Common use of Intended Third Party Beneficiaries Clause in Contracts

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as an intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they the Trustee were parties a party to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is AMENDMENT NO. 5 TO MASTER SELLER’S WARRANTIES AND SERVICING AGREEMENT (“Amendment XxNo. 0 (xxx "Xxxxxxxxx Xx. 0"), 5”) dated as November 21of May 10, 2001 (the "Amendment Date")2004, by and between Xxxxxx Brothers Bank of America, N.A., a national banking association (the “Assignee”), Banc of America Mortgage Capital Corporation, a North Carolina corporation (the “Purchaser”) and Xxxxx Fargo Bank, FSB N.A. successor by merger to Xxxxx Fargo Home Mortgage, Inc. (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement"“Company”).

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trustee and the Master Servicer and the Trustee each receive the benefit of the provisions of this Agreement as an intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they the Trustee were parties a party to this Agreement, and the Trustee and the Master Servicer and the Trustee each shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction directions from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Trustee and the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties Pooling and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as . 51. Exhibit F is amended by this Amendment 1, adding Exhibit Five attached hereto. 52. Exhibit G is amended by deleting the "“X” in the third column of the row with the reference to “1122(d)(4)(xv)”. 53. A new Exhibit H is hereby added to the Servicing Agreement")Agreement by inserting therein the special foreclosure rights provision attached hereto as Exhibit Four. 54. A new Exhibit I is hereby added to the Servicing Agreement in the form set forth in Schedule Two hereof.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer Trust Administrator and the Trustee Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Administrator, the Master Servicer and the Trustee Depositor as if they were parties to this Agreement, and the Trust Administrator, the Master Servicer and the Trustee Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Credit Risk Manager Agreement. Notwithstanding the foregoing, all rights of the Trust Administrator, the Master Servicer and the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0")A copy of all assessments, dated as November 21attestations, 2001 (reports and certifications required to be delivered by the "Amendment Date"), Servicer under this Agreement shall be delivered to the Master Servicer by and between Xxxxxx Brothers Bank, FSB (the "Purchaser")date(s) specified herein, and National City Mortgage Co. (where such documents are required to be addressed to any party, such addresses shall include the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller Master Servicer and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement")Master Servicer shall be entitled to rely on such documents.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and EXHIBIT B Master Servicing Agreement dated (retained in a separate closing binder entitled "SASCO 2001-16H Mortgage Loan Schedule" at XxXxx Xxxxxx LLP) MASTER SERVICING AGREEMENT between CENTRE CAPITAL GROUP, INC., OWNER and COUNTRYWIDE HOME LOANS, INC. SERVICER Dated as of August 1March ___, 2001 by 2000 Fixed and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").Adjustable Rate Mortgage Loans TABLE OF CONTENTS Page ARTICLE I DEFINITIONS

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations ; provided, however, that no third party beneficiary designation will extend indemnification rights directly to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this AgreementServicer. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding any other terms of this Agreement, the parties agree that the overriding intent is for the Servicer to be entitled to deal with and through the Master Servicer in virtually all circumstances. This intent is not altered by anything herein, including without limitation, the following: any third party beneficiary designation of the Trustee; any requirement that the Servicer give notice to others with respect to third party claims; any indemnification of the Servicer for following instructions of others in selected circumstances; any indemnifications running from the Servicer to others; or any provisions allowing the Servicer in any circumstance to rely on instructions from others. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the Trustee’s right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (; and upon such termination of the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller Trust Fund and the Purchaser (Trust Agreement, the "Existing Serviced Mortgage Loans shall no longer be governed by this Agreement but will be governed by terms of the relevant Servicing Agreement", . The parties to this Agreement further agree that the Depositor shall have the right to enforce its rights and shall assume its obligations under the Regulation AB Amendment as amended by this Amendment 1, if the "Servicing Agreement")Depositor were a signatory to the Regulation AB Amendment.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by EXHIBIT B Seller's Warranties and between Servicing Agreement ================================================================================ Xxxxxx Brothers Bank, FSB (the "Purchaser")FSB, Purchaser and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated Countrywide Home Loans, Inc., Company ---------------------------------------------------------------- SELLER'S WARRANTIES AND SERVICING AGREEMENT Dated as of August September 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").---------------------------------------------------------------- Conventional Residential Fixed Rate Mortgage Loans Group No. 2001-2 ================================================================================ TABLE OF CONTENTS ARTICLE I DEFINITIONS

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, Master Servicer Servicer, the Depositor, the NIMS Insurer (so long as the Notes issued by the NIM are outstanding) and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer as if they were parties to this Agreement, and the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. 59. This Exhibit D-3 (Form of Loan Loss Report) is Amendment Xxhereby added to the SWSA. 60. 0 Exhibit L (xxx "Xxxxxxxxx XxTransaction Parties) is hereby added to the SWSA. 61. 0"), dated as November 21, 2001 (Exhibit H to the "Amendment Date"), SWSA is hereby replaced in its entirety by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement")Exhibit M attached hereto.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they it were parties a party to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. 71. This is Amendment Xx. 0 For the purposes of the Structured Asset Securities Corporation Mortgage Pass-Through Certificates, Series 2004-GEL1 transaction, the trustee shall be U.S. Bank National Association, not in its individual capacity, but solely as trustee (xxx "Xxxxxxxxx Xx. 0"the “Trustee”), dated as November 21or any successor in interest, 2001 (or if any successor trustee shall be appointed under the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (provisions of the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement trust agreement dated as of August February 1, 2001 by and between 2004, among the Seller and the Purchaser (the "Existing Servicing Agreement"Trustee, Aurora Loan Services Inc., as amended by this Amendment 1master servicer, Structured Asset Securities Corporation, as depositor, and The Murrayhill Company, as credit risk manager, then such successor in interest or successor trustee, as the "Servicing Agreement")case may be.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and Trustee, on behalf of the Trustee Trust, receive the benefit of the provisions of this Agreement as intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer Company shall have the same obligations to the Master Servicer and the Trustee as if they it were parties a party to this Agreement, and the Master Servicer and Trustee, on behalf of the Trustee Trust, shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer Company shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. Exhibit A Exhibit B Exhibit C Exhibit D Exhibit E Mortgage Loan Schedule Contents of Each Mortgage Loan File Form of Assignment and Assumption Agreement Servicing Control Notice Account Certifications This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "a Seller") to that certain Sellers ’s Warranties and Servicing Agreement for adjustable rate residential first mortgage loans, dated and effective as of August February 1, 2001 by 2004, and is executed between the Seller and the Purchaser Xxxxxxxxx Mortgage Home Loans, Inc., as purchaser (the "Existing Servicing Agreement"“Purchaser’), and Xxxxx Fargo Home Mortgage, Inc., as amended by this Amendment 1, seller and servicer (the "Servicing Agreement"“Company”).

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, the Securities Administrator, Master Servicer Servicer, the Depositor and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Master Servicer Servicer, the Depositor and the Trustee as if they were parties to this Agreement, and the Trust Fund, the Master Servicer Servicer, the Securities Administrator, the Depositor and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Master Servicer Servicer, the Securities Administrator, the Depositor and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Pooling and Servicing Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties Pooling and Servicing Agreement. 46. [Reserved] 47. Exhibit H to the Servicing Agreement dated is hereby replaced in its entirety by Exhibit D attached hereto. 48. A new Exhibit J (Transaction Parties) is hereby added to the Servicing Agreement and is attached hereto as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").Exhibit E.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, Master Servicer Servicer, the Depositor, the NIMS Insurer (so long as the Notes issued by the NIM are outstanding) and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer as if they were parties to this Agreement, and the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. 58. This Exhibit D-3 (Form of Loan Loss Report) is Amendment Xxhereby added to the SWSA. 59. 0 Exhibit L (xxx "Xxxxxxxxx XxTransaction Parties) is hereby added to the SWSA. 60. 0"), dated as November 21, 2001 (Exhibit H to the "Amendment Date"), SWSA is hereby replaced in its entirety by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement")Exhibit M attached hereto.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding any other terms of this Agreement, the parties agree that the overriding intent is for the Servicer to be entitled to deal with and through the Master Servicer in virtually all circumstances. This intent is not altered by anything herein, including without limitation, the following: any third party beneficiary designation of the Trustee; any requirement that the Servicer give notice to others with respect to third party claims; any indemnification of the Servicer for following instructions of others in selected circumstances; any indemnifications running from the Servicer to others; or any provisions allowing the Servicer in any circumstance to rely on instructions from others. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (; and upon such termination of the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller Trust Fund and the Purchaser (Trust Agreement, the "Existing Serviced Mortgage Loans shall no longer be governed by this Agreement but will be governed by terms of the relevant Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding any other terms of this Agreement, the parties agree that the overriding intent is for the Servicer to be entitled to deal with and through the Master Servicer in virtually all circumstances. This intent is not altered by anything herein, including without limitation, the following: any third party beneficiary designation of the Trustee; any requirement that the Servicer give notice to others with respect to third party claims; any indemnification of the Servicer for following instructions of others in selected circumstances; any indemnifications running from the Servicer to others; or any provisions allowing the Servicer in any circumstance to rely on instructions from others. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (; and upon such termination of the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller Trust Fund and the Purchaser (Trust Agreement, the "Existing Serviced Mortgage Loans shall no longer be governed by this Agreement but will be governed by terms of the Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer Securities Administrator and the Trustee Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Securities Administrator, the Master Servicer and the Trustee Depositor as if they were parties to this Agreement, and the Securities Administrator, the Master Servicer and the Trustee Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights of the Securities Administrator, the Master Servicer and the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0")A copy of all assessments, dated as November 21attestations, 2001 (reports and certifications required to be delivered by the "Amendment Date"), Servicer under this Agreement shall be delivered to the Master Servicer by and between Xxxxxx Brothers Bank, FSB (the "Purchaser")date(s) specified herein, and National City Mortgage Co. (where such documents are required to be addressed to any party, such addresses shall include the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller Master Servicer and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement")Master Servicer shall be entitled to rely on such documents.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, Master Servicer Servicer, the Depositor, the NIMS Insurer (so long as the Notes issued by the NIM are outstanding) and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer as if they were parties to this Agreement, and the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. 60. This Exhibit D-3 (Form of Loan Loss Report) is Amendment Xxhereby added to the SWSA. 61. 0 Exhibit L (xxx "Xxxxxxxxx XxTransaction Parties) is hereby added to the SWSA. 62. 0"), dated as November 21, 2001 (Exhibit H to the "Amendment Date"), SWSA is hereby replaced in its entirety by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").Exhibit M attached hereto. ARTICLE I 1 DEFINITIONS 1 ARTICLE II 15

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment XxNo. 0 1 (xxx "Xxxxxxxxx Xxthe “Amendment No. 0"1”), dated as November 21of August 20, 2001 2002 (the "“Amendment Date"”), by and between Xxxxxx Brothers Bank, FSB (the "“Purchaser"”), and National City Mortgage Co. IndyMac Bank, F.S.B. (the "“Seller"”) to that certain Sellers Warranties and Servicing Agreement dated as of August November 1, 2001 by and between the Seller and the Purchaser (the "“Existing Servicing Agreement"”, as amended by this Amendment 1, the "“Servicing Agreement"”).

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and Servicer, on behalf of the Trustee Trust, receive the benefit of the provisions of this Agreement as intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they it were parties a party to this Agreement, and the Master Servicer and Servicer, on behalf of the Trustee Trust, shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and EXHIBIT B Flow Servicing Agreement dated as of August EXHIBIT C Assignment, Assumption and Recognition Agreement SCHEDULE I Mortgage Loan Schedule (delivered to the Trustee in electronic format) CITIGROUP GLOBAL MARKETS REALTY CORP. OWNER AND WELLS FARGO BANK, N.A. SERVICER ---------- AMENDED AND RESTATED FLOW SERVICING AGREEMENT DATED AS OF MARCH 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").2006 ---------- FIXED AND ADJUSTABLE RATE FIRST AND SECOND LIEN MORTGAGE LOANS TABLE OF CONTENTS

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and EXHIBIT B Master Servicing Agreement dated MASTER SERVICING AGREEMENT between CENTRE CAPITAL GROUP, INC, OWNER and XXXXX FARGO HOME MORTGAGE, INC. SERVICER Dated as of August May 1, 2001 by 2000 Fixed and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").Adjustable Rate Mortgage Loans TABLE OF CONTENTS Page ARTICLE I DEFINITIONS

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, Master Servicer Servicer, the Depositor, the NIMS Insurer (so long as the Notes issued by the NIM are outstanding) and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer as if they were parties to this Agreement, and the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Master Servicer Servicer, the Depositor, the Trustee and the Trustee NIMS Insurer hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. 59. This Exhibit D-3 (Form of Loan Loss Report) is Amendment Xxhereby added to the SWSA. 60. 0 Exhibit D-4 (xxx "Xxxxxxxxx XxForm of Modified Loan Report) is hereby added to the SWSA. 0"), dated as November 21, 2001 61. Exhibit L (Transaction Parties) is hereby added to the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement")SWSA.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and EXHIBIT B Master Servicing Agreement dated EXECUTION COPY MASTER SERVICING AGREEMENT between CENTRE CAPITAL GROUP, INC., OWNER and BANK OF AMERICA, N.A. SERVICER Dated as of August 1May ___, 2001 by 2000 Fixed and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement").Adjustable Rate Mortgage Loans TABLE OF CONTENTS Page ARTICLE I DEFINITIONS

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This is Amendment Xx. 0 (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City EXHIBIT B Mortgage Co. (the "Loan Purchase Agreement EXHIBIT C Serviced Mortgage Loan Schedule [INTENTIONALLY OMITTED] EXHIBIT D Seller") to that certain Sellers 's Warranties and Servicing Agreement dated as of August 1EXHIBIT E FINAL-REG, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement"FTS-REGS, as amended by this Amendment 1, the "Servicing Agreement").ss.1.860G-2. Other rules ss.1.860G-2. Other rules

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer and the Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer and the Trustee as if they were parties to this Agreement, and the Master Servicer and the Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. This EXHIBIT B Flow Mortgage Loan Purchase and Warranties Agreement Schedule of Mortgage Loans* * Data field indicates whether loan is Amendment Xx. 0 servicing released (xxx "Xxxxxxxxx Xx. 0"), dated as November 21, 2001 Schedule I Loan) or servicing retained (the "Amendment Date"), by and between Xxxxxx Brothers Bank, FSB (the "Purchaser"), and National City Mortgage Co. (the "Seller") to that certain Sellers Warranties and Servicing Agreement dated as of August 1, 2001 by and between the Seller and the Purchaser (the "Existing Servicing Agreement", as amended by this Amendment 1, the "Servicing Agreement"Schedule II Loan).