Common use of Purchase of Subsequent Mortgage Loans Clause in Contracts

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor Seller of all or a portion of Group I Pre-Funded Amount or the Group II Pre-Funded Amount, as the case may be, the Depositor Seller shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s Seller's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor Seller shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule VI hereto, which shall include a Schedule of Subsequent Mortgage Loans, listing separately the Group I Subsequent Mortgage Loans and Group II Subsequent Loans and specifying the amount to be withdrawn from the Group I Pre-Funding AccountFunded Amount and the amount to be withdrawn from the Group II Pre-Funded Amount and shall have delivered notice of such proposed transfer to the Certificate Insurer at least five days prior to the Subsequent Sales Date; (ii) the remaining original term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor Seller shall have provided the Master Servicer Servicer, the Trustee and the Trustee Certificate Insurer any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixiv) the Depositor Seller shall have delivered to the Trustee a letter from an independent accountant stating whether or not Master Servicer for deposit in the characteristics Master Servicer Custodial Account all principal and interest due in respect of the such Subsequent Mortgage Loans conform to after the characteristics of the Mortgage Loans required in Section 2.6(b)related Subsequent Cut-Off Date; (xv) as of each Subsequent Sales Date, neither the Depositor Seller nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xivi) the Funding Period shall not have ended; and (xiivii) the Depositor and SMI each Certificate Insurer shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Dateconsented. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: : (i) the amount and correct disposition of the Pre-Funded AmountAmount (and the portion thereof to be allocated to Group I Available Funds and the portion thereof to be allocated to Group II Available Funds), and and the amount remaining in the Capitalized Interest Account and (ii) any other necessary matters in connection with the administration of the Pre-Funding Funded Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor Seller from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor Seller shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to Servicer or, in the case of the Holders, the Master Servicer shall have the right to cause the Paying Agent to withhold such amounts from future distributions on such Certificates for deposit redeposit in the Master Servicer Custodial Pre-Funding Account on or Capitalized Interest Account, as the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Datecase may be.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule IV hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s Seller's underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group I (which shall conform to the applicable Subsequent Delivery Requirementsall be fixed interest rate Mortgage Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 10.25% per annum; (B) will have a weighted average Combined Loan to Value Ratio not in excess of 77.50%; (C) shall be Mortgage Loans no more than 73.00% of which (by Scheduled Principal Balance) were made in connection with a cash out refinancing; (D) shall be Mortgage Loans at least 72.00% of which (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A-" or better; (E) shall be Mortgage Loans at least 75.00% of which (by Scheduled Principal Balance) will have been originated pursuant to a full documentation program; and (F) will have a weighted average credit score of not less than 593. (viii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in Group II (which shall all be first lien, ARM Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 10.40% per annum; (B) will have a weighted average Loan to Value Ratio not in excess of 78.50%; (C) shall be Mortgage Loans at least 55.50% of which (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A-" or better; and (D) will have a weighted average credit score of not less than 572. For purposes of making all calculations required by clauses (vii) and (viii), the Scheduled Principal Balances of the Initial Mortgage Loans at the Cut-Off Date and of the Subsequent Mortgage Loans as of their respective Subsequent Cut-Off Dates shall be used. (ix) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixx) the Depositor shall have delivered to the Trustee Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xi) the Depositor shall have delivered to the Trustee, the Underwriter and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)listed on Schedule I; (xxii) as of each Subsequent Sales Date, neither the Depositor nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiii) the Funding Period shall not have ended; and (xiixiv) the Depositor and SMI Saxon Mortgage, Inc. each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate 's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.03(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates 's certificates required by Section 2.6(b2.02(b)(xiv) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI Saxon Mortgage, Inc. required by Section 2.6(b2.02(b)(xiv); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in found at Section 2.6(b2.02(b)(iv); (v) a letter from an independent accountant as required by Section 2.6(b2.02(b)(xi); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.03(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates 's certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.02(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded AmountAmount and the amount remaining in the Capitalized Interest Account, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date, the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s 's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. Throughout the term of this Agreement, by execution of a Transfer Supplement in the form attached hereto as Exhibit B, the Seller will sell to the Depositor and the Depositor shall purchase from the Seller pursuant to this Section 1.01(b), subject to satisfaction of conditions set forth in Section 2.01(b) of the Trust Agreement, the lesser of (acalculated by aggregate Principal Balance): (x) all Eligible Mortgage Loans then offered for sale by the Seller and (y) the maximum Principal Balance of such Eligible Mortgage Loans with respect to which the aggregate Transfer Price (as specified in the Transfer Supplement) does not exceed the amount then on deposit in the principal subaccount of the Pre-Funding Account. Subject to the satisfaction of the conditions set forth in paragraph (b) below this Section 1.01(b), in consideration of the Depositor's delivery on a Subsequent Sales the related Transfer Date (as specified in the Transfer Supplement) to the Seller or its designee, or upon the order of the Depositor of all or a portion Seller, of the Pre-Funded Amount, as Transfer Price for the case may berelated Subsequent Mortgage Loans, the Depositor shall Seller shall, on such Subsequent Sales Date each Transfer Date, sell, transfer, assign, set over and otherwise convey to the Depositor, without recourse, but subject to the Trust Fundother terms and provisions of this Agreement, and the Trustee shall purchase on behalf all of the Trust Fund, all the Depositor’s right, title and interest of the Seller in and to the each Subsequent Mortgage Loan (including all interest and principal received or receivable on or with respect to such Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered but not including interest due and payable on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Cut-off Date: (i) identified on the Depositor shall have Transfer Supplement and delivered to by the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, Seller on such Transfer Date and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and items in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing DateFile. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below below, in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the applicable Pre-Funded AmountAmount(s), as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the applicable Pre-Funding AccountSubaccount(s); (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesNotes; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the DepositorSaxon Mortgage, Inc.’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable each Loan Group shall conform to the applicable Subsequent Delivery Requirements; (viii) each Subsequent Mortgage Loan included in Loan Group I will be a conforming balance mortgage loan; (ix) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)Estate; (x) as of each Subsequent Sales Date, neither the Depositor nor SMI SFM shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; (xii) no Subsequent Mortgage Loan may be a second lien Mortgage Loan; and (xiixiii) the Depositor and SMI SFM each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming (1) the satisfaction of each condition precedent specified in this paragraph (b) and ), in the related Subsequent Sales Agreement and opinions confirming that neither the Depositor nor the Issuer have received notice from Moody’s as described in Section 2.5(c)(iv) and (2) delivery of counsel Opinions of Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof2.5(b), the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the applicable Pre-Funding Account Subaccount(s) the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof2.5(b); (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI SFM required by Section 2.6(b2.5(b); (iv) a letter from each Rating Agency S&P and Fitch on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); 2.5(b)(iv) (vit being understood that, so long as Moody's has received a schedule describing the Subsequent Mortgage Loans at least 2 Business Days prior to the final Subsequent Sales Date and it has not notified the Depositor, the Indenture Trustee or the Issuer that the addition of the Subsequent Mortgage Loans will result in the reduction, qualification or withdrawal of its then current ratings of the Notes prior to 10:00 a.m. (New York City time) a letter from an independent accountant as required by Section 2.6(bon the final Subsequent Sales Date, the addition of the Subsequent Mortgage Loans will be deemed not to result in the reduction, qualification or withdrawal of Moody's then current ratings of the Notes); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof2.5(b). The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded AmountAmount for each Loan Group, and (ii) any other necessary matters in connection with the administration of the Pre-Funding AccountSubaccount for each Loan Group. If any amounts are released as a result of an error in calculation to the Holders Securityholders or the Depositor from the any Pre-Funding AccountSubaccount for each Loan Group, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule III hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Funded Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the Trustee shall have received a letter from each Rating Agency confirming that the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no more than 2.00% of the Subsequent Mortgage Loan may be Delinquent as of the related Cut-Off Date and none of these Delinquent Mortgage Loans shall have missed their first payment; (vi) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.0095.00%; (vivii) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (viiviii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group (which shall conform to the applicable Subsequent Delivery Requirementsall be first lien, fixed interest rate Mortgage Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 10.15% per annum; (B) the Mortgage Loans with a Loan to Value Ratio greater than 80% will not exceed 39.0% of the aggregate Scheduled Principal Balances of the Mortgage Loans and the weighted average Loan to Value Ratio of the Mortgage Loans will not exceed 79.0%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be greater than 350 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by 9.00% investment properties Mortgage Loans Secured by manufactured homes 3.50% Mortgage Loans with balloon payments 57.00% (E) none of the Mortgage Loans (by Scheduled Principal Balance) shall have balances in excess of $461,350; (F) at least 12.00%, 15.00% and 37.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A+", "A" and "A-", respectively, and no more than 12.00%, and 2.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "C" and "D", respectively; (G) not less than 82% of the Mortage Loans (by Scheduled Principal Balance) shall be secured by single family (detached and attached) residences; and (H) not less than 89% of the Mortgage Loans shall be secured by owner occupied dwellings. For purposes of making all calculations required by clause (viii) the Scheduled Principal Balances of the Initial Loans as of their Mortgage Loans at the respective Subsequent Cut-Off Date and of the Cut-Off Dates shall be Subsequent Mortgage used. (ix) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixx) the Depositor shall have delivered to the Trustee Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xi) the Depositor shall have delivered to the Trustee, the Underwriter and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)listed on Schedule I; (xxii) as of each Subsequent Sales Date, neither the Depositor nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiii) the Funding Period shall not have ended; and (xiixiv) the Depositor and SMI Saxon Mortgage, Inc. each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate 's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.03(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: : (i) a fully executed Subsequent Sales Agreement; ; (ii) the two Officer’s Certificates 's certificates required by Section 2.6(b2.02(b)(xiv) hereof; ; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI Saxon Mortgage, Inc. required by Section 2.6(b2.02(b)(xiv); ; (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in as required by Section 2.6(b2.02 (b)(iv); ; (v) a letter from an independent accountant as required by Section 2.6(b2.02(b)(xi); and and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.03(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates 's certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.02(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: : (i) the amount and correct disposition of the Pre-Funded Amount, and Amount and the amount remaining in the Capitalized Interest Account and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date, the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule IV hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesOffered Securities; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundEstate; (ix) the Depositor shall have delivered to the Issuer and the Indenture Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b2.5(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.5(b) hereof, the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b2.5(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b2.5(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b2.5(b); (v) a letter from an independent accountant as required by Section 2.6(b2.5(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.5(b) hereof. The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule III hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the Trustee shall have received a letter from each Rating Agency confirming that the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. tgage Loans (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor Seller of all or a portion of Group I Pre-Funded Amount or the Group II Pre-Funded Amount, as the case may be, the Depositor Seller shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s Seller's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor Seller shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule VI hereto, which shall include a Schedule of Subsequent Mortgage Loans, listing separately the Group I Subsequent Mortgage Loans and Group II Subsequent Loans and specifying the amount to be withdrawn from the Group I Pre-Funding AccountFunded Amount and the amount to be withdrawn from the Group II Pre-Funded Amount and shall have delivered notice of such proposed transfer to the Certificate Insurer at least five days prior to the Subsequent Sales Date; (ii) the remaining original term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) Subsequent Mortgage Loans will be current on the applicable Subsequent Sales Date, will be secured by Mortgage Premises with an appraised value of less than $1,000,000 and: (A) in the case of Subsequent Mortgage Loans in Group I (which shall all have fixed interest rates): (I) no Subsequent Mortgage Loans will have a Net Rate of less than 7.685% per annum; provided that, after giving effect to the acquisition of such Subsequent Mortgage Loans, the weighted average Mortgage Interest Rate on the Mortgage Loans in Group I will not be less than 10% per annum; (II) in the case of Subsequent Mortgage Loans that are not Junior Mortgage Loans, such Subsequent Mortgage Loan will have been selected in a manner adverse Loan to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio not greater than 100.0095%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) ; provided that, after giving effect to the acquisition of all the such Subsequent Mortgage Loans, the aggregate Scheduled Principal Balance of the Mortgage Loans other than Junior Mortgage Loans with a Loan to Value Ratio greater than 80% will not exceed 24% of the aggregate Scheduled Principal Balances of the Mortgage Loans in Group I; and the applicable weighted average Loan to Value Ratio of the Mortgage Loans other than Junior Mortgage Loans in Group shall conform to the applicable Subsequent Delivery RequirementsI will not exceed 76.40%; (viiiIII) in the Depositor shall case of Subsequent Mortgage Loans that are Junior Mortgage Loans, such Subsequent Mortgage Loan will have a combined loan to value ratio (calculated on the basis of all loans secured by the Mortgage Premises securing the Junior Mortgage Loan) not greater than 90%; provided that, after giving effect to the Master Servicer acquisition of such Subsequent Mortgage Loans, the weighted average combined loan to value ratio of Junior Mortgage Loans in Group I will not be greater than 77.50% and the Trustee weighted average Junior Mortgage to Value shall be no more than 25%; (IV) each Subsequent Mortgage Loan either (x) shall be a fully amortizing loan with level payments over 15 to 30 years; or (y) or shall provide for a balloon payment not earlier than 15 years after origination and for level payments prior to the balloon payment based on an amortization term not in excess of 30 years; (V) all Subsequent Mortgage Loans, then being acquired, taken together with any information reasonably requested by Subsequent Mortgage Loans theretofore acquired, in the aggregate may not exceed any of them the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by Mortgage Premises located in a Single Zip Code 1.00% Mortgage Loans with respect to the Balloon payments 6.00% Mortgage Loans secured by Junior Liens 7.50% Mortgage Loans secured by investor-owned Mortgaged Premises 5.45% Mortgage Loans classified by Saxon Mortgage as "C" or below 1.75% (VI) not less than 12%, 55.5% and 25% of all Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the being acquired, taken together with any Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Datetherefore acquired, neither the Depositor nor SMI shall be insolventclassified by Saxon Mortgage as "A+", nor will either of them be made insolvent by such transfer"A" or "A-", respectively; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below below, in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the applicable Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the related Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesNotes; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable each Loan Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundEstate; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI SFM shall be insolvent, nor will either of them be made insolvent by such transfer; (xix) the Funding Period shall not have ended; (xi) no Subsequent Mortgage Loan may be a second lien Mortgage Loan; and (xii) the Depositor and SMI SFM each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions Opinions of counsel Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof2.5(b), the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the applicable Pre-Funding Account the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof2.5(b); (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI SFM required by Section 2.6(b2.5(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b2.5(b)(iv); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof2.5(b). The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded AmountAmount for each Loan Group, and (ii) any other necessary matters in connection with the administration of the Pre-Funding AccountSubaccount for each Loan Group. If any amounts are released as a result of an error in calculation to the Holders Securityholders or the Depositor from the any Pre-Funding AccountSubaccount for each Loan Group, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements;): (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s 's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below below, in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the applicable Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the related Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesOffered Securities; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable each Loan Group (and Subgroup) shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundEstate; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xix) the Funding Period shall not have ended; (xi) no Subsequent Mortgage Loan that is an adjustable rate Mortgage Loan may be a second lien Mortgage Loan; and (xii) the Depositor and SMI each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions Opinions of counsel Counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.5(b) hereof, the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the applicable Pre-Funding Account the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b2.5(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b2.5(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b2.5(b)(iv); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.5(b) hereof. The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded AmountAmount for each Loan Group (and Subgroup), and (ii) any other necessary matters in connection with the administration of the Pre-Funding AccountSubaccount for each Loan Group (and Subgroup). If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the any Pre-Funding AccountSubaccount for each Loan Group (and Subgroup), the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below below, in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the applicable Pre-Funded AmountAmount(s), as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the applicable Pre-Funding AccountSubaccount(s); (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesNotes; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%[100.00]%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the DepositorSaxon Mortgage, Inc.’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable each Loan Group shall conform to the applicable Subsequent Delivery Requirements; (viii) [each Subsequent Mortgage Loan included in Loan Group [ ] will be a conforming balance mortgage loan;] (ix) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)Estate; (x) as of each Subsequent Sales Date, neither the Depositor nor SMI [SFM] shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; (xii) no Subsequent Mortgage Loan may be a second lien Mortgage Loan; and (xiixiii) the Depositor and SMI [SFM] each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming (1) the satisfaction of each condition precedent specified in this paragraph (b) and ), in the related Subsequent Sales Agreement and opinions confirming that neither the Depositor nor the Issuer have received notice from [Xxxxx’x] as described in Section 2.5(c)(iv) and (2) delivery of counsel Opinions of Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof2.5(b), the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the applicable Pre-Funding Account Subaccount(s) the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof2.5(b); (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI [SFM] required by Section 2.6(b2.5(b); (iv) a letter from each Rating Agency [S&P] and [Fitch] on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); 2.5(b)(iv) (vit being understood that, so long as [Xxxxx'x] has received a schedule describing the Subsequent Mortgage Loans at least 2 Business Days prior to the final Subsequent Sales Date and it has not notified the Depositor, the Indenture Trustee or the Issuer that the addition of the Subsequent Mortgage Loans will result in the reduction, qualification or withdrawal of its then current ratings of the Notes prior to 10:00 a.m. (New York City time) a letter from an independent accountant as required by Section 2.6(bon the final Subsequent Sales Date, the addition of the Subsequent Mortgage Loans will be deemed not to result in the reduction, qualification or withdrawal of [Xxxxx'x] then current ratings of the Notes); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof2.5(b). The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded AmountAmount for each Loan Group, and (ii) any other necessary matters in connection with the administration of the Pre-Funding AccountSubaccount for each Loan Group. If any amounts are released as a result of an error in calculation to the Holders Securityholders or the Depositor from the any Pre-Funding AccountSubaccount for each Loan Group, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.]

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer"s review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor Seller of all or a portion of the Group I Pre-Funded Amount or the Group II Pre-Funded Amount, as the case may be, the Depositor Seller shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s Seller"s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor Seller shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule III hereto, which shall include a Schedule of Subsequent Mortgage Loans, listing separately the Group I Subsequent Mortgage Loans and Group II Subsequent Loans and specifying the amount to be withdrawn from the Group I Pre-Funding AccountFunded Amount and the Group II Pre-Funded Amount; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) receipt by the Trustee of a letter from each Rating Agency confirming that the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may be more than 30 days delinquent as of the related Cut-Off Date; (vi) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00101.00%; (vivii) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s Seller's underwriting guidelines; (viiviii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group I (which shall conform to the applicable Subsequent Delivery Requirementsall have fixed interest rates): (A) will have a weighted average Mortgage Interest Rate not less than 9.90% per annum; (B) the aggregate Scheduled Principal Balances of the Mortgage Loans with a combined Loan to Value Ratio greater than 80% will not exceed 36% of the aggregate Scheduled Principal Balances of the Mortgage Loans; and the weighted average Loan to Value ratio of the Mortgage Loans will not exceed 80%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be less than 335 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by owner occupied dwellings 88.00% Mortgage Loans with balloon payments 55.00% Mortgage Loans secured by junior liens 2.50% Mortgage Loans secured by investor-owned Mortgaged Premises 8.00% (E) no more than 0.75% of the Mortgage shall have balances in excess of $500,000; Loans (by Scheduled Principal Balance) (F) no more than 15.50%, 9.75% and 2.25% of Principal Balance) shall be classified by respectively; and the Mortgage Loans (by Scheduled Saxon Mortgage as "B", "C" and "D", (G) not less than 75% of the Mortgage Loans shall be secured by single family (detached and attached) residences. (ix) after giving effect to the acquisition of the Subsequent Mortgage Loans, the Mortgage Loans in Group II (which shall all be ARM Loans): (A) will have a weighted average current Mortgage Interest Rate of not less than 9.80% and a weighted average margin of at least 6.15%; (B) the Mortgage Loans with a Loan to Value Ratio greater than 80% will not exceed 37.0% of the aggregate Scheduled Principal Balances of the Mortgage Loans and the weighted average Loan to Value Ratio of the Mortgage Loans will not exceed 80.0%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be less than 354 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ---------------------------- Mortgage Loans secured by owner occupied dwellings 90.00% Mortgage Loans secured by investor-owned Mortgaged Premises 6.00% (E) no more than 4.00% of the Mortgage Loans shall have balances in excess of $600,000; (by Scheduled Principal Balance) (F) no more than 25.00%, 17.25% and 5.25% of Principal Balance) shall be classified by respectively; the Mortgage Loans (by Scheduled Saxon Mortgage as "B", "C" and "D", (G) not less than 75% of the Mortgage Loans secured by single family (detached and (by Scheduled Principal Balance ) shall be attached) residences; and (H) each Mortgage Loan in Subgroup A will adhere to FNMA and FHLMC conforming balance guidelines. For purposes of making all calculations required by clauses (viii) and (ix), the Depositor Scheduled Principal Balances of the Initial Mortgage Loans at the Cut-Off Date and of the Subsequent Mortgage Loans as of their respective Subsequent Cut-Off Dates shall be used. (x) the Seller shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixxi) the Seller shall have delivered to the Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xii) the Depositor shall have delivered to the Trustee Trustee, the Underwriters and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)listed on Schedule I; (xxiii) as of each Subsequent Sales Date, neither the Depositor Seller nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiv) the Funding Period shall not have ended; and (xiixv) the Depositor Seller and SMI Saxon Mortgage each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate 's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date, and the Certificate Insurer shall have consented to such acquisition. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s 's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s 's Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s 's Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor Seller of all or a portion of the Group I Pre-Funded Amount or the Group II Pre-Funded Amount, as the case may be, the Depositor Seller shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s Seller's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor Seller shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule III hereto, which shall include a Schedule of Subsequent Mortgage Loans, listing separately the Group I Subsequent Mortgage Loans and Group II Subsequent Loans and specifying the amount to be withdrawn from the Group I Pre-Funding AccountFunded Amount and the Group II Pre-Funded Amount; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) receipt by the Trustee of a letter from each Rating Agency confirming that the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may be more than 30 days delinquent as of the related Cut-Off Date; (vi) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00101.00%; (vivii) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s Seller's underwriting guidelines; (viiviii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group I (which shall conform to the applicable Subsequent Delivery Requirementsall have fixed interest rates): (A) will have a weighted average Mortgage Interest Rate not less than 9.90% per annum; (B) the aggregate Scheduled Principal Balances of the Mortgage Loans with a combined Loan to Value Ratio greater than 80% will not exceed 36% of the aggregate Scheduled Principal Balances of the Mortgage Loans; and the weighted average Loan to Value ratio of the Mortgage Loans will not exceed 80%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be less than 335 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by owner 88.00% occupied dwellings Mortgage Loans with balloon payments 55.00% Mortgage Loans secured by junior liens 2.50% Mortgage Loans secured by investor- 8.00% owned Mortgaged Premises (E) no more than 0.75% of the Mortgage Loans (by Scheduled Principal Balance) shall have balances in excess of $500,000; (F) no more than 15.50%, 9.75% and 2.25% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage as "B", "C" and "D", respectively; and (G) not less than 75% of the Mortgage Loans shall be secured by single family (detached and attached) residences. (ix) after giving effect to the acquisition of the Subsequent Mortgage Loans, the Mortgage Loans in Group II (which shall all be ARM Loans): (A) will have a weighted average current Mortgage Interest Rate of not less than 9.80% and a weighted average margin of at least 6.15%; (B) the Mortgage Loans with a Loan to Value Ratio greater than 80% will not exceed 37.0% of the aggregate Scheduled Principal Balances of the Mortgage Loans and the weighted average Loan to Value Ratio of the Mortgage Loans will not exceed 80.0%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be less than 354 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by owner 90.00% occupied dwellings Mortgage Loans secured by investor- owned Mortgaged Premises 6.00% (E) no more than 4.00% of the Mortgage Loans (by Scheduled Principal Balance) shall have balances in excess of $600,000; (F) no more than 25.00%, 17.25% and 5.25% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage as "B", "C" and "D", respectively; (G) not less than 75% of the Mortgage Loans (by Scheduled Principal Balance ) shall be secured by single family (detached and attached) residences; and (H) each Mortgage Loan in Subgroup A will adhere to FNMA and FHLMC conforming balance guidelines. For purposes of making all calculations required by clauses (viii) and (ix), the Depositor Scheduled Principal Balances of the Initial Mortgage Loans at the Cut-Off Date and of the Subsequent Mortgage Loans as of their respective Subsequent Cut-Off Dates shall be used. (x) the Seller shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixxi) the Seller shall have delivered to the Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xii) the Depositor shall have delivered to the Trustee Trustee, the Underwriters and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)listed on Schedule I; (xxiii) as of each Subsequent Sales Date, neither the Depositor Seller nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiv) the Funding Period shall not have ended; and (xiixv) the Depositor Seller and SMI Saxon Mortgage each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate 's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date, and the Certificate Insurer shall have consented to such acquisition. (c) Pursuant to Section 2.6(b2.03(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor Seller from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: : (i) a fully executed Subsequent Sales Agreement; ; (ii) the two Officer’s Certificates 's certificates required by Section 2.6(b2.02(b)(xv) hereof; ; (iii) an Opinion or Opinions of Counsel from each of the Depositor Seller and SMI Saxon Mortgage required by Section 2.6(b2.02(b)(xv); , and (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in as required by Section 2.6(b2.02 (b)(iv); , (v) a letter from an independent accountant as required by Section 2.6(b2.02(b)(xii); and and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.03(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates officer's certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.02(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: : (i) the amount and correct disposition of the Pre-Funded AmountAmount (and the portion thereof to be allocated to Group I Available Funds and the portion thereof to be allocated to Group II Available Funds), and and the amount remaining in the Capitalized Interest Account and (ii) any other necessary matters in connection with the administration of the Pre-Funding Funded Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor Seller from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor Seller shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to Servicer or, in the case of the Holders, the Master Servicer shall have the right to cause the Trustee to withhold such amounts from future distributions on such Certificates for deposit redeposit in the Master Servicer Custodial Pre-Funding Account on or Capitalized Interest Account, as the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Datecase may be.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Trustee to acquire Subsequent Mortgage Loans on behalf of the Trust Fund is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio or Combined Loan-to-Value Ratio greater than 100.00%[100.00]%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the [each Subsequent Mortgage Loans conform to the characteristics of the Loan in Group [ ] will be secured by a first lien and will be a conforming balance Mortgage Loans required in Section 2.6(b)Loan]; (x) as of each Subsequent Sales Date, neither the Depositor nor SMI [SMI] shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) [the Funding Period shall not have ended]; and (xii) the Depositor and SMI [SMI] each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming (1) the satisfaction of each condition precedent specified in this paragraph (b) and ), in the related Subsequent Sales Agreement and opinions confirming that neither the Depositor nor the Issuer have received notice from [Xxxxx’x] as described in Section 2.6(c)(iv) and (2) delivery of counsel Opinions of Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI [SMI] required by Section 2.6(b); (iv) a letter from each Rating Agency [S&P] on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b2.6(b)(iv) (it being understood that, so long as [Xxxxx'x] has received a schedule describing the Subsequent Mortgage Loans at least 2 Business Days prior to the final Subsequent Sales Date and it has not notified the Depositor (as certified by the Depositor to the Trustee in the Officers Certificate delivered pursuant to Section 2.5(b)(xii); ) or the Trustee that the addition of the Subsequent Mortgage Loans will result in the reduction, qualification or withdrawal of its then current ratings of the Certificates prior to 10:00 a.m. (vNew York City time) a letter from an independent accountant as required by Section 2.6(bon the final Subsequent Sales Date, the addition of the Subsequent Mortgage Loans will be deemed not to result in the reduction, qualification or withdrawal of [Xxxxx'x] then current ratings of the Certificates); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Cut-off Date.]

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Trustee to acquire Subsequent Mortgage Loans on behalf of the Trust Fund is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio or Combined Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the each Subsequent Mortgage Loans conform to the characteristics of the Loan in Group I will be secured by a first lien and will be a conforming balance Mortgage Loans required in Section 2.6(b)Loan; (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming (1) the satisfaction of each condition precedent specified in this paragraph (b) and ), in the related Subsequent Sales Agreement and opinions confirming that neither the Depositor nor the Issuer have received notice from Xxxxx’x as described in Section 2.6(c)(iv) and (2) delivery of counsel Opinions of Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency S&P on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b2.6(b)(iv) (it being understood that, so long as Xxxxx'x has received a schedule describing the Subsequent Mortgage Loans at least 2 Business Days prior to the final Subsequent Sales Date and it has not notified the Depositor (as certified by the Depositor to the Trustee in the Officers Certificate delivered pursuant to Section 2.5(b)(xii); ) or the Trustee that the addition of the Subsequent Mortgage Loans will result in the reduction, qualification or withdrawal of its then current ratings of the Certificates prior to 10:00 a.m. (vNew York City time) a letter from an independent accountant as required by Section 2.6(bon the final Subsequent Sales Date, the addition of the Subsequent Mortgage Loans will be deemed not to result in the reduction, qualification or withdrawal of Xxxxx'x then current ratings of the Certificates); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Cut-off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below below, in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesNotes; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundEstate; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI SFM shall be insolvent, nor will either of them be made insolvent by such transfer; (xix) the Funding Period shall not have ended; (xi) no Subsequent Mortgage Loan may be a second lien Mortgage Loan; and (xii) the Depositor and SMI SFM each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions Opinions of counsel Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof2.5(b), the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof2.5(b); (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI SFM required by Section 2.6(b2.5(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b2.5(b)(iv); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof2.5(b). The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders Securityholders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than [100.00%]; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI Seller shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI Seller each shall have delivered to the Master Servicer and the Trustee an Officer’s 's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. The purchase of Subsequent Mortgage Loans shall be allocated between Group I and Group II (and by Subgroup) in the proportions set forth in the definition of Original Pre-Funded Amount. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule IV hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s Seller's underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group I (which shall conform to the applicable Subsequent Delivery Requirementsall be fixed interest rate Mortgage Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 9.75% per annum; (B) will have a weighted average Combined Loan to Value Ratio not in excess of 76.00%; (C) shall be Mortgage Loans no more than 73.00% of which (by Scheduled Principal Balance) were made in connection with a cash out refinancing; (D) shall be Mortgage Loans at least 75.00% of which (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A-" or better; (E) shall be Mortgage Loans at least 78.00% of which (by Scheduled Principal Balance) will have been originated pursuant to a full documentation program; and (F) will have a weighted average credit score of not less than 605. (viii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in Group II (which shall all be first lien, ARM Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 10.00% per annum; (B) will have a weighted average Loan to Value Ratio not in excess of 80.00%; (C) shall be Mortgage Loans at least 67% of which (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A-" or better; and (D) will have a weighted average credit score of not less than 576. For purposes of making all calculations required by clauses (vii) and (viii), the Scheduled Principal Balances of the Initial Mortgage Loans at the Cut-Off Date and of the Subsequent Mortgage Loans as of their respective Subsequent Cut-Off Dates shall be used. (ix) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixx) the Depositor shall have delivered to the Trustee Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xi) the Depositor shall have delivered to the Trustee, the Underwriters and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b2.02(b); (xxii) as of each Subsequent Sales Date, neither the Depositor nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiii) the Funding Period shall not have ended; (xiv) any Subsequent Mortgage Loans allocated to Subgroup IIA shall conform to the principal balance requirements provided by the purchase guidelines of Fannie Mae and Freddie Mac; and (xiixv) the Depositor and SMI Depositox xxx Sxxxn Morxxxxx, Inc. each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate officer's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.03(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates 's certificates required by Section 2.6(b2.02(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI Saxon Mortgage, Inc. required by Section 2.6(b2.02(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b2.02(b); (v) a letter from an independent accountant as required by Section 2.6(b2.02(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.03(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates 's certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.02(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded AmountAmount and the amount remaining in the Capitalized Interest Account, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date, the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio or Combined Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); (v) a letter from an independent accountant as required by Section 2.6(b); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the Subsequent Delivery Requirements and the conditions set forth in paragraph (b) below below, in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the applicable Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundIssuer, and the Trustee Issuer shall purchase on behalf of the Trust Fundpurchase, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The In addition to the Subsequent Delivery Requirements, the obligation of the Trust Issuer to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee Issuer with a copy to the Master Servicer and the Indenture Trustee a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of CertificateholdersSecurityholders; (iviii) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the CertificatesNotes; (viv) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viiiv) the Depositor shall have provided the Master Servicer and the Indenture Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundEstate; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b); (xvi) as of each Subsequent Sales Date, neither the Depositor nor SMI SFM shall be insolvent, nor will either of them be made insolvent by such transfer; (xivii) the Funding Period shall not have ended; and (xiiviii) the Depositor and SMI SFM each shall have delivered to the Issuer, the Master Servicer and the Indenture Trustee an Officer’s Certificate confirming (1) the satisfaction of the Subsequent Delivery Requirements and each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions confirming that neither the Depositor nor the Issuer have received notice from the Rating Agencies as described in Section 2.5(c)(iv) and (2) delivery of counsel Opinions of Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof2.5(b), the Indenture Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Indenture Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof2.5(b)(viii); (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI SFM required by Section 2.6(b2.5(b)(viii); (iv) a letter from each Rating Agency S&P and Xxxxx’x on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b); 2.5(b)(iii) (vit being understood that, so long as each such Rating Agency has received a schedule describing the Subsequent Mortgage Loans at least 2 Business Days prior to the final Subsequent Sales Date and it has not notified the Depositor, the Indenture Trustee or the Issuer that the addition of the Subsequent Mortgage Loans will result in the reduction, qualification or withdrawal of its then current ratings of the Notes prior to 10:00 a.m. (New York City time) a letter from an independent accountant as required by Section 2.6(bon the final Subsequent Sales Date, the addition of the Subsequent Mortgage Loans will be deemed not to result in the reduction, qualification or withdrawal of then current ratings of the Notes); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof). The Issuer and the Indenture Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.5(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) determine any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders Securityholders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust Fund, and the Trustee shall purchase on behalf of the Trust Fund, all the Depositor’s right, title and interest in and to the Subsequent Mortgage Loans, together with the related Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust Trustee to acquire Subsequent Mortgage Loans on behalf of the Trust Fund is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales Agreement, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s underwriting guidelines; (vii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group shall conform to the applicable Subsequent Delivery Requirements; (viii) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust Fund; (ix) the Depositor shall have delivered to the Trustee a letter from an independent accountant stating whether or not the characteristics of the each Subsequent Mortgage Loans conform to the characteristics of the Loan will be secured by a first lien and each Subsequent Mortgage Loans required Loan in Section 2.6(b)Group I and Group II will be a conforming balance Mortgage Loan; (x) as of each Subsequent Sales Date, neither the Depositor nor SMI shall be insolvent, nor will either of them be made insolvent by such transfer; (xi) the Funding Period shall not have ended; and (xii) the Depositor and SMI each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate confirming (1) the satisfaction of each condition precedent specified in this paragraph (b) and ), in the related Subsequent Sales Agreement and opinions confirming that neither the Depositor nor the Issuer have received notice from Xxxxx’x as described in Section 2.6(c)(iv) and (2) delivery of counsel Opinions of Counsel with respect to corporate, bankruptcy corporate and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates required by Section 2.6(b) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI required by Section 2.6(b); (iv) a letter from each Rating Agency S&P on the final Subsequent Sale Date confirming the condition provided in Section 2.6(b2.6(b)(iv) (it being understood that, so long as each of Xxxxx'x and Fitch have received a schedule describing the Subsequent Mortgage Loans at least 2 Business Days prior to the final Subsequent Sales Date and it has not notified the Depositor (as certified by the Depositor to the Trustee in the Officers Certificate delivered pursuant to Section 2.5(b)(xii); ) or the Trustee that the addition of the Subsequent Mortgage Loans will result in the reduction, qualification or withdrawal of its then current ratings of the Certificates prior to 10:00 a.m. (vNew York City time) a letter from an independent accountant as required by Section 2.6(bon the final Subsequent Sales Date, the addition of the Subsequent Mortgage Loans will be deemed not to result in the reduction, qualification or withdrawal of Xxxxx'x or Xxxxx'x then current ratings of the Certificates); and (viv) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Cut-off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule III hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Funded Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the Trustee shall have received a letter from each Rating Agency confirming that the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no more than 2.00% of the Subsequent Mortgage Loan may be Delinquent as of the related Cut-Off Date and none of these Delinquent Mortgage Loans shall have missed their first payment; (vi) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vivii) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (viiviii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group (which shall conform to the applicable Subsequent Delivery Requirementsall be first lien, ARM Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 9.75% and a weighted average margin of at least 6.10%; (B) the Mortgage Loans with a Loan to Value Ratio greater than 80% will not exceed 48.0% of the aggregate Scheduled Principal Balances of the Mortgage Loans and the weighted average Loan to Value Ratio of the Mortgage Loans will not exceed 80.0%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be less than 352 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ---------------------------- Mortgage Loans secured by investment properties 4.50% Mortgage Loans Secured by manufactured homes 1.60% (E) no more than 2.00% of the Mortgage Loans (by Scheduled Principal Balance) shall have balances in excess of $600,000; (F) no more than 27.00%, 15.00% and 5.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "B", "C" and "D", respectively; (G) not less than 75% of the Mortgage Loans (by Scheduled Principal Balance ) shall be secured by single family (attached and detached ) residences; and (H) not less than 94% of the Mortgage Loans shall be secured by owner occupied dwellings. . For purposes of making all calculations required by clause (viii) the Scheduled Principal Balances of the Initial Mortgage Loans at the Loans as of their respective Subsequent Cut-Off Cut-Off Date and of the Subsequent Mortgage Dates shall be used. (ix) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixx) the Depositor shall have delivered to the Trustee Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xi) the Depositor shall have delivered to the Trustee, the Underwriter and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)listed on Schedule I; (xxii) as of each Subsequent Sales Date, neither the Depositor nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiii) the Funding Period shall not have ended; and (xiixiv) the Depositor and SMI Saxon Mortgage, Inc. each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate 's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.03(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Pre- Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: : (i) a fully executed Subsequent Sales Agreement; ; (ii) the two Officer’s Certificates 's certificates required by Section 2.6(b2.02(b)(xiv) hereof; ; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI Saxon Mortgage, Inc. required by Section 2.6(b2.02(b)(xiv); ; (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in as required by Section 2.6(b2.02 (b)(iv); ; (v) a letter from an independent accountant as required by Section 2.6(b2.02(b)(xi); and and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.03(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates 's certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.02(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: : (i) the amount and correct disposition of the Pre-Funded Amount, and Amount and the amount remaining in the Capitalized Interest Account and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date, the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.

Purchase of Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in paragraph (b) below (based on the Master Servicer's review of such conditions) in consideration of the delivery on a Subsequent Sales Date to or upon the order of the Depositor of all or a portion of the Pre-Funded Amount, as the case may be, the Depositor shall on such Subsequent Sales Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trust FundTrust, and the Trustee shall purchase on behalf of the Trust FundTrust, all the Depositor’s 's right, title and interest in and to the Subsequent Mortgage Loans, together with the related Trustee Mortgage Loan Files, covered by the Subsequent Sales Agreement delivered on such date. (b) The obligation of the Trust to acquire Subsequent Mortgage Loans is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Sales Date: (i) the Depositor shall have delivered to the Trustee with a copy to the Master Servicer a duly executed written Subsequent Sales AgreementAgreement in substantially the form of Schedule III hereto, which shall include a Schedule of Subsequent Mortgage Loans, and specifying the amount to be withdrawn from the Pre-Funding Account; (ii) the remaining term to maturity of each Subsequent Mortgage Loan may not exceed 30 years; (iii) no Subsequent Mortgage Loan will have been selected in a manner adverse to the interests of Certificateholders; (iv) the Trustee shall have received a letter from each Rating Agency confirming that the addition of the Subsequent Mortgage Loans will not result in the reduction, qualification or withdrawal of the then current ratings of the Certificates; (v) no Subsequent Mortgage Loan may have a Loan-to-Value Ratio greater than 100.00%; (vi) each Subsequent Mortgage Loan will be underwritten in accordance with the Depositor’s 's underwriting guidelines; (vii) no more than 1.00% of the Subsequent Mortgage Loans may be Delinquent as of the related Cut-Off Date; (viii) after giving effect to the acquisition of all the Subsequent Mortgage Loans, the Mortgage Loans in the applicable Group I (which shall conform to the applicable Subsequent Delivery Requirementsall be fixed interest rate Mortgage Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 10.60% per annum; (B) the Mortgage Loans with a Combined Loan to Value Ratio greater than 80.00% will not exceed 38.00% of the aggregate Scheduled Principal Balances of the Mortgage Loans and the weighted average Loan to Value Ratio of the Mortgage Loans will not exceed 78.00%; (C) the weighted average remaining amortization term of the Mortgage Loans shall not be greater than 345 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by 6.00% investment properties Mortgage Loans secured by 3.00% manufactured homes Mortgage Loans with balloon 61.00% payments Mortgage Loans secured by 4.00% second Liens (E) none of the Mortgage Loans (by Scheduled Principal Balance) shall have balances in excess of $800,000; (F) at least 65.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A-" or better and no more than 20.00%, 12.00%, and 3.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "B", "C" and "D", respectively; (G) not less than 83.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be secured by single family (detached and attached) residences; (H) not less than 92.00% of the Mortgage Loans shall be secured by owner occupied dwellings; and (I) at least 45.00% of the Mortgage Loans with a Loan to Value Ratio greater than 80% will be covered by the PMI Policy or other mortgage insurance. (ix) after giving effect to the acquisition of the Subsequent Mortgage Loans, the Mortgage Loans in Group II (which shall all be first lien, ARM Loans): (A) will have a weighted average Mortgage Interest Rate of not less than 10.45% and a weighted average margin of at least 6.28%; (B) the Mortgage Loans with a Loan to Value Ratio greater than 80% will not exceed 35.00% of the aggregate Scheduled Principal Balances of the Mortgage Loans and the weighted average Loan to Value Ratio of the Mortgage Loans will not exceed 78.00% (C) the weighted average remaining amortization term of the Mortgage Loans shall not be less than 355 months; (D) may not exceed any of the following restrictions: Categories of Restriction (Based on Mortgage Loans Scheduled Principal Balances) -------------- ----------------------------- Mortgage Loans secured by 4.00% investment properties Mortgage Loans Secured by 3.00% manufactured homes (E) none of the Mortgage Loans (by Scheduled Principal Balance) shall have balances in excess of $800,000; (F) at least 46.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "A-" or better and no more than 29.00%, 19.00% and 7.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be classified by Saxon Mortgage, Inc. as "B", "C" and "D", respectively; (G) not less than 80.00% of the Mortgage Loans (by Scheduled Principal Balance) shall be secured by single family (detached and attached) residences; (H) not less than 95.00% of the Mortgage Loans shall be secured by owner occupied dwellings; and (I) at least 42.00% of the Mortgage Loans with a Loan to Value Ratio greater than 80% will be covered by the PMI Policy or other mortgage insurance. For purposes of making all calculations required by clauses (viii) and (ix), the Scheduled Principal Balances of the Initial Mortgage Loans at the Cut-Off Date and of the Subsequent Mortgage Loans as of their respective Subsequent Cut-Off Dates shall be used. (x) the Depositor shall have provided the Master Servicer and the Trustee any information reasonably requested by any of them with respect to the Subsequent Mortgage Loans then to be sold to the Trust FundTrust; (ixxi) the Depositor shall have delivered to the Trustee Master Servicer for deposit in the Master Servicer Custodial Account all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut-Off Date; (xii) the Depositor shall have delivered to the Trustee, the Underwriter and the Rating Agencies a letter from an independent accountant stating whether or not the characteristics of the Subsequent Mortgage Loans conform to the characteristics of the Mortgage Loans required in Section 2.6(b)listed on Schedule I; (xxiii) as of each Subsequent Sales Date, neither the Depositor nor SMI Saxon Mortgage shall be insolvent, nor will either of them be made insolvent by such transfer; (xixiv) the Funding Period shall not have ended; and (xiixv) the Depositor and SMI Saxon Mortgage, Inc. each shall have delivered to the Master Servicer and the Trustee an Officer’s Certificate 's certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and in the related Subsequent Sales Agreement and opinions of counsel with respect to corporate, bankruptcy and tax matters relating to the transfer of Subsequent Mortgage Loans in the forms substantially similar to those delivered on the Closing Date. (c) Pursuant to Section 2.6(b2.03(b) hereof, the Trustee shall remit on each Subsequent Sales Date to or upon the order of the Depositor from the Pre-Funding Account the amount specified by the Master Servicer only upon the Trustee’s 's receipt of: (i) a fully executed Subsequent Sales Agreement; (ii) the two Officer’s Certificates 's certificates required by Section 2.6(b2.02(b)(xv) hereof; (iii) an Opinion or Opinions of Counsel from each of the Depositor and SMI Saxon Mortgage, Inc. required by Section 2.6(b2.02(b)(xv); (iv) a letter from each Rating Agency on the final Subsequent Sale Date confirming the condition provided in as required by Section 2.6(b2.02 (b)(iv); (v) a letter from an independent accountant as required by Section 2.6(b2.02(b)(xii); and (vi) the written instruction from the Master Servicer setting forth the amounts to be paid as required by Section 2.6(b2.03(b) hereof. The Trustee may rely and shall be protected in relying on all such Officer’s Certificates 's certificates as evidencing full compliance with all conditions precedent specified in Section 2.6(b2.02(b), without any further duty of inquiry with respect thereto. (d) On each Subsequent Sales Date and on the Determination Master Servicer Reporting Date immediately following the end of the Funding Period, the Master Servicer shall determine: (i) the amount and correct disposition of the Pre-Funded Amount, Amount and the amount remaining in the Capitalized Interest Account and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and the Capitalized Interest Account. With respect to each Subsequent Sales Date, the Master Servicer shall determine the Overfunded Interest Amount. If any amounts are released as a result of an error in calculation to the Holders or the Depositor from the Pre-Funding Account or from the Capitalized Interest Account, the Depositor shall immediately repay such amounts to the Master Servicer. (e) The Depositor shall deliver (or cause to be delivered) to the Master Servicer for deposit in the Master Servicer Custodial Account on the related Servicer Deposit Date all principal and interest due in respect of such Subsequent Mortgage Loans after the related Subsequent Cut Off Date.