the Assignment of Proprietary Lease to related Originator hereby appoints the originator of Collateral Agent as its attorney-in-fact with full power and authority acting in its stead for the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator purpose of such Cooperative Loan as secured partypreparation, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement execution and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmentfiling. Notwithstanding anything to the contrary contained in this Section 42.06, with respect to a maximum of approximately 1.00% of in those instances where the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has been submitted for recording but either (x) has not been returned from the applicable public recording office retains the original Mortgage, power of attorney, if any, assignment or (y) assignment of Mortgage after it has been lost recorded or such public recording office original has retained the original of such documentbeen lost, the obligations of the Seller hereunder related Originator shall be deemed to have been satisfied its obligations hereunder upon delivery to the Purchaser or any assigneeCollateral Agent, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller Indenture Trustee, of either the original or a copy of such document Mortgage, power of attorney, if any, assignment or assignment of Mortgage certified by the applicable public recording office to be a true and complete copy of the originalrecorded original thereof. From time to time the related Originator may forward, or cause to be forwarded, to the Collateral Agent, on behalf of the Indenture Trustee, additional original documents evidencing any assumption or modification of a Mortgage Loan. (d) All original documents relating to the Mortgage Loans that are not delivered to the Collateral Agent, on behalf of the Indenture Trustee, as permitted by Section 2.06(a) hereof are, and shall be, held by the Servicer or the related Originator, as the case may be, in trust for the benefit of the Indenture Trustee, on behalf of the Noteholders. In the event that any such original document is required pursuant to the terms of this Section 2.06 to be a part of a Custodial Loan File, such document shall be delivered promptly to the Collateral Agent, on behalf of the Indenture Trustee. From and after the sale of the Mortgage Loans to the Trust pursuant hereto, to the extent that the related Originator retains legal title of record to any Mortgage Loans prior to the vesting of legal title in the Trust, such title shall be retained in trust for the Trust as the owner of the Mortgage Loans, and the Indenture Trustee, as the pledgee of the Trust under the Indenture. In acting as custodian of any original lender’s title insurance policy has not yet been issueddocument which is part of the Custodial Loan Files, the Seller Servicer agrees further that it does not and will not have or assert any beneficial ownership interest in the related Mortgage Loans or the Servicer's Loan Files. Promptly upon the Servicer's receipt of any such original document, the Servicer, on behalf of the Trust, shall deliver xxxx conspicuously each such original document, and its master data processing records with a legend evidencing that the Trust has purchased the related Mortgage Loan and all right and title thereto and interest therein, and pledged such Mortgage Loan and all right and title thereto and interest therein to the Purchaser or any assigneeIndenture Trustee, transferee or designee on behalf of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeNoteholders.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect the original Mortgage Note, including any riders thereto, endorsed without recourse to each Mortgage Loan that is not a Cooperative Loan (the order of blank or to “HSBC Bank USA, National Association, as Trustee” and showing to the extent not defined herein or in available to the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete related Seller an unbroken chain of endorsements from the original payeepayee thereof to the Person endorsing it to the Purchaser or any assignee, endorsed in blank, via transferee or designee of the Purchaser; (ii) The original signature, Mortgage and, if previously endorsedthe related Mortgage Loan is a MOM Loan, signed noting the presence of the MIN and language indicating that such Mortgage Loan is a MOM Loan, which shall have been recorded (or, if the original is not available, a copy), with evidence of such recording indicated thereon (or if clause (x) in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee proviso below applies, shall be in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”recordable form); 2. an original Assignment of Mortgage executed in blank; 3. (iii) the original or copy of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoiv) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. if the Mortgage Note, the Mortgage, any Assignment of MortgageAssignment, or any other related document has been signed by a Person on behalf of the Mortgagor, the original or copy of the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. (v) the original lender’s title insurance policy in the form or copy of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (iivi) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If Unless the Mortgage Loan was acquired by the last endorsee in is a mergerMERS Designated Mortgage Loan, the endorsement must assignment (either an original or a copy, which may be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, form of a blanket assignment if permitted in the Assignment of Proprietary Lease and jurisdiction in which the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(iMortgaged Property is located) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such the Mortgage Note, if available, with a lost note affidavit substantially respect to each Mortgage Loan in the form name of Exhibit 1 attached hereto. If any of the original Mortgage Notes for “HSBC Bank USA, National Association, as Trustee”, which a lost note affidavit was delivered to the Purchaser shall have been recorded (or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has been submitted for recording but either clause (x) has not been returned from in the applicable public recording office or (y) has been lost or such public recording office has retained the original of such documentproviso below applies, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the in recordable form); (vii) An original or a copy of such document certified by the applicable public recording office to be a true and complete copy all intervening assignments of the original. In Mortgage, if any, to the extent available to the Seller, with evidence of recording thereon; (viii) With respect to any first or second lien Mortgage Loan , the original policy of title insurance or mortgagee’s certificate of title insurance or commitment or binder for title insurance or, in the event that the such original lender’s title insurance policy has not yet been issuedreceived from the title insurer, such original title policy will be delivered within one year of the Closing Date or, in the event such original title policy is unavailable, a photocopy of such title policy or, in lieu thereof, a current lien search on the related Mortgaged Property; and with respect to any piggyback loan, the Seller shall deliver to the Purchaser or any assignee, transferee or designee original policy of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original mortgagee’s certificate of title insurance policy or commitment or binder for title insurance issued as to the Purchaser related first lien Mortgage Loan or, in lieu thereof, a lien search on the related Mortgaged Property that was conducted in connection with the related first lien Mortgage Loan; and (ix) Originals or any assigneecopies of all assumption, transferee modification or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreements, if any. Each original document relating to , or if such assumption, modification, consolidation or extension agreements have been lost, a Mortgage Loan which is not delivered to the Purchaser copy of such assumption, modification, consolidation or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.extension agreements;

Delivery of Mortgage Loan Documents. Contemporaneously with the delivery of this Agreement, the Depositors delivered or caused to be delivered hereunder to the Trustee the Certificate Insurance Policy, and each Depositor has delivered to the Trustee (which may be by delivery to the Custodian on behalf of the Trustee) each of the following documents for each Mortgage Loan: (A) The Seller willoriginal Mortgage Note, on with any intervening endorsements, endorsed "Pay to the order of The First National Bank of Boston, as Custodian under the Custodial Agreement dated as of March 1, 1997, without recourse" and signed, by facsimile or manual signature, in the name of the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement by a Responsible Officer, with all prior and intervening endorsements showing a complete chain of endorsement from the originator to such Originator, if the Originator from whom the Depositor acquired such Mortgage Loan was not the originator or (B) if such Mortgage Note is a Destroyed Mortgage Note, an original Destroyed Mortgage Note Affidavit together with a copy of such Mortgage Note attached thereto and, (ii) with respect to manufactured housing units, the certificate of title, if any; (b) Either: (i) the original Mortgage, with evidence of recording thereon (and, in the case of a Mortgage Loan secured by a Mortgaged Property held in an Illinois Land Trust, signed by the trustee of such Illinois Land Trust), (ii) a copy of the Mortgage certified as a true copy by a Responsible Officer of the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement (provided, however, that such Responsible Officer may complete one or more blanket certificates attaching copies of one or more Mortgages relating thereto) or by the closing attorney, or by an officer of the title insurer or agent of the title insurer which issued the related title insurance policy, or commitment therefor, if the original has been transmitted for recording until such time as the original is returned by the public recording office or (iii) a copy of the Mortgage certified by the public recording office in those instances where the original recorded Mortgage has been lost or not yet returned; (c) The original Assignment of Mortgage from the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement by assignment to "The First National Bank of Boston, as Custodian under the Custodial Agreement dated as of March 1, 1997, without recourse" or in blank; any such Assignments of Mortgage may be made by blanket assignments for Mortgage Loans secured by the Mortgaged Properties located in the same county if permitted by applicable local law; (d) Except with respect to any Mortgage Loan secured by a second priority lien and having a Principal Balance not in excess of $30,000, the original policy of title insurance or a true copy thereof or, if such policy has not yet been delivered by the insurer, the commitment or binder to issue same, or original documents of assurance of title; (e) All intervening assignments, if any, showing a complete chain of assignment from the originator to the applicable Originator, including any recorded warehousing assignments, with evidence of recording thereon, certified by a Responsible Officer of the applicable Originator as a true copy of the original of such intervening assignments; (f) A copy of all assumption and modification agreements, if any, certified as a true copy by a Responsible Officer of the applicable Originator; (g) If the Mortgaged Property is held in an Illinois Land Trust, the original Assignment of Beneficial Interest, or, if the trustee of such Illinois Land Trust retains such original Assignment of Beneficial Interest, a certified true copy of such Assignment of Beneficial Interest so certified by such trustee; (h) If the Mortgaged Property is held in an Illinois Land Trust, an original Reassignment of Assignment of Beneficial Interest from the applicable Originator to "The First National Bank of Boston, as Custodian under the Custodial Agreement dated as of March 1, 1997, Series 1997-1" or in blank. In the event that the Mortgage Loan was acquired by the applicable Originator in a merger, the Reassignment of the Assignment of Beneficial Interest must be by "Originator, successor by merger to [name of predecessor]"; and in the event that the Mortgage Loan was acquired or originated by the applicable Originator while doing business under another name, the Reassignment of Assignment of Beneficial Interest must be by "Originator, formerly known as [previous name]"; (i) If the Mortgaged Property is held in an Illinois Land Trust, originals of all intervening Reassignments of Assignment of Beneficial Interest, showing a complete chain of assignment from the beneficiaries of such Illinois Land Trust to the applicable Originator of all of such beneficiaries' right, title, and interest in, to, and under the trust agreement with respect to such Illinois Land Trust; and (j) If the Mortgaged Property is held in an Illinois Land Trust, (A) a certified copy of the instrument creating the Illinois Land Trust, (B) a copy of the UCC-1 Financing Statement evidencing the assignment of the Mortgagor's beneficial interest in the Illinois Land Trust, with evidence of filing thereon, and (C) the original personal guaranty of the Mortgage Note, executed by each beneficiary of the Illinois Land Trust. (a) the original recorded Mortgage in those instances where a copy thereof was delivered hereunder; (b) the original recorded Assignment of Mortgage to the applicable Originator, which, together with any intervening assignments of Mortgage, evidences a complete chain of assignment from the originator to the applicable Originator in those instances where copies of such Assignments were delivered; and (c) the title insurance policy or assurance required in paragraph (d) above. The applicable Depositor shall, within five (5) Business Days after the receipt thereof, and in any event, within twelve months after the Closing Date, deliver or cause to be delivered to the Purchaser Trustee or the Custodian each document described in any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: preceding clauses (ia), (b) with respect to each Mortgage Loan and (c); provided, however, that is not if a Cooperative Loan (to the extent not defined herein or document described in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ipreceding clause (a) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note or clause (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretob) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the appropriate public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or applicable Depositor shall deliver a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where Mortgage and 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 receipted copy of the original recorded intervening assignment of mortgage; 7. if Assignment from 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy appropriate recording office prior to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator expiration of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmenttwelve-month period. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located2.04, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder Depositor shall be deemed to have been satisfied its obligations to deliver a Mortgage or Assignment of Mortgage upon delivery to the Purchaser Trustee or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or Custodian a copy of such document Mortgage or Assignment of Mortgage, as applicable, certified by the applicable public recording office to be a true and complete copy of the originalrecorded original thereof. In From time to time the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver applicable Depositor may forward or cause to be forwarded to the Purchaser Trustee or any assignee, transferee the Custodian additional original documents evidencing an assumption or designee modification of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan. All Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if documents held by the SellerTrustee or the Custodian as to each Mortgage Loan are referred to herein as the "Mortgage File". The Servicer covenants and agrees to take all action necessary or desirable under applicable state law to transfer the benefits of the lien and security interest in each manufactured or mobile home and the related Mortgaged Property to the Trustee, including, without limitation, the filing of UCC-3 assignments, notations on the certificates of title and recordation of the Assignment of Mortgage within the time periods required by this Section 2.04. Contemporaneously with the issuance of the Certificates, the Trustee shall be so held cause the Custodian to (A) endorse each Mortgage Note to the order of the Trustee for the benefit of the PurchaserCertificateholders, its assigneewhich endorsement shall be in substantially the form set forth in Section 2.04(a)(i), transferee with appropriate alterations to reflect the interest of the Trustee and the limited nature of the Custodian's interest therein as may be acceptable to the Depositors, the Servicer and the Trustee, (B) execute (or designeecomplete) each Assignment of Mortgage to the Trustee, which assignment shall be in substantially the form set forth in Section 2.04(c), with appropriate alterations to reflect the interest of the Trustee and (C) with respect to each Illinois Land Trust, execute a Reassignment of Assignment of Beneficial Interest to the Trustee for the benefit of the Certificateholders, which reassignment shall be substantially in the form set forth in Section 2.04(h), with appropriate alterations to reflect the interest of the Trustee. The Servicer shall promptly cause each Assignment of Mortgage to be recorded in the applicable recording office in the name of the Trustee. All recording required pursuant to this Section 2.04 shall be accomplished by and at the expense of the Servicer. For purposes of determining whether a signature is made on an instrument or document, stapling of an attachment shall be a sufficient affixation to cause the attachment to constitute part of the instrument or document.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or; (iii) unless such Mortgage Loan is registered on the MERS System, if the original Assignment of Mortgage with evidence of recording thereon has not been returned by the public recording office where executed in blank; (iv) unless such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains Loan is a MOM Loan, the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicer or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including Note, endorsed in the following form: "Pay to the order of Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., Asset-Backed Floating Rate Certificates, Series 1996-LB1, without recourse," with all riders thereto), or certified copies thereof, bearing all prior and intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in originator to the name of Person so endorsing to the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. (ii) the original Mortgage with evidence of recording thereon; (iii) an original Assignment of Mortgage executed in blankthe following form: "Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., Asset-Backed Floating Rate Certificates, Series 1996-LB1"; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoiv) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN Assignment or Assignments of the Mortgage Loan and either language indicating that showing a complete chain of assignment from the originator to the Person assigning the Mortgage Loan is a MOM Loan or if to the Mortgage Loan was not a MOM Loan at origination, Trustee as contemplated by the immediately preceding clause (iii); (v) the original Mortgage and the assignment thereof to MERS®, with evidence or copies of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shareslender's title insurance policy, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease all endorsements or riders which were issued with or subsequent to the originator issuance of such policy, insuring the priority of the Cooperative Loan; 5. Mortgage as a first lien on the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan Mortgaged Property represented therein as secured party, each with evidence of recording thereof, evidencing the a fee interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator vested in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmentMortgagor. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon (1) delivery by or on behalf of the Seller promptly upon receipt thereof to or on behalf of the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or a copy of such document certified by the applicable Originator in the case of (x) above or the public recording office in the case of (y) above to be a true and complete copy of the recorded original thereof and (2) if such copy is certified by the Originator delivery promptly upon receipt thereof of either the original or a copy of such document certified by the public recording office to be a true and complete copy of the original. In the event that the original lender’s 's title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each Seller of any such original document relating to a title insurance policy or original Primary Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeInsurance Policy.

Delivery of Mortgage Loan Documents. The Seller will, on or No later than five Business Days prior to the related Closing Date, the Company shall deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of its agent the following documents for each Mortgage Loan: (i) Loan Documents with respect to each Mortgage Loan that to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan Schedule attached to the related Term Sheet: With respect to each Mortgage Loan which is not a Cooperative Loan Co-op Loan; (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the The original Mortgage Note (including all riders thereto)endorsed "Pay to the order of [________________], or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, without recourse," and signed via original signature, and, if previously endorsed, signed signature in the name of the last endorsee Company by an authorized officer, with all intervening endorsements showing a duly qualified officer complete chain of title from the last endorseeoriginator to the Company, together with any applicable riders, or an original lost note affidavit executed by Company in a form reasonably acceptable to Purchaser. In no event may an endorsement be a facsimile endorsement. If the Mortgage Loan was acquired by the last endorsee Company in a merger, the endorsement must be by “"[name of last endorseeCompany], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee Company while doing business under another name, the endorsement must be by “"[name of last endorsee], Company] formerly known as [previous name]”"; 2. an (ii) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage, from the Company to blank, or otherwise in accordance with Purchaser's instructions, which assignment of mortgage shall, but for any blanks requested by Purchaser, be in form and substance acceptable for recording. If the Mortgage executed Loan was acquired or originated by the Company while doing business under another name, the Assignment must be by "[Company] formerly known as [previous name]". If the Mortgage Loan was acquired by the Company in blanka merger, the endorsement must be by "[Company], successor by merger to the [name of predecessor]". None of the Assignments are blanket assignments of mortgage; 3. the (iii) The original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original (iv) Except as provided below and for each Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Loan that is not a MERS Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by thereon; provided, that if the public recording office where such Mortgage mortgage has been delivered for recordation or such Mortgage has been lost or such public to the applicable recording office retains the original recorded Mortgagefor recordation, Company may deliver a photocopy of such Mortgage, copy together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the Company (or certified by the title insurer insuring the Mortgagecompany, the escrow agent, the Seller or the related Servicer closing attorney) stating that such Mortgage has been delivered dispatched to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee Custodian upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerCompany; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5, and deliver the original upon receipt from the appropriate recording office within 180 days of the Closing Date. With respect to each MERS Mortgage Loan, the originals original Mortgage, noting the presence of all assumptionthe MIN of the Mortgage Loans and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, modification, consolidation or extension agreementsthe original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, if anyor a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded; 6. (v) Originals, or copies thereof certified by the public recording office in which such documents have been recorded, of each assumption, extension, modification, written assurance or substitution agreements, if applicable, or if the original of such document has not been returned from the applicable public recording office, a true certified copy, certified by the Company; (vi) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the originals of any all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assigneethereon, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments assignment of mortgage, the Company shall deliver or cause to be delivered to the Purchaser, a photocopy of such intervening assignment of mortgage, mortgage together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee Purchaser upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerCompany; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. (vii) The original mortgagee policy of title insurance, including riders and endorsements thereto, or if the policy has not yet been issued, (a) a written commitment or interim binder for title issued by the title insurance or escrow company dated as of the date the Mortgage NoteLoan was funded, with a statement by the title insurance company or closing attorney that the priority of the lien of the related Mortgage during the period between the date of the funding of the related Mortgage Loan and the date of the related title policy (which title policy shall be dated the date of recording of the related Mortgage, any Assignment of Mortgage, ) is insured or any other related document has been signed (b) a preliminary title report issued by a Person on behalf title insurer in anticipation of the Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s issuing a title insurance policy in which evidences existing liens and gives a preliminary opinion as to the form absence of an ALTA mortgage any encumbrance on title to the Mortgaged Property, except liens to be removed on or before purchase by the Mortgagor or which constitute customary exceptions acceptable to lenders generally; the original policy of title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser be delivered promptly upon receipt thereof by the Seller, if any; andCompany; 9. the (viii) The original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; (ix) If the Mortgage Note or Mortgage or any other material document or instrument relating to the Mortgage Loan has been signed by a person on behalf of the Mortgagor, the original or copy of power of attorney or other instrument that authorized and empowered such person to sign bearing evidence that such instrument has been recorded, if any.so required in the appropriate jurisdiction where the Mortgaged Property is located, or a copy thereof certified by the public recording office in which such instrument has been recorded or, if the original instrument has not been returned from the applicable public recording office, a true certified copy, certified by the Company; (iix) with The original Primary Mortgage Insurance Policy, if applicable With respect to each Cooperative Mortgage Loan which is not a Co-op Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the ; The original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary endorsed "Pay to show a complete chain the order of endorsements from the original payee[________________], endorsed in blank, without recourse," and signed via original signature, and, if previously endorsed, signed signature in the name of the last endorsee Company by an authorized officer, with all intervening endorsements showing a duly qualified officer complete chain of title from the last endorseeoriginator to the Company, together with any applicable riders, or an original lost note affidavit executed by Company in a form reasonably acceptable to Purchaser. In no event may an endorsement be a facsimile endorsement. If the Mortgage Loan was acquired by the last endorsee Company in a merger, the endorsement must be by “"[name of last endorseeCompany], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee Company while doing business under another name, the endorsement must be by “"[name of last endorsee], Company] formerly known as [previous name]”"; 2. (xi) The original Assignment of Proprietary Lease for each Mortgage Loan, from the Cooperative SharesSeller signed by original or by facsimile signature to __________________, together which assignment shall be in form and substance acceptable for recording (except for the recording information); (xii) the original Stock Certificate and related Stock Power, in blank, executed by the Mortgagor with such signature guaranteed and original Stock Power, in blank executed by the Stock Power related Seller; (xiii) the original Proprietary Lease and the assignment of Proprietary Lease executed by the Mortgagor in blank or if the Proprietary Lease has been assigned by the Mortgagor to the related Seller, then such Seller must execute an assignment of the assignment of Proprietary Lease in blank; 3. (xiv) the executed Security Agreement; 4. the executed Proprietary Lease original Recognition Agreement and the Assignment original assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of (xv) the original UCC Financing Statement, recorded state and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement county financing statements and the Assignment of Proprietary Leasechanges thereto; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6xvi) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Leaseestoppel letter and/or consent; 8. an executed assignment of (xvii) the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trustco op lien search; and 9. for any Cooperative Loan that has been modified or amended, (xviii) the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% guaranty of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the CutNote and Co-Off Dateop Loan, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Daysany; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 documentany security agreement or similar document executed in connection with the Co-op Loan. If the Company cannot deliver the original recorded Mortgage Loan Documents on the related Closing Date, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assigneeCompany shall, transferee or designee of the Purchaser promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser (unless the Company is delayed in making such delivery by or on behalf reason of the Seller fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of either the related Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser within such time period as specified in a Company's Officer's Certificate or, if delivery is not made by the expiration of such time period, Company shall use commercially reasonable efforts to cause delivery as soon as possible thereafter. The Company shall forward to the Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, provided, however, that the Company shall provide the Purchaser with a certified true copy of any such document submitted for recordation within two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the applicable appropriate public recording office to be a true and complete copy of the originaloriginal within ninety (90) days of its submission for recordation. In Company shall provide an original or duplicate original of the event that the original lender’s title insurance policy has not yet been issuedto Purchaser within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller Company agrees that it will cause, at its own expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS(R) System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information 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. For any Mortgage Loan that is not a MERS Mortgage Loan, the Company shall prepare the Assignments of Mortgage and shall pay to the Purchaser any recording fees or costs in transferring all original documents to the Purchaser. On the date which is two days prior to the related Closing Date (the "Scheduled Delivery Date",) the Company shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeSchedule.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where ; (iii) unless such Mortgage has been delivered for recordation or Loan is registered on the MERS System, an original Assignment of Mortgage executed in blank; (iv) unless such Mortgage has been lost or such public recording office retains Loan is a MOM Loan, the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicer or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or Not less than three (3) Business Days prior to the related Closing Date, deliver or cause the Seller shall, with respect to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan, deliver to the Custodian, the following documents: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the The original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, "Pay to the order of______ , without recourse" and signed in the name of the last endorsee Seller by a duly qualified officer of the last endorseean authorized officer. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original The Mortgage Note (including all riders thereto) bearing shall include all intervening endorsements necessary to show showing a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the TrustSeller. (ii) The original recorded Mortgage, each with evidence of recording thereofthereon, evidencing or, if the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title original Mortgage has not yet been returned from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amendedrecording office, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any copy of the original Mortgage Notes for which certified by the Seller to be a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee true copy of the Purchaser original of the Mortgage which has been delivered for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is subsequently located. (iii) The original Assignment of each Mortgage, executed in blank and in recordable form. (iv) The original policy of title insurance (or a preliminary title report if the original title insurance policy has not been received from the title insurance company). (v) Originals of any intervening assignments of the Mortgage, with evidence of recording thereon or, if the original intervening assignment has not yet been returned from the recording office, a copy of such assignment certified by the Seller to be a true copy of the original of the assignment which has been delivered for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is located. (vi) The original Primary Insurance Policy, if any. (vii) Originals of all assumption and modification agreements, if any. (viii) With respect to Additional Collateral Mortgage Loans, a copy of the Mortgage 100 Pledge Agreement or Parent Power(R) Agreement, as the case maybe. If (a) the original Mortgage Note was not delivered pursuant to clause (ii) above, (b) any intervening assignment was not delivered pursuant to clause (v) above or (c) the original title insurance policy was not delivered pursuant to clause (iv) above, the Seller shall use best reasonable efforts to promptly secure the delivery of such originals and shall cause such originals to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser Custodian promptly upon receipt thereof by or on behalf of the Seller of either the original or a copy of thereof. If any such document certified by the applicable public recording office to be a true and complete copy of the original. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not so delivered to the Purchaser or its assigneethe Custodian within two hundred seventy (270) days following the Closing Date, transferee or designeethe related Mortgage Loan shall, if held by upon the Seller, shall be so held for the benefit request of the Purchaser, its assigneebe repurchased or substituted for by the Seller at the price and in the manner specified in Section 5(c). If the Purchaser finds any document or documents constituting a part of a Mortgage File to be defective in any material respect, transferee the Purchaser shall promptly so notify the Seller. The Seller shall have a period of ninety (90) days within which to correct or designeecure any such defect. The Seller hereby covenants and agrees that, if any material defect cannot be corrected or cured, the Seller will, not later than the expiration of the applicable cure period described above, repurchase or substitute for the related Mortgage Loan at the price and in the manner set forth in Section 5(c). No Assignment of Mortgage shall be recorded so long as MLCC is the Company under the Master Servicing Agreement unless the Purchaser is required to record Assignments of Mortgage pursuant to the terms of a securitization of the Mortgage Loans.

Delivery of Mortgage Loan Documents. The Seller will(a) In connection with the transfer and assignment of the Mortgage Loans, the Sponsor shall, on or prior to before the Closing Date, deliver deliver, or cause to be delivered delivered, to the Purchaser Depositor and the Depositor shall, on or any assigneebefore the Closing Date, transferee deliver, or designee cause to be delivered, to the Custodian, as the Indenture Trustee’s designated agent (as pledgee of the Purchaser each of Issuing Entity pursuant to the Indenture), the following documents for each or instruments constituting the Mortgage Loan: (i) File with respect to each Mortgage Loan that is not so transferred or assigned (with respect to each Mortgage Loan, a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement“Mortgage File”): 1. (i) the original Mortgage Note (endorsed to “JPMorgan Chase Bank, National Association, as Indenture Trustee for the NovaStar Home Equity Loan Asset-Backed Notes, Series 2006-1,” including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements from endorsement; (ii) the related original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name mortgage with evidence of the last endorsee by recording indicated thereon or a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired copy thereof certified by the last endorsee in a mergerapplicable recording office, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If sponsor or the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed sponsor’s closing agent in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN closing of the Mortgage Loan and either language indicating that if the Mortgage Loan is a MOM Loan registered on the MERS system (as described below), such mortgage or an assignment of the mortgage will reflect MERS as the mortgagee of record and will include the MERS mortgage identification number; (iii) each intervening mortgage assignment, if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®any, with evidence of recording indicated thereon; or, or if the original is not available, a copy thereof certified by the applicable recording office, the sponsor or the sponsor’s closing agent in connection with the closing of the Mortgage Loan, showing a complete chain of assignment from the originator of the related Mortgage Loan to the sponsor (or to MERS, if the Mortgage Loan is registered on the MERS system and indicating the mortgage identification number, if the Mortgage Loan is so registered) — which assignment may, at the sponsor’s option, be combined with the assignment referred to in clause (d) below; (iv) unless the mortgage is registered on the MERS system, a mortgage assignment in recordable form, which, if acceptable for recording in the relevant jurisdiction, may be included in a blanket assignment or assignments, of each mortgage from the sponsor to the indenture trustee; (v) originals of all assumption, modification and substitution agreements in those instances where the terms or provisions of a mortgage or mortgage note have been modified or such mortgage or mortgage note has been assumed; and (vi) an original Mortgage with evidence title insurance policy or title opinion (or (A) a copy of recording thereon has not been returned by the public recording office where such Mortgage title insurance policy or title opinion or (B) the related binder, commitment or preliminary report, or copy thereof, in which case the sponsor certifies that the original mortgage has been delivered for recordation to the title insurance company that issued such binder, commitment or preliminary report). If a material defect in any Mortgage File is discovered which may materially and adversely affects the value of the related Mortgage Loan, or the interests of the Indenture Trustee or the Noteholders in such Mortgage Loan, including if any document required to be delivered to the Custodian has not been lost delivered (provided that a Mortgage File will not be deemed to contain a defect for an unrecorded assignment under clause (iii) above for 180 days following submission of the assignment if the Sponsor has submitted such assignment for recording pursuant to the terms of the following paragraph), the Sponsor shall cure such defect or repurchase the related Mortgage Loan at the Repurchase Price or substitute an Qualified Substitute Mortgage Loan for the related Mortgage Loan upon the same terms and conditions set forth in Section 5.01 of this Agreement as to the Mortgage Loans for breaches of representations and warranties. Promptly after the Closing Date in the case of each Mortgage Loan (or after the date of transfer of any Qualified Substitute Mortgage Loan), the Sponsor at its own expense shall complete and submit for recording in the appropriate public office for real property records each of the assignments referred to in clause (iii) above, with such public recording office retains assignment completed in favor of the original recorded Indenture Trustee, excluding any Mortgage Loan that is registered on the MERS System, if MERS is identified on the Mortgage, or on a properly recorded assignment of Mortgage as the mortgagee of record. While such assignment to be recorded is being recorded, the Custodian shall retain a photocopy of such assignment. If any assignment is lost or returned unrecorded to the Custodian because of any defect therein, the Sponsor is required to prepare a substitute assignment or cure such defect, as the case may be, and the Sponsor shall cause such substitute assignment to be recorded in accordance with this paragraph. In instances where an original Mortgage, together any original intervening assignment of Mortgage or an original policy of title insurance (or a commitment for title insurance) is not, in accordance with clause (iii), (iii) in the case of a delay caused or (vi) above, delivered by the public recording officeSponsor to the Custodian, an officer’s certificate on behalf of the title insurer insuring Indenture Trustee, prior to or on the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) Closing Date in the case of a Mortgage where a public recording office retains the Loan, such failure to deliver such original recorded Mortgage, original intervening assignment of Mortgage or an original policy of title insurance (or a commitment for title insurance) shall not be considered a material defect in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with File and the recording information thereon certified by such public recording office Sponsor will deliver or cause to be a true and complete copy of the original recorded Mortgage; 5. delivered the originals of all assumptionsuch documents to the Custodian, modificationon behalf of the Indenture Trustee, consolidation or extension agreements, promptly upon receipt thereof. In connection with evidence of recording thereon, if any; 6. the originals assignment of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to registered on the last assigneeMERS System, or if any such intervening assignment of mortgage has not been returned from promptly after the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) Closing Date in the case of an intervening assignment Mortgage Loan (or after the date of mortgage where a public recording office retains the original recorded intervening assignment transfer of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. if the any Qualified Substitute Mortgage NoteLoan), the MortgageSponsor further agrees that it will cause, any Assignment of Mortgageat the Sponsor’s own expense, or any other related document the MERS System to indicate that such Mortgage Loan has been signed assigned by a Person on behalf of the Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy Sponsor to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed Indenture Trustee in connection accordance with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the PurchaserNoteholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in its assigneecomputer files (a) the applicable Trustee code in the field “Trustee” which identifies the Indenture Trustee and (b) the code “NovaStar 2006-1” (or its equivalent) in the field “Pool Field” which identifies the series of the Notes issued in connection with such Mortgage Loans. The Sponsor further agrees that it will not, and will not permit the Servicer to, and the Servicer agrees that it will not, alter the codes referenced in this paragraph with respect to any such Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. Effective on the Closing Date, the Indenture Trustee, on behalf of the Noteholders, hereby acknowledges its acceptance of all right, title and interest to the Mortgage Loans and other property, existing on the Closing Date and thereafter created and conveyed to it pursuant to this Article II. The Indenture Trustee, as assignee or transferee of the Depositor, shall be entitled to all scheduled principal payments due after the Cut-off Date, all other payments of principal due and collected after the Cut-off Date, and all payments of interest on the Mortgage Loans. No scheduled payments of principal due on or designeebefore the Cut-off Date and collected after the Cut-off Date shall belong to the Depositor pursuant to the terms of this Agreement. Any late payment charges collected in connection with a Mortgage Loan shall be paid to the Servicer as provided in Section 5.15(b) hereof.

Delivery of Mortgage Loan Documents. The Seller will, on or No later than five Business Days prior to the related Closing Date, the Company shall deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of its agent the following documents for each Mortgage Loan: (i) Loan Documents with respect to each Mortgage Loan that is not a Cooperative Loan (to be purchased and sold on the extent not defined herein or in the Pooling related Closing Date and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 the related Mortgage Loan Schedule attached to this Agreement):the related Term Sheet: 1. the (a) The original Mortgage Note (including all riders thereto)endorsed "Pay to the order of Goldman Sachs Mortgage Company, or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, without recourse," and signed via original signature, and, if previously endorsed, signed xxxxxxal xxxnature in the name of the last endorsee Company by an authorized officer, with all intervening endorsements showing a duly qualified officer complete chain of title from the last endorseeoriginator to the Company, together with any applicable riders, or an original lost note affidavit executed by Company in a form reasonably acceptable to Purchaser. In no event may an endorsement be a facsimile endorsement. If the Mortgage Loan was acquired by the last endorsee Company in a merger, the endorsement must be by “"[name of last endorseeCompany], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee Company while doing business under another name, the endorsement must be by “"[name of last endorsee], Company] formerly known as [previous name]”"; 2. an (b) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage, from the Company to Goldman Sachs Mortgage executed Company, or otherwise in blankaccordance with Pxxxxxxxr's instructions, which assignment of mortgage shall, but for any blanks requested by Purchaser, be in form and substance acceptable for recording. If the Mortgage Loan was acquired or originated by the Company while doing business under another name, the Assignment must be by "[Company] formerly known as [previous name]". If the Mortgage Loan was acquired by the Company in a merger, the endorsement must be by "[Company], successor by merger to the [name of predecessor]". None of the Assignments are blanket assignments of mortgage; 3. (c) the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (d) Except as provided below and for each Mortgage Loan that is not a MERS Mortgage Loan, the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and . If in the case of each MOM connection with any Mortgage Loan that is not a MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan Company cannot deliver or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof cause to MERS®, with evidence of recording indicated thereon; or, if be delivered the original Mortgage with evidence of recording thereon has not been returned on or prior to the related 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 Company shall deliver or cause to be delivered to the Purchaser a photocopy of such Mortgage, Mortgage together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer Mortgage stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee Purchaser upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerCompany; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. With respect to each MERS Mortgage Loan, the originals original Mortgage, noting the presence of all assumptionthe MIN of the Mortgage Loans and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, modification, consolidation or extension agreementsthe original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, if anyor a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded; 6. (e) originals, or copies thereof certified by the public recording office in which such documents have been recorded, of each assumption, extension, modification, written assurance or substitution agreements, if applicable, or if the original of such document has not been returned from the applicable public recording office, a true certified copy, certified by the Company; (f) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the originals of any all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assigneethereon, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments assignment of mortgage, the Company shall deliver or cause to be delivered to the Purchaser, a photocopy of such intervening assignment of mortgage, mortgage together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee Purchaser upon receipt thereof by the party delivering the officer’s certificate or by the related ServicerCompany; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. (g) The original mortgagee policy of title insurance, including riders and endorsements thereto, or if the policy has not yet been issued, (a) a written commitment or interim binder for title issued by the title insurance or escrow company dated as of the date the Mortgage NoteLoan was funded, with a statement by the Mortgage, any Assignment of Mortgagetitle insurance company, or any other closing attorney that the priority of the lien of the related document has been signed Mortgage during the period between the date of the funding of the related Mortgage Loan and the date of the related title policy (which title policy shall be dated the date of recording of the related Mortgage) is insured or (b) a preliminary title report issued by a Person on behalf title insurer in anticipation of the Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s issuing a title insurance policy in which evidences existing liens and gives a preliminary opinion as to the form absence of an ALTA mortgage any encumbrance on title to the Mortgaged Property, except liens to be removed on or before purchase by the Mortgagor or which constitute customary exceptions acceptable to lenders generally; the original policy of title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser be delivered promptly upon receipt thereof by the Seller, if any; andCompany; 9. (h) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any.; (iii) with respect to each Cooperative Loan, as applicable, (to if the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary or Mortgage or any other material document or instrument relating to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired has been signed by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator person on behalf of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amendedMortgagor, the original or copy of power of attorney or other instrument or instruments effecting that authorized and empowered such modification or amendment. Notwithstanding anything person to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Datesign bearing evidence that such instrument has been recorded, if any original Mortgage Note referred to so required in Section 4(b)(i) above cannot be the appropriate jurisdiction where the Mortgaged Property is located, or a copy thereof certified by the obligations of the Seller to deliver public recording office in which such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Noteinstrument has been recorded or, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has been submitted for recording but either (x) instrument has not been returned from the applicable public recording office or office, a true certified copy, certified by the Company; and (yj) has been lost or such public recording office has retained The original Primary Mortgage Insurance Policy, if applicable. If the Company cannot deliver the original of such documentrecorded Mortgage Loan Documents on the related Closing Date, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assigneeCompany shall, transferee or designee of the Purchaser promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser (unless the Company is delayed in making such delivery by or on behalf reason of the Seller fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of either the related Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser within such time period as specified in a Company's Officer's Certificate or, if delivery is not made by the expiration of such time period, Company shall use commercially reasonable efforts to cause delivery as soon as possible thereafter. The Company shall forward to the Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, provided, however, that the Company shall provide the Purchaser with a certified true copy of any such document submitted for recordation within two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the applicable appropriate public recording office to be a true and complete copy of the originaloriginal within ninety (90) days of its submission for recordation. In the event that the Company shall provide an original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee duplicate original of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee within ninety (90) days of the Purchaser promptly upon receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered Company to the Purchaser in accordance with this Agreement by including (or its assigneedeleting, transferee or designee, if held in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the SellerMERS(R) System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information 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. For any Mortgage Loan that is not a MERS Mortgage Loan, the Company shall be so held for prepare the benefit Assignments of Mortgage and shall pay to the Purchaser any recording fees or costs in transferring all original documents to the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. Contemporaneously with the delivery of this Agreement, the Depositors delivered or caused to be delivered hereunder to the Trustee the Certificate Insurance Policy, and each Depositor has delivered to the Trustee (which may be by delivery to the Custodian on behalf of the Trustee) each of the following documents for each Mortgage Loan: (A) The Seller willoriginal Mortgage Note, on with any intervening endorsements, endorsed "Pay to the order of BankBoston, N.A., as Custodian under the Custodial Agreement dated as of June 1, 1997, without recourse" and signed, by facsimile or manual signature, in the name of the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement by a Responsible Officer, with all prior and intervening endorsements showing a complete chain of endorsement from the originator to such Originator, if the Originator from whom the Depositor acquired such Mortgage Loan was not the originator or (B) if such Mortgage Note is a Destroyed Mortgage Note, an original Destroyed Mortgage Note Affidavit together with a copy of such Mortgage Note attached thereto and, (ii) with respect to manufactured housing units, the certificate of title, if any; (b) Either: (i) the original Mortgage, with evidence of recording thereon (and, in the case of a Mortgage Loan secured by a Mortgaged Property held in an Illinois Land Trust, signed by the trustee of such Illinois Land Trust), (ii) a copy of the Mortgage certified as a true copy by a Responsible Officer of the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement (provided, however, that such Responsible Officer may complete one or more blanket certificates attaching copies of one or more Mortgages relating thereto) or by the closing attorney, or by an officer of the title insurer or agent of the title insurer which issued the related title insurance policy, or commitment therefor, if the original has been transmitted for recording until such time as the original is returned by the public recording office or (iii) a copy of the Mortgage certified by the public recording office in those instances where the original recorded Mortgage has been lost or not yet returned; (c) The original Assignment of Mortgage from the Originator transferring such Mortgage Loan to the applicable Depositor pursuant to the Transfer Agreement by assignment to "BankBoston, N.A., as Custodian under the Custodial Agreement dated as of June 1, 1997, without recourse" or in blank; any such Assignments of Mortgage may be made by blanket assignments for Mortgage Loans secured by the Mortgaged Properties located in the same county if permitted by applicable local law; (d) Except with respect to any Mortgage Loan secured by a second priority lien and having a Principal Balance not in excess of $50,000 and listed in Exhibit W, the original policy of title insurance or a true copy thereof or, if such policy has not yet been delivered by the insurer, the commitment or binder to issue same, or original documents of assurance of title; (e) All intervening assignments, if any, showing a complete chain of assignment from the originator to the applicable Originator, including any recorded warehousing assignments, with evidence of recording thereon, certified by a Responsible Officer of the applicable Originator as a true copy of the original of such intervening assignments; (f) A copy of all assumption and modification agreements, if any, certified as a true copy by a Responsible Officer of the applicable Originator; (g) If the Mortgaged Property is held in an Illinois Land Trust, the original Assignment of Beneficial Interest, or, if the trustee of such Illinois Land Trust retains such original Assignment of Beneficial Interest, a certified true copy of such Assignment of Beneficial Interest so certified by such trustee; (h) If the Mortgaged Property is held in an Illinois Land Trust, an original Reassignment of Assignment of Beneficial Interest from the applicable Originator to "BankBoston, N.A., as Custodian under the Custodial Agreement dated as of June 1, 1997, Series 1997-2" or in blank. In the event that the Mortgage Loan was acquired by the applicable Originator in a merger, the Reassignment of the Assignment of Beneficial Interest must be by "Originator, successor by merger to [name of predecessor]"; and in the event that the Mortgage Loan was acquired or originated by the applicable Originator while doing business under another name, the Reassignment of Assignment of Beneficial Interest must be by "Originator, formerly known as [previous name]"; (i) If the Mortgaged Property is held in an Illinois Land Trust, originals of all intervening Reassignments of Assignment of Beneficial Interest, showing a complete chain of assignment from the beneficiaries of such Illinois Land Trust to the applicable Originator of all of such beneficiaries' right, title, and interest in, to, and under the trust agreement with respect to such Illinois Land Trust; and (j) If the Mortgaged Property is held in an Illinois Land Trust, (A) a certified copy of the instrument creating the Illinois Land Trust, (B) a copy of the UCC-1 Financing Statement evidencing the assignment of the Mortgagor's beneficial interest in the Illinois Land Trust, with evidence of filing thereon, and (C) the original personal guaranty of the Mortgage Note, executed by each beneficiary of the Illinois Land Trust. (a) the original recorded Mortgage in those instances where a copy thereof was delivered hereunder; (b) the original recorded Assignment of Mortgage to the applicable Originator, which, together with any intervening assignments of Mortgage, evidences a complete chain of assignment from the originator to the applicable Originator in those instances where copies of such Assignments were delivered; and (c) the title insurance policy or assurance required in paragraph (d) above. The applicable Depositor shall, within five (5) Business Days after the receipt thereof, and in any event, within twelve months after the Closing Date, deliver or cause to be delivered to the Purchaser Trustee or the Custodian each document described in any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: preceding clauses (ia), (b) with respect to each Mortgage Loan and (c); provided, however, that is not if a Cooperative Loan (to the extent not defined herein or document described in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ipreceding clause (a) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note or clause (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretob) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the appropriate public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or applicable Depositor shall deliver a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where Mortgage and 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 receipted copy of the original recorded intervening assignment of mortgage; 7. if Assignment from 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy appropriate recording office prior to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator expiration of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmenttwelve-month period. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located2.04, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder Depositor shall be deemed to have been satisfied its obligations to deliver a Mortgage or Assignment of Mortgage upon delivery to the Purchaser Trustee or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller of either the original or Custodian a copy of such document Mortgage or Assignment of Mortgage, as applicable, certified by the applicable public recording office to be a true and complete copy of the originalrecorded original thereof. In From time to time the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver applicable Depositor may forward or cause to be forwarded to the Purchaser Trustee or any assignee, transferee the Custodian additional original documents evidencing an assumption or designee modification of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan. All Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if documents held by the SellerTrustee or the Custodian as to each Mortgage Loan are referred to herein as the "Mortgage File". The Servicer covenants and agrees to take all action necessary or desirable under applicable state law to transfer the benefits of the lien and security interest in each manufactured or mobile home and the related Mortgaged Property to the Trustee, including, without limitation, the filing of UCC-3 assignments, notations on the certificates of title and recordation of the Assignment of Mortgage within the time periods required by this Section 2.04. Contemporaneously with the issuance of the Certificates, the Trustee shall be so held cause the Custodian to (A) endorse each Mortgage Note to the order of the Trustee for the benefit of the PurchaserCertificateholders, its assigneewhich endorsement shall be in substantially the form set forth in Section 2.04(a)(i), transferee with appropriate alterations to reflect the interest of the Trustee and the limited nature of the Custodian's interest therein as may be acceptable to the Depositors, the Servicer and the Trustee, (B) execute (or designeecomplete) each Assignment of Mortgage to the Trustee, which assignment shall be in substantially the form set forth in Section 2.04(c), with appropriate alterations to reflect the interest of the Trustee and (C) with respect to each Illinois Land Trust, execute a Reassignment of Assignment of Beneficial Interest to the Trustee for the benefit of the Certificateholders, which reassignment shall be substantially in the form set forth in Section 2.04(h), with appropriate alterations to reflect the interest of the Trustee. The Servicer shall promptly cause each Assignment of Mortgage to be recorded in the applicable recording office in the name of the Trustee. All recording required pursuant to this Section 2.04 shall be accomplished by and at the expense of the Servicer. For purposes of determining whether a signature is made on an instrument or document, stapling of an attachment shall be a sufficient affixation to cause the attachment to constitute part of the instrument or document.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each the original Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein Note, endorsed in blank or in the Pooling following form “Pay to the order of Xxxxx Fargo Bank, N.A., as Trustee under the applicable agreement, without recourse,” with all prior and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in originator to the name of Person so endorsing to the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders theretonoting 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 thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that ; (iii) unless the Mortgage Loan is a MOM Loan or if registered on the Mortgage Loan was not a MOM Loan at originationMERS® System, the an original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains Assignment in blank; (iv) the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller Assignment or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing Assignments showing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing Person assigning the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator Mortgage to the TrustTrustee (or to MERS if the Mortgage Loan is registered on the MERS® System and noting the presence of MIN) as contemplated by the immediately preceding clause (iii); and 9. for any Cooperative Loan that has been modified or amended, (v) the original instrument or instruments effecting such copies of each assumption, modification or amendmentsubstitution agreement, if any. Notwithstanding anything to the contrary contained in this Section 4, with With respect to a maximum of approximately 1.002.0% of the Original Mortgage Loans, by aggregate outstanding principal balance of the Original Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 H attached heretoto the Pooling and Servicing Agreement. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or within three Business Days. If any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document documents referred to in Section Sections 4(b)(ii), (iii) or 4(b)(iv(iv) above has 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 Seller hereunder to deliver such documents shall be deemed to have been be satisfied upon (1) delivery to the Purchaser of a copy of each such document certified by RFC in the case of (x) above or any assigneethe 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 RFC, transferee or designee of delivery to the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller Notice shall deliver be provided to the Purchaser or any assignee, transferee or designee of and the Purchaser a written commitment or interim binder or preliminary report of title issued Trustee by the title insurance or escrow companySeller if delivery pursuant to clause (2) above will be made more than 180 days after the Closing Date. The Seller shall deliver such original title insurance policy or cause to the Purchaser or any assignee, transferee or designee of be delivered to the Purchaser 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. Except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, the Seller shall (at the expense of RFC) promptly (within sixty Business Days following the later of the Closing Date and the date of receipt by the SellerSeller of the recording information for a Mortgage, if anybut in no event later than ninety days following the Closing Date) submit or cause to be submitted for recording, at no expense to the Trust Fund, the Trustee or the Purchaser, in the appropriate public office for real property records, each Assignment referred to in Sections 4(b)(iii) and (iv) above and the Seller shall execute each original Assignment or cause each original Assignment to be executed in the following form: “Xxxxx Fargo Bank, N.A., as Trustee under the applicable agreement.” 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. Notwithstanding the foregoing, however, 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 or the Purchaser 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, the Seller shall submit or cause to be submitted each Assignment for recording in the manner described above, except with respect to any Mortgage Loan for which MERS is identified on the Mortgage, at the expense of RFC and at no expense to the Trust Fund or the Trustee, upon the earliest to occur of: (i) written direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Servicer, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement, (v) 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 receipt of written notice that recording of the Assignments is required pursuant to one or more of the conditions set forth in the preceding sentence, the Seller shall be required to deliver such Assignments or shall cause such Assignments to be delivered within 30 days following receipt of such notice. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (Note, including all any riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in with all prior and intervening endorsements showing a complete chain of endorsement from the name of originator to the last endorsee by a duly qualified officer of Person so endorsing to the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (or a certified copy thereof, including all any riders thereto) , with evidence of recording thereon thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where ; (iii) unless such Mortgage has been delivered for recordation or Loan is registered on the MERS System, an original Assignment of Mortgage executed in blank; (iv) unless such Mortgage has been lost or such public recording office retains Loan is a MOM Loan, the original recorded Mortgage, a photocopy Assignment or Assignments of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, or a certified copy or copies thereof, showing a complete chain of assignment from the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered originator to the appropriate public recording office for recordation and that last Person assigning the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (v) the originals original or copies of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereonsubstitution agreement, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (ivi) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy policy, 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 second lien on the Mortgaged Property represented therein as a fee interest vested in the form of an ALTA mortgage title insurance policy or, if Mortgagor; (vii) the original lender’s title insurance policy has not been issued, of any guarantee executed in connection with the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the SellerMortgage Note, if any; and 9. (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee. In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Seller further agrees that it will cause, at the Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser and by the Purchaser to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Seller further agrees that it will not, and will not permit the Servicers or the Master Servicer to 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 or the Pooling and Servicing Agreement.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.001.0% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note Note, endorsed in one of the following forms: (including i) in blank, (ii) "Pay to the order of Norwest Bank Minnesota, National Association, as Trustee, without recourse," (ii) "Pay to the order of Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., Series 1996-LB3, without recourse" or (iii) "Pay to the order of Norwest Bank Minnesota, National Association, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., Series 1997-LB1, without recourse, in each case with all riders thereto), or certified copies thereof, bearing all prior and intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed originator to the Person so endorsing in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known form as [previous name]”provided above; 2. an original Assignment of Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (ii) the original Mortgage (including all riders thereto) with evidence of recording thereon thereon, and a copy, certified by the original appropriate recording office, of the recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the ; (iii) an original Mortgage, noting the presence of the MIN Assignment of the Mortgage Loan and either language indicating that executed in one of the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS®, with evidence of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with following forms: (i) in blank, (ii) "Norwest Bank Minnesota, National Association, as Trustee", (iii) "Norwest Bank Minnesota, National Association, as Trustee for the case registered holders of a delay caused by Salomon Brothers Mortgage Securities VII, Inc., Series 1996- LB3" or (iv) "Norwest Bank Minnesota, National Association, as Trustee for the public recording officeregistered holders of Salomon Brothers Mortgage Securities VII, an officer’s certificate of the title insurer insuring the MortgageInc., the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that Series 1997- LB1"; (iv) the original recorded Mortgage Assignment or a copy of such Mortgage certified by such public recording office to be a true and complete copy Assignments of the original recorded Mortgage will be promptly delivered showing a complete chain of assignment from the originator to the Purchaser’s designee upon receipt thereof Person assigning the Mortgage to the Trustee or in blank as contemplated by the party delivering the officer’s certificate or by the related Servicer; or immediately preceding clause (iic); (v) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy copies of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreementlender's title insurance policy, chattel mortgage together with all endorsements or equivalent document executed in connection riders which were issued with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (or subsequent to the extent not defined herein 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 is unavailable, a written commitment or uniform binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall promptly (and in no event later than thirty (30) Business Days, subject to extension upon a mutual agreement between the Seller and the Trustee, following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the Purchaser (or the Trust Fund or the Trustee under the Pooling and Servicing Agreement), capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured partyappropriate public office for real property records, each with evidence Assignment referred to in clauses (b)(iii) and (b)(iv) of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendment. Notwithstanding anything to the contrary contained in this Section 4, with respect to . In the event that any such Assignment is lost or returned unrecorded because of a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be locateddefect therein, the obligations of Seller promptly shall prepare a substitute Assignment or cure such defect, as the Seller to deliver case may be, and thereafter cause each such documents shall be deemed Assignment to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached heretoduly recorded. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii), 4(b)(iii) or 4(b)(iv) 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 Seller hereunder shall be deemed to have been satisfied upon (1) delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a copy of each such document certified by the Seller 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 delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s 's title insurance policy has was not yet been issueddelivered pursuant to Section 4(vi) above, the Seller shall deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee transferree or designee of the Purchaser promptly upon receipt by the Seller, if anySeller of any such original title insurance policy. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.

Delivery of Mortgage Loan Documents. The Seller will, on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of the following documents for each Mortgage Loan: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including Note, endorsed in the following form: "Pay to the order of Bankers Trust Company, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., Asset-Backed Floating Rate Certificates, Series 1996-5, without recourse," with all riders thereto), or certified copies thereof, bearing all prior and intervening endorsements necessary to show showing a complete chain of endorsements endorsement from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in originator to the name of Person so endorsing to the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”Trustee; 2. (ii) the original Mortgage with evidence of recording thereon; (iii) an original Assignment of Mortgage executed in blankthe following form: "Bankers Trust Company, as Trustee for the registered holders of Salomon Brothers Mortgage Securities VII, Inc., Asset-Backed Floating Rate Certificates, Series 1996-5"; 3. the original of any guarantee executed in connection with the Mortgage Note, if any; 4. the original Mortgage (including all riders theretoiv) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and in the case of each MOM Loan, the original Mortgage, noting the presence of the MIN Assignment or Assignments of the Mortgage Loan and either language indicating that showing a complete chain of assignment from the originator to the Person assigning the Mortgage Loan is a MOM Loan or if to the Mortgage Loan was not a MOM Loan at origination, Trustee as contemplated by the immediately preceding clause (iii); (v) the original Mortgage and the assignment thereof to MERS®, with evidence or copies of recording indicated thereon; or, if the original Mortgage with evidence of recording thereon has not been returned by the public recording office where such Mortgage has been delivered for recordation or such Mortgage has been lost or such public recording office retains the original recorded Mortgage, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. the originals of all each assumption, modification, consolidation written assurance or extension agreements, with evidence of recording thereon, if any; 6. the originals of any intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments of mortgage, a photocopy of such intervening assignment of mortgage, together with (i) in the case of a delay caused by the public recording office, an officer’s certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. 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 original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Sellersubstitution agreement, if any; and 9. (vi) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. (ii) with respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shareslender's title insurance policy, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease all endorsements or riders that were issued with or subsequent to the originator issuance of such policy, insuring the priority of the Cooperative Loan; 5. Mortgage as a first lien on the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan Mortgaged Property represented therein as secured party, each with evidence of recording thereof, evidencing the a fee interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator vested in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amended, the original instrument or instruments effecting such modification or amendmentMortgagor. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to by or on behalf of the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by to or on behalf of the Seller 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. In the event that the original lender’s 's title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each Seller of any such original document relating to a title insurance policy or original Primary Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designeeInsurance Policy.

Delivery of Mortgage Loan Documents. The Seller willNo later than five Business Days prior to the related Closing Date (or (i) in the case of the initial purchase of Mortgage Loans and the related original Mortgage Notes only, on or prior to before the initial Closing Date, and (ii) in all other cases, such lesser period as agreed to in writing by the Purchaser and the Originators), the Originators shall deliver or cause to be delivered to the Purchaser Purchaser, or any assigneeits Custodian, transferee or designee of the Purchaser each of as agent, the following documents for each Mortgage Loan: (i) Loan Documents with respect to each Mortgage Loan that is not a Cooperative Loan (to be purchased and sold on the extent not defined herein or in the Pooling related Closing Date and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 the related Mortgage Loan Schedule delivered to this Agreement):the Purchaser or attached to the related Term Sheet: 1. the (a) The original Mortgage Note (including all riders thereto)endorsed "Pay to the order of JPMorgan Chase Bank, or certified copies thereofas collateral agent for the holder of the related Mortgage Note from time to time, bearing all intervening endorsements necessary to show a complete chain of endorsements from the original payee, endorsed in blank, without recourse," and signed via original signature, and, if previously endorsed, signed signature in the name of the last endorsee applicable Originator by an authorized officer, with all intervening endorsements showing a duly qualified officer complete chain of the last endorseetitle, together with any applicable riders. In no event may an endorsement be a facsimile endorsement. If the Mortgage Loan was acquired by the last endorsee an Originator in a merger, the endorsement must be by “"[name of last endorseeOriginator], successor by merger to the [name of predecessor]”". If the Mortgage Loan was acquired or originated by the last endorsee an Originator while doing business under another name, the endorsement must be by “"[name of last endorsee], Originator] formerly known as [previous name]”". None of the Mortgage Notes may be in the form of a lost note affidavit; 2. an (b) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original Assignment of Mortgage, from the applicable Originator to "JPMorgan Chase Bank, as collateral agent for the holder of the related Mortgage executed Note from time to time," or otherwise in blankaccordance with Purchaser's instructions, which assignment of mortgage shall, but for any blanks requested by Purchaser, be in form and substance acceptable for recording. If the Mortgage Loan was acquired or originated by an Originator while doing business under another name, the Assignment must be by "[Originator] formerly known as [previous name]". If the Mortgage Loan was acquired by an Originator in a merger, the endorsement must be by "[Originator], successor by merger to the [name of predecessor]". None of the Assignments are blanket assignments of mortgage; 3. (c) the original of any guarantee executed in connection with the Mortgage Note, if any; 4. (d) Except as provided below and for each Mortgage Loan that is not a MERS Mortgage Loan, the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and . If in the case of each MOM connection with any Mortgage Loan that is not a MERS Mortgage Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan Originators cannot deliver or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof cause to MERS®, with evidence of recording indicated thereon; or, if be delivered the original Mortgage with evidence of recording thereon has not been returned on or prior to the related 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 Servicer shall deliver or cause to be delivered to the Purchaser a photocopy of such Mortgage, Mortgage together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer Mortgage stating that such Mortgage has been delivered to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee Purchaser upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. With respect to each MERS Mortgage Loan, the originals original Mortgage, noting the presence of all assumptionthe MIN of the Mortgage Loans and either language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, modification, consolidation or extension agreementsthe original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, if anyor a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded; 6. (e) originals, or copies thereof certified by the public recording office in which such documents have been recorded, of each assumption, extension, modification, written assurance or substitution agreements, if applicable, or if the original of such document has not been returned from the applicable public recording office, a true certified copy, certified by the Servicer; (f) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the originals of any all intervening assignments of mortgage with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assigneethereon, or if any such intervening assignment of mortgage has not been returned from the applicable public recording office or has been lost or if such public recording office retains the original recorded intervening assignments assignment of mortgage, the Servicer shall deliver or cause to be delivered to the Purchaser, a photocopy of such intervening assignment of mortgage, mortgage together with (i) in the case of a delay caused by the public recording office, an officer’s certificate Officer's Certificate of the title insurer insuring the Mortgage, the escrow agent, the Seller or the related Servicer Mortgage stating that such intervening assignment of mortgage has been delivered to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee Purchaser upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage; 7. (g) The original mortgagee policy of title insurance, including riders and endorsements thereto, or if the policy has not yet been issued, (a) a written commitment or interim binder for title issued by the title insurance or escrow company dated as of the date the Mortgage NoteLoan was funded, with a statement by the Mortgage, any Assignment of Mortgagetitle insurance company, or any other closing attorney that the priority of the lien of the related document has been signed Mortgage during the period between the date of the funding of the related Mortgage Loan and the date of the related title policy (which title policy shall be dated the date of recording of the related Mortgage) is insured or (b) a preliminary title report issued by a Person on behalf title insurer in anticipation of the Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s issuing a title insurance policy in which evidences existing liens and gives a preliminary opinion as to the form absence of an ALTA mortgage any encumbrance on title to the Mortgaged Property, except liens to be removed on or before purchase by the Mortgagor or which constitute customary exceptions acceptable to lenders generally; the original policy of title insurance policy or, if the original lender’s title insurance policy has not been issued, the irrevocable commitment to issue the same; provided, that the Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser be delivered promptly upon receipt thereof by the Seller, if any; andServicer. 9. (h) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any.; and (iii) with respect to each Cooperative Loan, as applicable, (to if the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary or Mortgage or any other material document or instrument relating to show a complete chain of endorsements from the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired has been signed by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Agreement; 4. the executed Proprietary Lease and the Assignment of Proprietary Lease to the originator person on behalf of the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trust; and 9. for any Cooperative Loan that has been modified or amendedMortgagor, the original or copy of power of attorney or other instrument or instruments effecting that authorized and empowered such modification or amendment. Notwithstanding anything person to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Datesign bearing evidence that such instrument has been recorded, if any original Mortgage Note referred to so required in Section 4(b)(i) above cannot be the appropriate jurisdiction where the Mortgaged Property is located, or a copy thereof certified by the obligations of the Seller to deliver public recording office in which such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Noteinstrument has been recorded or, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii) or 4(b)(iv) above has been submitted for recording but either (x) instrument has not been returned from the applicable public recording office or office, a true certified copy, certified by the Servicer. (yj) has been lost or such public recording office has retained The original Primary Mortgage Insurance Policy, if applicable. If the Originators cannot deliver the original of such documentrecorded Mortgage Loan Documents on the related Closing Date, the obligations of the Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assigneeOriginators shall, transferee or designee of the Purchaser promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or, upon Purchaser's request, its designee (unless the Originators are delayed in making such delivery by or on behalf reason of the Seller fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of either the related Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Servicer shall deliver such document to Purchaser, or upon Purchaser's request, its designee, within such time period as specified in an Officer's Certificate of the Servicer. In the event that documents have not been received by the date specified in the Officer's Certificate of the Servicer, a subsequent Officer's Certificate of the Servicer shall be delivered by such date specified in the prior Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days of the related Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of execution of the related Term Sheet, the Originators shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 7.03 hereof. The Servicer shall forward to the Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, provided, however, that the Servicer shall provide the Purchaser with a certified true copy of any such document submitted for recordation within two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the applicable appropriate public recording office to be a true and complete copy of the originaloriginal within ninety (90) days of its submission for recordation. In the event that the The Servicer shall provide an original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee duplicate original of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to Purchaser or, upon Purchaser's request, its designee, within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. If the Purchaser or discovers any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating defect with respect to a Mortgage File, the Purchaser shall give prompt written specification of such defect to the Originators, and the Originators shall cure or repurchase such Mortgage Loan which is not delivered in accordance with Section 7.03. In addition, in connection with the assignment of any MERS Mortgage Loan, the Originators agree that they will cause, at their own expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Originators to the Purchaser in accordance with this Agreement by including (or its assigneedeleting, transferee or designee, if held in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the SellerMERS(R) System to identify the Purchaser of such Mortgage Loans. The Originators further agree that they will not alter the information 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. For any Mortgage Loan that is not a MERS Mortgage Loan, the Servicer shall be so held prepare the Assignments of Mortgage and shall pay to the Purchaser a Recording Fee for the benefit each Mortgage Loan in connection with Purchaser's recordation of the Purchaser, its assignee, transferee or designeeAssignments of Mortgage.

Delivery of Mortgage Loan Documents. The Seller willWith respect to each Mortgage Loan identified in the Group I Mortgage Loan Schedule and the Group II Mortgage Loan Schedule, the Depositor has delivered and released, or will cause to be delivered and released, to the Custodian on or prior to the Closing Date, deliver or cause to be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser each of Date the following documents for each Mortgage Loanitems: (i) with respect to each Mortgage Loan that is not a Cooperative Loan (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(i) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the The original Mortgage Note (including all riders thereto), or certified copies thereof, bearing all intervening endorsements necessary to show a complete chain of endorsements from form the original payeepayee to the Seller, endorsed in blank, via original signature, and, if previously endorsed, at the direction of the Depositor either (1) "Pay to the order of ”-------“, without recourse," or (2) in blank and signed in the name of the last endorsee applicable Seller by a duly qualified officer an authorized officer. To the extent that there is no space on the face of the last Mortgage Notes for endorsements, the endorsement may be contained on an allonge, if state law so allows and the Depositor is so advised by the Seller that state law so allows; (ii) If the Mortgage Loan is not a MERS Mortgage Loan, the original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording. The Mortgage shall be assigned, at the direction of the Depositor either (1) to “[name of endorsee]” or (2) with assignee's name left blank. The Assignment of Mortgage must be duly recorded only on the direction of the Depositor. If the Mortgage Loan was acquired by the last endorsee Servicer in a merger, the endorsement Assignment of Mortgage must be made by “[name of last endorsee]PHH Mortgage Corporation, successor by merger to [name of predecessor]”. .” If the Mortgage Loan was acquired or originated by the last endorsee Servicer while doing business under another name or under an assumed name, the endorsement Assignment must be by “[name of last endorsee], PHH Mortgage Corporation formerly known as [previous name]” or “[PHH Mortgage Corporation dba ______________, ]”;, respectively. With respect to each Mortgage Loan identified in Group I Mortgage Loan Schedule and the Group II Mortgage Loan Schedule, the Depositor has delivered and released, or will cause to be delivered and released, to the Custodian within 120 days of the Closing Date the following items: 2. an original Assignment of (i) For each Mortgage executed in blank; 3. the original of any guarantee executed in connection with the Loan that is not a MERS Mortgage NoteLoan, if any; 4. the original Mortgage (including all riders thereto) with evidence of recording thereon and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon, and . If in the case of each MOM connection with any Mortgage Loan, the original Mortgage, noting the presence of the MIN of the Mortgage Loan and either language indicating that the Mortgage Loan is a MOM Loan Servicer cannot deliver or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof cause to MERS®, with evidence of recording indicated thereon; or, if be delivered the original Mortgage with evidence of recording thereon has not been returned 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 Servicer shall deliver or cause to be delivered to the Custodian, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an officerOfficer’s certificate Certificate of the Servicer (or certified by the title insurer insuring the Mortgagecompany, the escrow agent, the Seller or the related Servicer closing attorney) stating that such Mortgage has been delivered dispatched to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Purchaser’s designee Custodian upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage with the recording information thereon certified by such public recording office to be a true and complete copy of the original recorded Mortgage; 5. (ii) to the originals extent applicable, the original of each power of attorney, surety agreement or guaranty agreement with respect to such Mortgage Loan; (iii) Originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon, if any; 6. the originals of any executed intervening assignments of mortgage the Mortgage, with evidence of recording thereon evidencing a complete chain of ownership from the originator of the Mortgage Loan to the last assignee. If in connection with any Mortgage Loan, the Servicer cannot deliver or if any such cause to be delivered an original intervening assignment with evidence of mortgage has not been returned from recording thereon on or prior to the applicable Closing Date because of a delay caused by the public recording office where such assignment has been delivered for recordation or because such assignment has been lost or if because such public recording office retains the original recorded intervening assignments of mortgageassignment, the Servicer shall deliver or cause to be delivered to the Custodian, a photocopy of such intervening assignment of mortgageassignment, together with (i) in the case of a delay caused by the public recording office, an officerOfficer’s certificate Certificate of the Servicer (or certified by the title insurer insuring the Mortgagecompany, the escrow agent, the Seller or the related Servicer closing attorney) stating that such intervening assignment of mortgage has been delivered dispatched to the appropriate public recording office for recordation and that such the original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Purchaser’s designee upon receipt thereof by the party delivering the officer’s certificate or by the related Servicer; or (ii) in the case of an intervening assignment of mortgage where a public recording office retains the original recorded intervening assignment of mortgage or in the case where an intervening assignment of mortgage is lost after recordation in a public recording office, a copy of such intervening assignment of mortgage with recording information thereon certified by such public recording office to be a true and complete copy of the original recorded intervening assignment will be promptly delivered to the Custodian upon receipt thereof by the Servicer; or (ii) in the case of mortgagean assignment where a public recording office retains the original recorded assignment or in the case where an assignment is lost after recordation in a public recording office, a copy of such assignment certified by such public recording office to be a true and complete copy of the original recorded assignment; 7. (iv) Originals of all assumption, modification and substitution agreements, if the Mortgage Noteany, the Mortgage, any Assignment of Mortgage, or any other related document has been signed by a Person on behalf of the Mortgagor, the original power of attorney or other instrument that authorized and empowered such Person to sign; 8. the original lender’s title insurance policy in the form of an ALTA mortgage title insurance policy or, if the originals of any such assumption, modification and substitution agreements have not yet been returned from the recording office, a copy of such instruments certified by the Servicer to be a true copy of the original lender’s of such instruments which have been sent for recording in the appropriate jurisdictions in which the Mortgaged Properties are located; (v) The original mortgagee policy of title insurance or, in the event such original title policy has not been issuedis unavailable, a certified true copy of the irrevocable related policy binder or commitment for title certified to issue be true and complete by the same; title insurance company, in each case, including an Environmental Protection Agency Endorsement and an adjustable-rate endorsement. With respect to each Cooperative Loan on or prior to the Closing Date the following items: (i) the original Stock Certificate and related Stock Power, in blank, executed by the Mortgagor with such signature guaranteed and original Stock Power, in blank executed by the Servicer provided, that if the Seller Servicer delivers a certified copy, the Servicer shall deliver such the original title insurance policy Stock Certificate and Stock Powers to the Purchaser Custodian on or any assignee, transferee or designee of prior to the Purchaser promptly upon receipt by date which is 120 days after the Seller, if any; and 9. the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any. related Closing Date and (ii) with the originals of all intervening assignments of the Cooperative Pledge Agreement. With respect to each Cooperative Loan within 120 days of Closing Date the following items: (i) With respect to each Cooperative Loan, as applicable, (to the extent not defined herein or in the Pooling and Servicing Agreement, capitalized terms used in this Section 4(b)(ii) shall have the meanings set forth on Exhibit 3 to this Agreement): 1. the original Mortgage Note (including all riders thereto) bearing all intervening endorsements necessary to show a complete chain of endorsements from Recognition Agreement and the original payee, endorsed in blank, via original signature, and, if previously endorsed, signed in the name Assignment of the last endorsee by a duly qualified officer of the last endorsee. If the Mortgage Loan was acquired by the last endorsee in a merger, the endorsement must be by “[name of last endorsee], successor by merger to [name of predecessor]”. If the Mortgage Loan was acquired or originated by the last endorsee while doing business under another name, the endorsement must be by “[name of last endorsee], formerly known as [previous name]”; 2. the Cooperative Shares, together with the Stock Power in blank; 3. the executed Security Recognition Agreement; 4. (ii) With respect to each Cooperative Loan, an Estoppel Letter and/or Consent; (iii) With respect to each Cooperative Loan, the executed Cooperative Lien Search; (iv) With respect to each Cooperative Loan, the guaranty of the Mortgage Note and Cooperative Loan, if any; (v) With respect to each Cooperative Loan, the original Cooperative Pledge Agreement; (vi) With respect to each Cooperative Loan, the original Proprietary Lease and the Assignment of Proprietary Lease executed by the Mortgagor in blank or if the Proprietary Lease has been assigned by the Mortgagor to the originator of Servicer, then the Cooperative Loan; 5. the executed Recognition Agreement; 6. copies of the original UCC Financing Statement, and any continuation statements, filed by the originator of such Cooperative Loan as secured party, each with evidence of recording thereof, evidencing the interest of the originator under the Security Agreement and the Assignment of Proprietary Lease; 7. copies of the filed UCC assignments or amendments of the security interest referenced in clause (6) above showing Servicer must execute an unbroken chain of title from the originator to the Trust, each with evidence of recording thereof, evidencing the interest of the assignee under the Security Agreement and the Assignment of Proprietary Lease; 8. an executed assignment of the interest of the originator in the Security Agreement, the Assignment of Proprietary Lease and the Recognition Agreement, showing an unbroken chain of title from the originator to the Trustin blank; and 9. for any (vii) With respect to each Cooperative Loan that has been modified or amendedLoan, the original instrument or instruments effecting such modification or amendmentrecorded state and county Financing Statements and Financing Statement Changes. Notwithstanding anything to the contrary contained in this Section 4, with respect to a maximum of approximately 1.00% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loans as of the Cut-Off Date, if any original Mortgage Note referred to in Section 4(b)(i) through (vii) above cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit substantially in the form of Exhibit 1 attached hereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser or any assignee, transferee or designee of the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Purchaser or any assignee, transferee or designee of the Purchaser within three (3) Business Days; and if any document referred to in Section 4(b)(ii4(b)(viii) or 4(b)(ivthrough (xv) above has 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 Seller hereunder shall be deemed to have been satisfied upon delivery to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt thereof by or on behalf of the Seller 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. In the event that the original lender’s title insurance policy has not yet been issued, the Seller shall deliver to the Purchaser or any assignee, transferee or designee of the Purchaser a written commitment or interim binder or preliminary report of title issued by the title insurance or escrow company. The Seller shall deliver such original title insurance policy to the Purchaser or any assignee, transferee or designee of the Purchaser promptly upon receipt by the Seller, if any. Each original document relating to a Mortgage Loan which is not delivered to the Purchaser or its assignee, transferee or designee, if held by the Seller, shall be so held for the benefit of the Purchaser, its assignee, transferee or designee.