Common use of Representations and Warranties Relating to the Mortgage Loans Clause in Contracts

Representations and Warranties Relating to the Mortgage Loans. The representations and warranties with respect to the Mortgage Loans in the related Sale and Servicing Agreement were made as of the dates of the related Memorandum or Memoranda of Sale. The Seller's right, title and interest in such representations and warranties and the remedies in connection therewith have been assigned by the Seller to the Company and by the Company to the Trust in various assignment, assumption and recognition agreements among the Seller, the Company, the Master Servicer, the Trustee and the various Originators. In addition, the Seller hereby assumes, on and after September 8, 2007, the obligations of Ameriquest with respect to the mortgage loan representations made by Ameriquest in Section 3.03 of the Ameriquest Sale and Servicing Agreement (the "Ameriquest Representations and Warranties"). To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of an Originator under the applicable Sale and Servicing Agreement and (ii) a representation or warranty of the Seller under this Agreement (other than Section 3.01(xi) and (xix) below), the only right or remedy of the Purchaser shall be the right to enforce the obligations of the applicable Originator under any applicable representation or warranty made by it; provided, however, to the extent that any fact, condition or event with respect to an Ameriquest Mortgage Loan constitutes a breach of an Ameriquest Representation and Warranty and such breach is discovered on or after September 8, 2007, Ameriquest shall have no obligation or liability with respect to such Mortgage Loans and the only right or remedy of the Purchaser with respect to such Mortgage Loans shall be the right to enforce the Seller's obligations assumed from Ameriquest regarding the Ameriquest Representations and Warranties. Except as otherwise stated herein, the Purchaser acknowledges and agrees that the representations and warranties of the Seller in this Section 3.01 are applicable only to facts, conditions or events that do not constitute a breach of any representation or warranty made by an Originator in the related Sale and Servicing Agreement. Except as otherwise stated herein, the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (other than the representations and warranties made in Sections 3.01(xi) and (xix) below) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by an Originator in the related Sale and Servicing Agreement, without regard to whether such Originator fulfills its contractual obligations in respect of such representation or warranty. If, however, such Originator fails to reimburse the Trustee for any costs or damages incurred by the Trust in connection with a breach of such Originator's representations and warranties with respect to abusive or predatory lending laws set forth in the applicable section of the related Sale and Servicing Agreement (such amount, the "Reimbursement Amount"), the Seller shall pay the Reimbursement Amount to the Trust. The Reimbursement Amount shall be delivered to the related Servicer for deposit into the applicable Servicer Custodial Account within ten (10) days from the date the Seller was notified by the Trustee of the amount of such costs and damages. Subject to the foregoing, the Seller represents and warrants upon delivery of the Mortgage Loans to the Purchaser hereunder, as to each, that:

Representations and Warranties Relating to the Mortgage Loans. The representations and warranties with respect to the Mortgage Loans in the related Sale and Servicing Transfer Agreement were made as of the dates of the related Memorandum or Underlying Memoranda of Sale. The Seller's right, title and interest in such representations and warranties and the remedies in connection therewith have been assigned by the Seller to the Company Purchaser pursuant to that certain Assignment, Assumption and by the Company to the Trust in various assignmentRecognition Agreement, assumption and recognition agreements dated February 28, 2006, among the Seller, the Companyas assignor, the Master ServicerPurchaser, as assignee, the Trustee Company and the various Originators. In addition, the Seller hereby assumes, on and after September 8, 2007, the obligations of Ameriquest with respect to the mortgage loan representations made by Ameriquest in Section 3.03 of the Ameriquest Sale and Servicing Agreement (the "Ameriquest Representations and Warranties")Servicer. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of an Originator the Company under the applicable Sale and Servicing Transfer Agreement and (ii) a representation or warranty of the Seller under this Agreement (other than Section 3.01(xi3.01(i) and (xixii) below), the only right or remedy of the Purchaser shall be the right to enforce the obligations of the applicable Originator Company under any applicable representation or warranty made by it; provided, however, to the extent that any fact, condition or event with respect to an Ameriquest Mortgage Loan constitutes a breach of an Ameriquest Representation and Warranty and such breach is discovered on or after September 8, 2007, Ameriquest shall have no obligation or liability with respect to such Mortgage Loans and the only right or remedy of the Purchaser with respect to such Mortgage Loans shall be the right to enforce the Seller's obligations assumed from Ameriquest regarding the Ameriquest Representations and Warranties. Except as otherwise stated herein, the The Purchaser acknowledges and agrees that the representations and warranties of the Seller in this Section 3.01 are applicable only to facts, conditions or events that do not constitute a breach of any representation or warranty made by an Originator the Company in the related Sale and Servicing Transfer Agreement. Except as otherwise stated herein, the The Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (other than the representations and warranties made in Sections 3.01(xi3.01(i) and (xixii) below) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by an Originator the Company in the related Sale and Servicing Transfer Agreement, without regard to whether such Originator the Company fulfills its contractual obligations in respect of such representation or warranty. If, however, such Originator the Company fails to reimburse the Trustee for any costs or damages incurred by the Trust in connection with a breach of such Originatorthe Company's representations and warranties with respect to abusive or predatory lending laws set forth in the applicable section Section 3.02 of the related Underlying Sale and Servicing Agreement (such amount, the "Reimbursement Amount"), the Seller shall pay the Reimbursement Amount to the Trust. The Reimbursement Amount shall be delivered to the related Servicer for deposit into the applicable Servicer Custodial Collection Account within ten (10) days from the date the Seller was notified by the Trustee of the amount of such costs and damages. Subject to the foregoing, the Seller represents and warrants upon delivery of the Mortgage Loans to the Purchaser hereunder, as to each, that:

Representations and Warranties Relating to the Mortgage Loans. The representations and warranties with respect to the Mortgage Loans in the related Sale and Servicing Agreement were made as of the dates of the related Memorandum or Memoranda of Sale. The Seller's right, title and interest in such representations and warranties and the remedies in connection therewith have been assigned by the Seller to the Company and by the Company to the Trust in various assignment, assumption and recognition agreements among the Seller, the Company, the Master Servicer, the Trustee and the various Originators. In addition, the Seller hereby assumes, on and after September 8, 2007, the obligations of Ameriquest with respect to the mortgage loan representations made by Ameriquest in Purchaser pursuant Section 3.03 of the Ameriquest Sale and Servicing Agreement (the "Ameriquest Representations and Warranties")2.01 hereof. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of an Originator Option One under the applicable Sale and Servicing Agreement and (ii) a representation or warranty of the Seller under this Agreement (other than Section 3.01(xi) and (xix) below), the only right or remedy of the Purchaser shall be the right to enforce the obligations of the applicable Originator Option One under any applicable representation or warranty made by it; provided, however, to the extent that any fact, condition or event with respect to an Ameriquest Mortgage Loan constitutes a breach of an Ameriquest Representation and Warranty and such breach is discovered on or after September 8, 2007, Ameriquest shall have no obligation or liability with respect to such Mortgage Loans and the only right or remedy of the Purchaser with respect to such Mortgage Loans shall be the right to enforce the Seller's obligations assumed from Ameriquest regarding the Ameriquest Representations and Warranties. Except as otherwise stated herein, the The Purchaser acknowledges and agrees that the representations and warranties of the Seller in this Section 3.01 are applicable only to facts, conditions or events that do not constitute a breach of any representation or warranty made by an Originator Option One in the related Sale and Servicing Agreement. Except as otherwise stated herein, the The Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (other than the representations and warranties made in Sections 3.01(xi) and (xix) below) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by an Originator Option One in the related Sale and Servicing Transfer Agreement, without regard to whether such Originator Option One fulfills its contractual obligations in respect of such representation or warranty. If, however, such Originator Option One fails to reimburse the Trustee for any costs or damages incurred by the Trust in connection with a breach of such OriginatorOption One's representations and warranties with respect to abusive or predatory lending laws set forth in the applicable section Section 3.02 of the related Underlying Sale and Servicing Agreement (such amount, the "Reimbursement Amount"), the Seller shall pay the Reimbursement Amount to the Trust. The Reimbursement Amount shall be delivered to the related Servicer Option One for deposit into the applicable Servicer Custodial Collection Account within ten (10) days from the date the Seller was notified by the Trustee of the amount of such costs and damages. Subject to the foregoing, the Seller represents and warrants upon delivery of the Mortgage Loans to the Purchaser hereunder, as to each, that:

Representations and Warranties Relating to the Mortgage Loans. The representations and warranties with respect to the Mortgage Loans in the related Sale and Servicing WMC Purchase Agreement were made as of the dates of date set forth in the related Memorandum or Memoranda of SaleWMC Purchase Agreement. The Seller's right, title and interest in such representations and warranties and the remedies in connection therewith have been assigned by the Seller to the Company and by the Company to the Trust in various assignment, assumption and recognition agreements among the Seller, the Company, the Master Servicer, the Trustee and the various Originators. In addition, the Seller hereby assumes, on and after September 8, 2007, the obligations of Ameriquest with respect to the mortgage loan representations made by Ameriquest in Purchaser pursuant Section 3.03 of the Ameriquest Sale and Servicing Agreement (the "Ameriquest Representations and Warranties")2.01 hereof. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of an Originator WMC under the applicable Sale and Servicing WMC Purchase Agreement and (ii) a representation or warranty of the Seller under this Agreement (other than Section 3.01(xi) and (xix) below), the only right or remedy of the Purchaser shall be the right to enforce the obligations of the applicable Originator WMC under any applicable representation or warranty made by it; provided, however, to the extent that any fact, condition or event with respect to an Ameriquest Mortgage Loan constitutes a breach of an Ameriquest Representation and Warranty and such breach is discovered on or after September 8, 2007, Ameriquest shall have no obligation or liability with respect to such Mortgage Loans and the only right or remedy of the Purchaser with respect to such Mortgage Loans shall be the right to enforce the Seller's obligations assumed from Ameriquest regarding the Ameriquest Representations and Warranties. Except as otherwise stated herein, the The Purchaser acknowledges and agrees that the representations and warranties of the Seller in this Section 3.01 are applicable only to facts, conditions or events that do not constitute a breach of any representation or warranty made by an Originator WMC in the related Sale and Servicing WMC Purchase Agreement. Except as otherwise stated herein, the The Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (other than the representations and warranties made in Sections 3.01(xi) and (xix) below) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by an Originator WMC in the related Sale and Servicing WMC Purchase Agreement, without regard to whether such Originator WMC fulfills its contractual obligations in respect of such representation or warranty. If, however, such Originator WMC fails to reimburse the Trustee Trust for any costs or damages incurred by the Trust in connection with a breach of such OriginatorWMC's representations and warranties with respect to abusive or predatory lending laws set forth in the applicable section Section 5 of the related Sale and Servicing WMC Purchase Agreement (such amount, the "Reimbursement Amount"), the Seller shall pay the Reimbursement Amount to the Trust. The Reimbursement Amount shall be delivered to the related Servicer Securities Administrator for deposit into the applicable Servicer Custodial Distribution Account within ten (10) days from the date the Seller was notified by the Securities Administrator, the Master Servicer, the Servicer or the Trustee of the amount of such costs and damages. In addition, the Seller hereby agrees that if WMC repurchases a Mortgage Loan pursuant to Section 5(e) of the WMC Purchase Agreement and the Repurchase Price (as defined in the WMC Purchase Agreement) is less than the Purchase Price (as defined in the Pooling and Servicing Agreement) for such Mortgage Loan set forth in Section 2.03 of the Pooling and Servicing Agreement, the Seller shall remit any difference between such prices (the "BANA Purchase Price Adjustment Amount") to the Securities Administrator for deposit into the Distribution Account no later than two business days (2) from the date the Seller was notified by the Securities Administrator of (i) the amount remitted by WMC to the Securities Administrator with respect to such Mortgage Loan and (ii) the Purchase Price (as defined in the Pooling and Servicing Agreement) for such Mortgage Loan. For avoidance of doubt, the Seller will not be obligated to remit the BANA Purchase Price Adjustment Amount in the event of any default by WMC of its obligation to purchase a Mortgage Loan or any default by General Electric Capital Corporation under its guarantee in the WMC Purchase Agreement. With respect to the representations and warranties set forth in the WMC Purchase Agreement or this Agreement that are made to the best of WMC's or the Seller's knowledge, as applicable, or as to which WMC or the Seller, as the case may be, has no knowledge, if it is discovered by the Depositor, the Servicer, the Securities Administrator, the Master Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding WMC's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, the Seller hereby agrees to repurchase such Mortgage Loan in accordance with the provisions set forth in the Pooling and Servicing Agreement. Subject to the foregoing, the Seller represents and warrants upon delivery of the Mortgage Loans to the Purchaser hereunder, as to each, that: