Common use of Modification of the Servicing Agreement Clause in Contracts

Modification of the Servicing Agreement. Only in so far as it relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the Servicing Agreement as follows: (a) The second sentence of the first paragraph of Section 4.2 shall be deleted in its entirety and replaced with the following: “In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.1 and remains delinquent for a period of ninety (90) days or any other default continues for a period of ninety (90) days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings.” (b) The language in Section 4.14 shall be deleted in its entirey and replaced with the following: The Company or its agent shall inspect the Mortgaged Property as often as deemed necessary by the Company in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer, to assure itself that the value of the Mortgaged Property is being preserved. The Company shall keep a record of each such inspection and, upon request, shall provide the Purchaser with an electronic report of each such inspection. (c) The language “(ii)” shall be deleted from Section 6.4(ii) and the language “the Purchaser and any Depositor” in the second line of such Section and the language “the Purchaser and such Depositor” in the third line of such Section shall be replaced with the language “the Master Servicer”. (d) The language “the Purchaser and any Depositor” and the language “the Purchaser and such Depositor” occurring throughout Section 6.6 shall be deleted and replaced with the language “the Master Servicer”. (e) The phrase “With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on” in the first sentence of the first paragraph of Section 6.6 shall be deleted in its entirety and shall be replaced with “On”. (f) Section 10.1(ii) shall be deleted in its entirety and replaced with the following: “(ii) failure by the Company duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Company set forth in this Agreement which continues unremedied for a period of thirty (30) days (fifteen (15) days in the case of Section 6.4 and 6.6) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; or” (g) Exhibit I shall be deleted in its entirety and be replaced with a new “Exhibit I” which shall be as set forth in Exhibit D attached to this Assignment Agreement.

Modification of the Servicing Agreement. Only in so far as it relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the Servicing Agreement as follows: (a) The second sentence of the first paragraph of Section 4.2 shall be deleted in its entirety and replaced with the following: “In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.1 and remains delinquent for a period of ninety (90) days or any other default continues for a period of ninety (90) days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings.” (b) The language in Section 4.14 shall be deleted in its entirey entirety and replaced with the following: The Company or its agent shall inspect the Mortgaged Property as often as deemed necessary by the Company in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer, to assure itself that the value of the Mortgaged Property is being preserved. The Company shall keep a record of each such inspection and, upon request, shall provide the Purchaser with an electronic report of each such inspection. (c) The fifth paragraph of Section 4.17, Title, Management and Disposition of REO Property, of the Servicing Agreement is hereby amended by deleting the first sentence in its entirety and replacing it with the following: The disposition of REO Property shall be carried out by the Company at such price, and upon such terms and conditions, as the Company deems to be in the best interests of the Purchaser. (d) The language “(ii)” shall be deleted from Section 6.4(ii) and the language “the Purchaser and any Depositor” in the second line of such Section and the language “the Purchaser and such Depositor” in the third line of such Section shall be replaced with the language “the Master Servicer”. (de) The language “the Purchaser and any Depositor” and the language “the Purchaser and such Depositor” occurring throughout Section 6.6 shall be deleted and replaced with the language “the Master Servicer”. (ef) The phrase “With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on” in the first sentence of the first paragraph of Section 6.6 shall be deleted in its entirety and shall be replaced with “On”. (fg) Section 10.1(ii) shall be deleted in its entirety and replaced with the following: “: (ii) failure by the Company duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Company set forth in this Agreement which continues unremedied for a period of thirty (30) days (fifteen (15) days in the case of Section 6.4 and 6.6) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; or” (gh) Exhibit I shall be deleted in its entirety and be replaced with a new “Exhibit I” which shall be as set forth in Exhibit D C attached to this Assignment Agreement. (i) The first paragraph of Section 4.4 shall be deleted in its entirety and replaced with the following: The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan or a Letter of Credit separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts, in the form of time deposit or demand accounts, titled “Xxxxx Fargo Bank, N.A., for the benefit of the Purchaser of Residential Mortgage Loans serviced under the Second Amended and Restated Master Seller’s Warranties and Servicing Agreement, dated as of November 1, 2005 - P & I”, or as otherwise directed in writing by the Purchaser or its assigns after the related Closing Date in connection with any Whole Loan Transfer or Securitization Transaction. The Custodial Account shall be established with a Qualified Depository. Upon request of the Purchaser and within ten (10) days thereof, the Company shall provide the Purchaser with written confirmation of the existence of such Custodial Account. The Custodial Account shall at all times be insured to the fullest extent allowed by Applicable Law. Funds deposited in the Custodial Account may be drawn on by the Company in accordance with Section 4.5. If the depository in which the Custodial Account is held ceases to be a Qualified Depository, the Company shall transfer the Custodial Account within thirty (30) days to a substitute Qualified Depository. With respect to each Securitization Transaction, the Company shall establish a separate Custodial Account for the related securitization and deposit all amounts that have been or are subsequently received with respect to the Mortgage Loans included in such Securitization Transaction into the Custodial Account created for the securitization on the date of the Securitization Transfer, or as soon as possible thereafter (but not to exceed 48 hours after such date). All funds held in such separate Custodial Account shall be for the benefit of the trust created in connection with such Securitization Transaction. (j) The definition of “Qualified Depository” set forth in Article I shall be deleted in its entirety and replaced with the following:

Modification of the Servicing Agreement. Only in so far as it relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the Servicing Agreement as follows: (a) The second sentence of the first paragraph of Section 4.2 shall be deleted in its entirety and replaced with the following: “In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.1 and remains delinquent for a period of ninety (90) days or any other default continues for a period of ninety (90) days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings.” (b) The language in Section 4.14 shall be deleted in its entirey entirety and replaced with the following: The Company or its agent shall inspect the Mortgaged Property as often as deemed necessary by the Company in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer, to assure itself that the value of the Mortgaged Property is being preserved. The Company shall keep a record of each such inspection and, upon request, shall provide the Purchaser with an electronic report of each such inspection. (c) The fifth paragraph of Section 4.17, Title, Management and Disposition of REO Property, of the Servicing Agreement is hereby amended by deleting the first sentence in its entirety and replacing it with the following: The disposition of REO Property shall be carried out by the Company at such price, and upon such terms and conditions, as the Company deems to be in the best interests of the Purchaser. (d) The language “(ii)” shall be deleted from Section 6.4(ii) and the language “the Purchaser and any Depositor” in the second line of such Section and the language “the Purchaser and such Depositor” in the third line of such Section shall be replaced with the language “the Master Servicer”. (de) The language “the Purchaser and any Depositor” and the language “the Purchaser and such Depositor” occurring throughout Section 6.6 shall be deleted and replaced with the language “the Master Servicer”. (ef) The phrase “With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on” in the first sentence of the first paragraph of Section 6.6 shall be deleted in its entirety and shall be replaced with “On”. (fg) Section 10.1(ii) shall be deleted in its entirety and replaced with the following: “: (ii) failure by the Company duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Company set forth in this Agreement which continues unremedied for a period of thirty (30) days (fifteen (15) days in the case of Section 6.4 and 6.6) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; or” (gh) Exhibit I shall be deleted in its entirety and be replaced with a new “Exhibit I” which shall be as set forth in Exhibit D attached to this Assignment Agreement. (i) The first paragraph of Section 4.4 shall be deleted in its entirety and replaced with the following: The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan or a Letter of Credit separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts, in the form of time deposit or demand accounts, titled “Xxxxx Fargo Bank, N.A., for the benefit of the Purchaser of Residential Mortgage Loans serviced under the Second Amended and Restated Master Seller’s Warranties and Servicing Agreement, dated as of November 1, 2005 - P & I”, or as otherwise directed in writing by the Purchaser or its assigns after the related Closing Date in connection with any Whole Loan Transfer or Securitization Transaction. The Custodial Account shall be established with a Qualified Depository. Upon request of the Purchaser and within ten (10) days thereof, the Company shall provide the Purchaser with written confirmation of the existence of such Custodial Account. The Custodial Account shall at all times be insured to the fullest extent allowed by Applicable Law. Funds deposited in the Custodial Account may be drawn on by the Company in accordance with Section 4.5. If the depository in which the Custodial Account is held ceases to be a Qualified Depository, the Company shall transfer the Custodial Account within thirty (30) days to a substitute Qualified Depository. With respect to each Securitization Transaction, the Company shall establish a separate Custodial Account for the related securitization and deposit all amounts that have been or are subsequently received with respect to the Mortgage Loans included in such Securitization Transaction into the Custodial Account created for the securitization on the date of the Securitization Transfer, or as soon as possible thereafter (but not to exceed 48 hours after such date). All funds held in such separate Custodial Account shall be for the benefit of the trust created in connection with such Securitization Transaction. (j) The definition of “Qualified Depository” set forth in Article I shall be deleted in its entirety and replaced with the following:

Modification of the Servicing Agreement. Only in so far as it relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the Servicing Agreement as follows: (a) Section 4.17, paragraph three, shall be amended by deleting “.” at the end of such paragraph 3, and replacing it with the following language: “, and provided further, that if the Company is unable to sell such REO Property within three years of acquisition, the Company shall obtain an extension from the Internal Revenue Service.” (b) The second sentence of in the first second paragraph of Section 4.2 5.1 shall be deleted it its entirety and be replaced with the following: “Such interest shall be deposited in the Custodial Account by the Company on the date such late payment is made and shall cover the period commencing with the day on which such payment was due and ending on the Business Day on which such payment is made, both inclusive. (c) Section 6.4 shall be deleted in its entirety. (d) Section 6.5 shall be deleted in its entirety. (e) Section 8.1 shall be deleted in its entirety and be replaced with the following: “In The Company shall indemnify the event that Purchaser and the applicable master servicer and hold it harmless against any payment due under any Mortgage Loan is not postponed pursuant to Section 4.1 and remains delinquent for a period of ninety (90) days or all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and any other default continues for costs, fees and expenses that the Purchaser or master servicer may sustain in any way related to the failure of the Company to perform its duties and service the Mortgage Loans in strict compliance with the terms of this Agreement. The Company immediately shall notify the Purchaser or master servicer, as applicable, if a period claim is made by a third party with respect to this Agreement or the Mortgage Loans, assume (with the prior written consent of ninety (90the Purchaser or master servicer as applicable) days beyond the expiration defense of any grace such claim and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or cure period, the Company shall commence foreclosure proceedings.” (b) The language in Section 4.14 shall be deleted in its entirey and replaced with the following: The Company or its agent shall inspect the Mortgaged Property as often as deemed necessary by the Company in accordance with Accepted Servicing Practices or as decree which may be required by entered against it or the primary mortgage guaranty insurerPurchaser or master servicer, to assure itself that the value as applicable, in respect of the Mortgaged Property is being preservedsuch claim. The Company shall keep a record of each such inspection and, upon request, shall provide follow any written instructions received from the Purchaser or master servicer, as applicable, in connection with an electronic report such claim. The Purchaser or master servicer, as applicable, promptly shall reimburse the Company for all costs, fees or expenses advanced by it pursuant to this paragraph except when the claim in any way results from, relates to or arises out of each such inspection. (c) The language “(ii)” shall be deleted from any liability, obligation, act or omission of the Company, including without limitation, the Company’s indemnification obligation under Section 6.4(ii) 3.3 and this Section 8.1, any repurchase obligation of the language “Company hereunder including Sections 2.3, 3.3 and 6.2, or the Purchaser failure of the Company to service and any Depositor” administer the Mortgage Loans and otherwise perform its obligations hereunder in the second line of such Section and the language “the Purchaser and such Depositor” in the third line of such Section shall be replaced strict compliance with the language “the Master Servicerterms of this Agreement.”. (d) The language “the Purchaser and any Depositor” and the language “the Purchaser and such Depositor” occurring throughout Section 6.6 shall be deleted and replaced with the language “the Master Servicer”. (e) The phrase “With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on” in the first sentence of the first paragraph of Section 6.6 shall be deleted in its entirety and shall be replaced with “On”. (f) Section 10.1(ii9.1(c) shall be deleted in its entirety and replaced with amended by adding the following: “which shall include, for so long as the Mortgage Loans are being master serviced by a master servicer in a securitization transaction, by March 15th of each year (iior if March 15th is not a Business Day, the immediately preceding Business Day), or at any other time upon thirty (30) days written request, an officer of the Servicer shall execute and deliver an Officer’s Certificate to the master servicer, the trustee and the depositor for the benefit of such party, and such party’s officers, directors and affiliates, substantially in the form attached hereto as Exhibit K;” (g) Section 10.1 shall be amended in the following manner: (1) The word “or” in Section 10.1(i) shall be deleted; (2) The word “or” shall be added to the end of Section 10.1(ii); and (3) A Section 10.1(iii) shall be added after Section 10.1(ii) which shall read as follows: “any failure by the Company to duly to observe or perform in any material respect any other of the covenants or agreements on the part requirements of the Company as set forth in this Agreement which continues unremedied for a period of thirty (30) days (fifteen (15) days in the case of Section 6.4 13.4 and 6.6) after 13.5 hereto upon the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; orCompany.” (gh) Exhibit I Section 11.3 shall be amended by deleting the words “upon ten (10) Business Days’ prior” from the first sentence of the first paragraph of such Section. (i) The third paragraph of Section 12.1 shall be deleted in its entirety and be replaced with the following: “The Company shall deliver to the successor servicer the funds in the Custodial Account and Escrow Account and shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Company with respect to such accounts within two Business Days after receiving notice of the appointment of such successor servicer. The Company shall deliver promptly to the successor servicer all Mortgage Files and related documents and statements held by it hereunder and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Company within thirty calendar days after receiving notice of the appointment of such successor servicer.” (j) a new “Exhibit I” section, Section 12.12, will be added immediately following Section 12.11 which shall be read as set forth in Exhibit D attached to this Assignment Agreement.follows:

Modification of the Servicing Agreement. Only in so far as it relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the Servicing Agreement as follows: (a) The second sentence of the first paragraph of Section 4.2 shall be deleted in its entirety and replaced with the following: “In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.1 and remains delinquent for a period of ninety (90) days or any other default continues for a period of ninety (90) days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings.” (b) The language in Section 4.14 shall be deleted in its entirey entirety and replaced with the following: The Company or its agent shall inspect the Mortgaged Property as often as deemed necessary by the Company in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer, to assure itself that the value of the Mortgaged Property is being preserved. The Company shall keep a record of each such inspection and, upon request, shall provide the Purchaser with an electronic report of each such inspection. (c) The fifth paragraph of Section 4.17, Title, Management and Disposition of REO Property, of the Servicing Agreement is hereby amended by deleting the first sentence in its entirety and replacing it with the following: The disposition of REO Property shall be carried out by the Company at such price, and upon such terms and conditions, as the Company deems to be in the best interests of the Purchaser. (d) The language “(ii)” shall be deleted from Section 6.4(ii) and the language “the Purchaser and any Depositor” in the second line of such Section and the language “the Purchaser and such Depositor” in the third line of such Section shall be replaced with the language “the Master Servicer”. (de) The language “the Purchaser and any Depositor” and the language “the Purchaser and such Depositor” occurring throughout Section 6.6 shall be deleted and replaced with the language “the Master Servicer”. (ef) The phrase “With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on” in the first sentence of the first paragraph of Section 6.6 shall be deleted in its entirety and shall be replaced with “On”. (fg) Section 10.1(ii) shall be deleted in its entirety and replaced with the following: “: (ii) failure by the Company duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Company set forth in this Agreement which continues unremedied for a period of thirty (30) days (fifteen (15) days in the case of Section 6.4 and 6.6) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; or” (gh) Exhibit I shall be deleted in its entirety and be replaced with a new “Exhibit I” which shall be as set forth in Exhibit D C attached to this Assignment Agreement. (i) The first paragraph of Section 4.4 shall be deleted in its entirety and replaced with the following: The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan or a Letter of Credit separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts, in the form of time deposit or demand accounts, titled “Wxxxx Fargo Bank, N.A., for the benefit of the Purchaser of Residential Mortgage Loans serviced under the Second Amended and Restated Master Seller’s Warranties and Servicing Agreement, dated as of November 1, 2005 - P & I”, or as otherwise directed in writing by the Purchaser or its assigns after the related Closing Date in connection with any Whole Loan Transfer or Securitization Transaction. The Custodial Account shall be established with a Qualified Depository. Upon request of the Purchaser and within ten (10) days thereof, the Company shall provide the Purchaser with written confirmation of the existence of such Custodial Account. The Custodial Account shall at all times be insured to the fullest extent allowed by Applicable Law. Funds deposited in the Custodial Account may be drawn on by the Company in accordance with Section 4.5. If the depository in which the Custodial Account is held ceases to be a Qualified Depository, the Company shall transfer the Custodial Account within thirty (30) days to a substitute Qualified Depository. With respect to each Securitization Transaction, the Company shall establish a separate Custodial Account for the related securitization and deposit all amounts that have been or are subsequently received with respect to the Mortgage Loans included in such Securitization Transaction into the Custodial Account created for the securitization on the date of the Securitization Transfer, or as soon as possible thereafter (but not to exceed 48 hours after such date). All funds held in such separate Custodial Account shall be for the benefit of the trust created in connection with such Securitization Transaction. (j) The definition of “Qualified Depository” set forth in Article I shall be deleted in its entirety and replaced with the following:

Modification of the Servicing Agreement. Only in so far as it relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the Servicing Agreement as follows: (a) The second sentence of the first paragraph of Section 4.2 shall be deleted in its entirety and replaced with the following: “In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.1 and remains delinquent for a period of ninety (90) days or any other default continues for a period of ninety (90) days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings.” (b) The language in Section 4.14 shall be deleted in its entirey and replaced with the following: The Company or its agent shall inspect the Mortgaged Property as often as deemed necessary by the Company in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer, to assure itself that the value of the Mortgaged Property is being preserved. The Company shall keep a record of each such inspection and, upon request, shall provide the Purchaser with an electronic report of each such inspection. (c) The language “(ii)” shall be deleted from Section 6.4(ii) and the language “the Purchaser and any Depositor” in the second line of such Section and the language “the Purchaser and such Depositor” in the third line of such Section shall be replaced with the language “the Master Servicer”. (dc) The language “the Purchaser and any Depositor” and the language “the Purchaser and such Depositor” occurring throughout Section 6.6 shall be deleted and replaced with the language “the Master Servicer”. (ed) The phrase “With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on” in the first sentence of the first paragraph of Section 6.6 shall be deleted in its entirety and shall be replaced with “On”. (fe) Section 10.1(ii) shall be deleted in its entirety and replaced with the following: “: (ii) failure by the Company duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Company set forth in this Agreement which continues unremedied for a period of thirty (30) days (fifteen (15) days in the case of Section 6.4 and 6.6) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; or” (gf) Exhibit I shall be deleted in its entirety and be replaced with a new “Exhibit I” which shall be as set forth in Exhibit D C attached to this Assignment Agreement.