Common use of Representations, Warranties and Covenants of the Servicer Clause in Contracts

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.

Representations, Warranties and Covenants of the Servicer. and Transferor. The Servicer as such and in its capacity as the Transferor -------------- hereby represents, warrants and covenants with and to the TrusteeSeller, for the benefit of each of Issuer, the Indenture Trustee and the Certificateholders and to the Depositor that Securityholders as of the Closing Date or as of such date specifically provided hereinDate: (ia) The Servicer is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its formation Texas and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the each Mortgaged Property is located State if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer and perform its obligations as Servicer hereunder except where the failure to be so licensed, qualified or is in good standing, either singularly or in the aggregate, would not have a condition material adverse effect on its business or its ability to the enforceability or validity of each Mortgage Loanperform its obligations hereunder; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part by all necessary action of its official recordsthe Servicer; this Agreement constitutes evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid valid, binding and binding enforceable upon the Servicer in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium and other, similar laws relating to or affecting creditors' rights generally or the application of equitable principles in any proceeding, whether at law or in equity; (iib) All actions, approvals, consents, waivers, exemptions, variances, franchises, orders, permits, authorizations, rights and licenses required to be taken, given or obtained, as the case may be, by or from any federal, state or other governmental authority or agency (other than any such actions, approvals, etc. under any state securities laws, real estate syndication or "Blue Sky" statutes, as to which the Servicer makes no such representation or warranty) that are necessary in connection with the execution and delivery by the Servicer of this Agreement and the other related documents to which it is a party, have been duly taken, given or obtained, as the case may be, are in full force and effect, are not subject to any pending proceedings or appeals (administrative, judicial or otherwise) and either the time within which any appeal therefrom may be taken or review thereof may be obtained has expired or no review thereof may be obtained or appeal therefrom taken, and are adequate to authorize the consummation of the transactions contemplated by this Agreement and such other documents on the part of the Servicer and the performance by the Servicer of its obligations as Servicer under this Agreement and such other documents to which it is a party; (c) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in (i) the breach of any term terms or provision provisions of the charter or by-laws of the Servicer or result in Servicer, (ii) the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any material agreement, indenture or loan or credit agreement or other material instrument to which the Servicer or its property is subject, or result in (iii) the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iiid) The execution and delivery of Neither this Agreement nor the Prospectus nor any statement, report or other document prepared by the Servicer and furnished or to be furnished pursuant to this Agreement or in connection with the performance and compliance with its obligations and covenants hereunder do transactions contemplated hereby contains any untrue statement of material fact or omits to state a material fact necessary to make the statements contained herein or therein not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtainedmisleading; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viie) There is no action, suit, proceeding or investigation pending or, to its the best of the Servicer's knowledge, threatened against the Servicer thatwhich, either individually in any one instance or in the aggregate, (A) could reasonably be expected to prohibit may result in any material adverse change in the business, operations, financial condition, properties or materially and adversely affect the performance by assets of the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, Servicer or (D) which would draw into question the validity or enforceability of this Agreement or the Home Loans or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) which would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; (f) The Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or otherwise) or operations of the Servicer or its properties or might have consequences that would materially and adversely affect its performance hereunder; (g) So long as FFI is the Servicer of the Home Loans hereunder, the Servicer's Home Loan Files will be maintained at 1600 Viceroy, Dallas, Texas 75235, or, if FFI is no longer the Servicer hereunxxx xx xx XXX xxxxxes the location of the Servicer's Home Loan Files, the Servicer's Home Loan Files shall be maintained at such address as may be indicated on an Officer's Certificate executed by a Servicing Officer and delivered to the Issuer, the Indenture Trustee and the Seller; (h) The Servicer shall not solicit any refinancing of any of the Home Loans; provided, that this covenant shall not prevent or restrict either (1) the Servicer from making general solicitations, by mail, advertisement or otherwise of the general public or persons on a targeted list, so long as the list was not generated from the Home Loan Schedule or (2) any refinancing in connection with an Obligor's unsolicited request for refinancing; and (viiii) Neither this Agreement nor any informationThe Servicer shall not sell, certificate of an officertransfer, statement furnished in writing assign or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement otherwise dispose of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery customer or similar list comprised of the Mortgage Files to the Trustee and shall inure to the benefit names of the Trustee, Obligors under the Depositor and the Certificateholders. Upon discovery by Home Loans to any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trusteethird party.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the TrusteeTrust Collateral Agent, for the benefit of each of the Trustee Noteholders and the Certificateholders and to the Depositor Insurer that as of the Closing Date or as of such date specifically provided hereinDate: (ia) The the Servicer is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction state of its formation organization and is qualified to transact business in and is in good standing under the laws of each state in which it is necessary for it to be so qualified in order to carry on its business as now being conducted and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loanconducted; the Servicer has the full power and authority to execute and deliver this Agreement own its property, to carry on its business as presently conducted, and to execute, deliver and perform in accordance herewitheach of the Transaction Documents to which it is a party; the execution, delivery and performance of this Agreement each of the Transaction Documents to which it is a party (including all instruments of transfer to be delivered pursuant to this Agreementany such Transaction Documents to which it is a party) by the Servicer and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized and are part authorized; each of its official records; this Agreement constitutes the Transaction Documents to which it is a party evidences the valid, binding and enforceable obligation of the Servicer, Servicer (subject to applicable bankruptcy, insolvency, reorganization, moratorium or bankruptcy and insolvency laws and other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity, regardless of whether enforcement is sought in a proceeding in equity or the rights of federally insured financial institutions; at law) and all requisite corporate action has been taken by the Servicer to make this Agreement each of the Transaction Documents to which it is a party valid and binding upon the Servicer (subject as aforesaid in accordance with its termsthe preceding clause); (iib) The the Servicer is not required to obtain the consent of any other party or obtain the consent, license, approval or authorization of, or make any registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Agreement or any other Transaction Documents to which it is a party; (c) the consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and Transaction Documents will not result in the breach of any term or provision of the charter certificate of incorporation or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default (with or without notice, lapse of time or both) under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such agreement, indenture or loan or credit agreement or other instrument (aside from the lien created pursuant to this Agreement) or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is or the Receivables are subject; (iiid) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do is not require the consent a party to, bound by or approval in breach or violation of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium indenture or other similar laws affecting the enforcement of creditors' rights generallyagreement or instrument, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause subject to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or violation of any action taken statute, order or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach regulation of any of the foregoing representationscourt, warranties and covenants which materially and adversely affects the value of any Mortgage Loan regulatory body, administrative agency or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.governmental body having

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor Depositor, the Master Servicer, the Securities Administrator and the NIMS Insurer that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is an entity duly organized, validly existing, existing and in good standing under the laws of the its organizational jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted conducted, except for such licenses, certificates and permits the absence of which, individually or in the aggregate, would not have a material adverse effect on the ability of the Servicer to conduct its business as it is presently conducted, and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsauthorized; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws organizational documents of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution Servicer is an approved seller/servicer of conventional residential mortgage loans for Fannie Mae or Freddie Mac, with the facilities, procedures, and delivery xxxxxixxxed pxxxxxxxl necessary for the sound servicing of this Agreement by mortgage loans of the same type as the Mortgage Loans. The Servicer is in good standing to service mortgage loans for Fannie Mae or Freddie Mac, and no event has occurred, including xxx xot limited to x change in insurance coverage, which would make the Servicer and the performance and compliance unable to comply with its obligations and covenants hereunder do not require the consent Fannie Mae or approval of any governmental authority or, if such consent Freddie Mac eligibility requirements or approval is required, it has been obtainedwhich wouxx xxxuire notxxxxxxxon to either Fannie Mae or Freddie Mac; (iv) This Agreement, and all documents xxxxxxnts and instruments xxxxxxxents contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, generally (whether considered in a proceeding at law or the rights of creditors of federally insured financial institutions, and general principles of in equity); (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit may result in any material adverse change in the business, operations, financial condition, properties or materially and adversely affect assets of the performance by the Servicer of its obligations underServicer, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) that would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) that would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (vii) No consent, approval or order of any court or governmental agency or body is required for the execution, delivery and performance by the Servicer of or compliance by the Servicer with this Agreement or the consummation of the transactions contemplated by this Agreement, except for such consents, approvals, authorizations and orders, if any, that have been obtained; (viii) Neither No information in this Agreement provided by the Servicer nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee Trustee, the Custodian, the Master Servicer, the Depositor or the Securities Administrator by the Servicer in connection with the transactions contemplated hereby contains or will contain any untrue statement of a material factfact or omits or will omit to state a material fact necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading; and (ix) From and after the date the servicing with respect to the Mortgage Loans was transferred to the Servicer, the Servicer has fully furnished, and shall continue to fully furnish for so long as it is servicing the Mortgage Loans hereunder, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information on the Mortgagor credit files to Equifax, Experian and Trans Union Credit Information Company, the three national credit reporting agencies, on a monthly basis. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee Trustee, or the Custodian on the Trustee's behalf, and shall inure to the benefit of the Trustee, the Depositor Depositor, the Master Servicer, the Securities Administrator, the NIMS Insurer and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller NIMS Insurer, the Custodian or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the other parties hereto. Upon discovery by any of the Depositor, the Servicer, the Seller Master Servicer, the Securities Administrator, the Custodian or the Trustee of a breach of any of the representations and warranties set forth in this Section 2.05, the Trusteeparty discovering such breach shall give prompt written notice, which shall not exceed two days, to the other parties. The Securities Administrator shall consult with the Depositor to determine if any such breach is material and any breach determined by the Depositor to be material shall be included by the Securities Administrator on the next Distribution Date Statement prepared pursuant to Section 4.06.

Representations, Warranties and Covenants of the Servicer. and Transferor. The Servicer as such and in its capacity as the Transferor -------------- hereby represents, warrants and covenants with and to the TrusteeSeller, for the benefit of each of Issuer, the Indenture Trustee and the Certificateholders and to the Depositor that Securityholders as of the Closing Date or as of such date specifically provided hereinDate: (ia) The Servicer is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its formation Texas and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the each Mortgaged Property is located State if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer and perform its obligations as Servicer hereunder except where the failure to be so licensed, qualified or is in good standing, either singularly or in the aggregate, would not have a condition material adverse effect on its business or its ability to the enforceability or validity of each Mortgage Loanperform its obligations hereunder; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part by all necessary action of its official recordsthe Servicer; this Agreement constitutes evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid valid, binding and binding enforceable upon the Servicer in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium and other, similar laws relating to or affecting creditors' rights generally or the application of equitable principles in any proceeding, whether at law or in equity; (iib) All actions, approvals, consents, waivers, exemptions, variances, franchises, orders, permits, authorizations, rights and licenses required to be taken, given or obtained, as the case may be, by or from any federal, state or other governmental authority or agency (other than any such actions, approvals, etc. under any state securities laws, real estate syndication or "Blue Sky" statutes, as to which the Servicer makes no such representation or warranty) that are necessary in connection with the execution and delivery by the Servicer of this Agreement and the other related documents to which it is a party, have been duly taken, given or obtained, as the case may be, are in full force and effect, are not subject to any pending proceedings or appeals (administrative, judicial or otherwise) and either the time within which any appeal therefrom may be taken or review thereof may be obtained has expired or no review thereof may be obtained or appeal therefrom taken, and are adequate to authorize the consummation of the transactions contemplated by this Agreement and such other documents on the part of the Servicer and the performance by the Servicer of its obligations as Servicer under this Agreement and such other documents to which it is a party; (c) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in (i) the breach of any term terms or provision provisions of the charter or by-laws of the Servicer or result in Servicer, (ii) the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any material agreement, indenture or loan or credit agreement or other material instrument to which the Servicer or its property is subject, or result in (iii) the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iiid) The execution and delivery of Neither this Agreement nor the Prospectus nor any statement, report or other document prepared by the Servicer and furnished or to be furnished pursuant to this Agreement or in connection with the performance and compliance with its obligations and covenants hereunder do transactions contemplated hereby contains any untrue statement of material fact or omits to state a material fact necessary to make the statements contained herein or therein not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtainedmisleading; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viie) There is no action, suit, proceeding or investigation pending or, to its the best of the Servicer's knowledge, threatened against the Servicer thatwhich, either individually in any one instance or in the aggregate, (A) could reasonably be expected to prohibit may result in any material adverse change in the business, operations, financial condition, properties or materially and adversely affect the performance by assets of the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, Servicer or (D) which would draw into question the validity or enforceability of this Agreement or the Home Loans or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) which would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; (f) The Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or otherwise) or operations of the Servicer or its properties or might have consequences that would materially and adversely affect its performance hereunder; (g) So long as FFI is the Servicer of the Home Loans hereunder, the Servicer's Home Loan Files will be maintained at 0000 Xxxxxxx, Xxxxxx, Xxxxx 00000, or, if FFI is no longer the Servicer hereunder or if FFI changes the location of the Servicer's Home Loan Files, the Servicer's Home Loan Files shall be maintained at such address as may be indicated on an Officer's Certificate executed by a Servicing Officer and delivered to the Issuer, the Indenture Trustee and the Seller; (h) The Servicer shall not solicit any refinancing of any of the Home Loans; provided, that this covenant shall not prevent or restrict either (1) the Servicer from making general solicitations, by mail, advertisement or otherwise of the general public or persons on a targeted list, so long as the list was not generated from the Home Loan Schedule or (2) any refinancing in connection with an Obligor's unsolicited request for refinancing; and (viiii) Neither this Agreement nor any informationThe Servicer shall not sell, certificate of an officertransfer, statement furnished in writing assign or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement otherwise dispose of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery customer or similar list comprised of the Mortgage Files to the Trustee and shall inure to the benefit names of the Trustee, Obligors under the Depositor and the Certificateholders. Upon discovery by Home Loans to any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trusteethird party.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter or by-laws organizational documents of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could which would reasonably be expected to (A) result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; (vii) The monthly tape information required hereunder to be provided to the Trustee shall be true and correct in all material respects; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (viiiix) Neither this Agreement nor any informationThe Servicer will transmit full-file credit reporting data for each Mortgage Loan pursuant to Xxxxxx Xxx Guide Announcement 95-19 and that for each Mortgage Loan, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with agrees to report one of the transactions contemplated hereby contains any untrue statement of a material factfollowing statuses each month as follows: new origination, current, delinquent (30-, 60-, 90-days, etc.), foreclosed or charged off. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(x) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Master Agreements respecting a breach of the representations, warranties and covenants of the Originator.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter certificate of formation or by-laws limited liability company agreement of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to may result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to may result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viiivii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (ix) The Servicer has accurately and fully reported, and will continue to accurately and fully report on a monthly basis, its borrower credit files for the Mortgage Loans to each of the three national credit repositories in a timely manner. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(viii) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Master Agreement respecting a breach of the representations, warranties and covenants of the Originator.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter or by-laws organizational documents of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could which would reasonably be expected to (A) result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; (vii) The monthly tape information required hereunder to be provided to the Trustee shall be true and correct in all material respects; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (viiiix) Neither this Agreement nor any informationThe Servicer will transmit full-file credit reporting data for each Mortgage Loan pursuant to Fxxxxx Mxx Guide Announcement 95-19 and that for each Mortgage Loan, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with agrees to report one of the transactions contemplated hereby contains any untrue statement of a material factfollowing statuses each month as follows: new origination, current, delinquent (30-, 60-, 90-days, etc.), foreclosed or charged off. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(viii) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Master Agreements respecting a breach of the representations, warranties and covenants of the Originator.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are is in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter certificate of formation or by-laws limited liability company agreement of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar bankruptcy laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is not in violation of, and the execution and delivery of this Agreement by the Servicer and its performance and compliance with the terms of this Agreement will not constitute a violation with respect to, any order or decree of any court or any order or regulation of any federal, state, municipal or governmental agency having jurisdiction over the Servicer or its assets, which violation will likely have consequences that would materially and adversely affect the condition (financial or otherwise) or the operation of the Servicer or its assets or will likely have consequences that would materially and adversely affect the performance of its obligations and duties hereunder or result in the creation or imposition of any lien, charge or encumbrance that would have an adverse effect upon any of its properties pursuant to the terms of any mortgage, contract, deed of trust or other instrument, or impair the ability of the Trustee to realize on the Mortgage Loans, impair the value of the Mortgage Loans, or impair the ability of the Trustee to realize the full amount of any insurance benefits accruing pursuant to this Agreement; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to may result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to may result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to may result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material factfact or omits a material fact necessary to make the information, certificate, statement or report not misleading; (ix) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; (x) The Servicer has accurately and fully reported, and will continue to accurately and fully report, in accordance with the Fair Credit Reporting Act and its implementing regulations and Accepted Servicing Practices, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis; (xi) The Servicer is an approved servicer for FHLMC in good standing and is a HUD approved mortgagee pursuant to Section 203 of the National Housing Act. No event has occurred, including but not limited to a change in insurance coverage, which would make the Servicer unable to comply with FHLMC or HUD eligibility requirements or which would require notification to FHLMC or HUD. The Servicer has the facilities, procedures, and experienced personnel necessary for the sound servicing of mortgage loans of the same type as the Mortgage Loans. The Servicer is duly qualified, licensed, registered and otherwise authorized under all applicable federal, state and local laws, and regulations, if applicable, meets the minimum capital requirements set forth by HUD, the OTS, the OCC or the FDIC, if applicable, and is in good standing to enforce, originate, sell mortgage loans to, and service mortgage loans in each jurisdiction wherein the Mortgaged Properties are located; (xii) The Servicer acknowledges and agrees that the Servicing Fee represents reasonable compensation for performing such services and that the entire Servicing Fee shall be treated by the Servicer, for accounting and tax purposes, as compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement; and (xiii) The Servicer has complied with all applicable anti-money laundering laws and regulations, including, without limitation, the USA PATRIOT Act of 2001. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the DepositorTrustee. Subject to Section 7.01, unless such breach shall not be susceptible of cure within 90 days, the Servicerobligation of the Servicer set forth in this Section 2.05 to cure breaches shall constitute the sole remedy against the Servicer available to the Certificateholders, the Seller Depositor and the TrusteeTrustee on behalf of the Certificateholders respecting a breach of the representations, warranties and covenants contained in this Section 2.05. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(ix) above, which breach materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer shall pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Custodial Account.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided hereinDate: (ia) The Servicer is a banking corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its formation Alabama and has all licenses necessary the corporate power to carry on own its assets and to transact the business as now being conducted in which it is currently engaged. The Servicer is duly qualified to do business and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in each jurisdiction in which the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business character of the type conducted business transacted by it or properties owned or leased by it require such qualification and in which the Servicer failure to so qualify would have a material adverse effect on the business, properties, assets, or is a condition to (financial or other) of the enforceability or validity of each Mortgage Loan; the Servicer; (b) The Servicer has the power and authority to execute make, execute, deliver and deliver perform its obligations under this Agreement and to perform in accordance herewith; its obligations with respect to all of the transactions contemplated under this Agreement, and has taken all necessary corporate action to authorize the execution, delivery and performance of its obligations under this Agreement. When executed and delivered, this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by will constitute the Servicer legal, valid and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the ServicerServicer enforceable in accordance with its terms, subject to applicable except as enforcement of such terms may be limited by bankruptcy, insolvency, reorganization, moratorium insolvency or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer availability of equitable remedies (whether in accordance with its termsa proceeding at law or in equity); (iic) The consummation of Servicer is not required to obtain the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach consent of any term other Person or provision of the charter any consent, license, approval or by-laws of the Servicer or result in the breach of any term or provision ofauthorization from, or conflict with registration or constitute a default under or result in the acceleration of any obligation underdeclaration with, any agreementgovernmental authority, indenture bureau or loan agency in connection with the execution, delivery, performance, validity or credit agreement enforceability of this Agreement, except for such consents, licenses, approvals or other instrument to which the Servicer or its property is subjectauthorizations, or result in registrations or declarations, as shall have been obtained or filed, as the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subjectcase may be; (iiid) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby by the Servicer and the performance and compliance with its obligations and covenants hereunder do will not require the consent or approval violate any provision of any governmental authority or, if such consent existing law or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by regulation or any order or decree of any court applicable to the Servicer, constitute and will constitute valid, legal and binding obligations Servicer or any provision of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium Certificate of Incorporation or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part Bylaws of the Servicer, or constitute a material breach of any mortgage, indenture, contract or other agreement to which the Servicer is a party or by which the Servicer may be bound; and (De) would draw into question No litigation or administrative proceeding of or before any court, tribunal or governmental body is currently pending, or to the validity knowledge of the Servicer threatened, against the Servicer or enforceability any of its properties or with respect to this Agreement or the Notes which in the opinion of any action taken or to be taken the Servicer has a reasonable likelihood of resulting in a material adverse effect on the transactions contemplated by this Agreement. (f) The Servicer is a member of MERS in good standing, and will comply in all material respects with the rules and procedures of MERS in connection with the obligations servicing of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection Mortgage Loans that are registered with the transactions contemplated hereby contains any untrue statement of a material factMERS. It is understood The representations and agreed that the representations, warranties and covenants set forth in this Section 2.05 2.03 shall survive delivery the sale and assignment of the Mortgage Files Loans to the Trustee and shall inure to the benefit of the Owner Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, representations and warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the CertificateholdersNoteholders, the party Person discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositorother parties. Within 60 days (or such longer period as permitted by prior written consent of a Responsible Officer of the Indenture Trustee) of its discovery or its receipt of notice of such breach, the Servicer, the Seller and the TrusteeServicer shall cure such breach in all material respects.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of Depositor, the Trustee Sponsor, the Issuing Entity, the Hedge Providers, the Certificate Insurer and the Certificateholders and to the Depositor that as of the Closing Date or as and during the term of such date specifically provided hereinthis Agreement that: (ia) The Servicer is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction its state of its formation incorporation and has all licenses necessary the power to carry on own its assets and to transact the business in which it is currently engaged. The Servicer is duly qualified to do business as now being conducted a foreign corporation and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in each jurisdiction in which the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business character of the type conducted business transacted by it or properties owned or leased by it or the performance of its obligations hereunder requires such qualification and in which the failure so to qualify could reasonably be expected to have a material adverse effect on the business, properties, assets, or condition (financial or other) of the Servicer or is a condition to the enforceability or validity performance of each Mortgage Loan; the its obligations hereunder. (b) The Servicer has the power and authority to execute make, execute, deliver and deliver perform this Agreement and all of the transactions contemplated under this Agreement, and has taken all necessary corporate action to perform in accordance herewith; authorize the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) , and assuming the due authorization, execution and delivery hereof by the Servicer other parties hereto constitutes, or will constitute, the legal, valid and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable enforceable in accordance with its terms, except as enforcement of such terms may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; creditors generally, and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer general equity principles (regardless of whether such enforcement is considered in accordance with its terms;a proceeding in equity or at law). (iic) The consummation of Servicer is not required to obtain the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach consent of any term other party or provision of the charter any consent, license, approval or by-laws of the Servicer or result in the breach of any term or provision ofauthorization from, or conflict with registration or constitute a default under or result in the acceleration of any obligation underdeclaration with, any agreementgovernmental authority, indenture bureau or loan agency which consent already has not been obtained in connection with the execution, delivery, performance, validity or credit agreement or other instrument enforceability of this Agreement, except such as have been obtained prior to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject;Closing Date. (iiid) The execution execution, delivery and delivery performance of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do will not require the consent or approval violate any provision of any governmental authority or, if such consent existing law or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by regulation or any order or decree of any court or the Servicer, constitute and will constitute valid, legal and binding obligations charter or bylaws of the Servicer, enforceable in accordance with their respective termsor constitute a breach of any mortgage, except as indenture, contract or other Agreement to which the enforcement thereof Servicer is a party or by which it may be limited by applicable bankruptcybound. (e) Except as set forth in the Prospectus Supplement under the heading “Risk Factors,” there is no action, insolvencysuit, reorganizationproceeding or investigation pending or to Servicer’s knowledge threatened against the Servicer which, moratorium either in any one instance or other similar laws affecting in the enforcement aggregate, is, in the Servicer’s judgment, likely to result in any material adverse change in the business, operations, financial condition, properties, or assets of creditors' rights generallythe Servicer, or in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or in any material liability on the part of the Servicer, or which would draw into question the validity of this Agreement, the Certificates, or the rights Mortgage Loans or of creditors any action taken or to be taken in connection with the obligations of federally insured financial institutionsthe Servicer contemplated herein or therein, and general principles or which would be likely to impair materially the ability of equity;the Servicer to perform its obligations hereunder. (vf) [Reserved];Neither this Agreement nor any statement, report, or other document furnished by the Servicer pursuant to this Agreement or in connection with the transactions contemplated hereby, including, without limitation, the sale or placement of the Certificates, contains any untrue material statement of fact provided by or on behalf of the Servicer or omits to state a material fact necessary to make the statements provided by or on behalf of the Servicer contained herein or therein not misleading. (vig) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement;. (viih) There The Servicer is no actionnot an “investment company” or a company “controlled by an investment company,” within the meaning of the Investment Company Act of 1940, suit, proceeding or investigation pending or, as amended. (i) The Servicer shall take all necessary steps to its knowledge, threatened against maintain the Servicer that, either individually or Trustee’s perfection and priority in the aggregateMortgage Loans. (j) The Servicer will fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (Ai.e., favorable and unfavorable) could reasonably be expected on its borrower credit files to prohibit or materially Equifax, Experian, and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or Trans Union Credit Information Company (B) could reasonably be expected to result in any material impairment three of the right or ability credit repositories), on a monthly basis. (k) The Servicer is a member of MERS in good standing, and will comply in all material respects with the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part rules and procedures of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken MERS in connection with the obligations servicing of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection Mortgage Loans that are registered with the transactions contemplated hereby contains any untrue statement of a material factMERS. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 2.03 shall survive the delivery of the respective Trustee’s Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to may result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to may result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viiivii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (ix) The Servicer has accurately and fully reported, and will continue to accurately and fully report on a monthly basis, its borrower credit files to each of the three national credit repositories in a timely manner. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee (or the Custodian on behalf of the Trustee) and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(x) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Mortgage Loan Purchase Agreement respecting a breach of the representations, warranties and covenants of the Originator made in its capacity as a party to the Mortgage Loan Purchase Agreement.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee Trustee, the Certificate Insurer and the Certificateholders Certificateholders, and to the Depositor that as of the Closing Date and as of the date of transfer of each Subsequent Mortgage Loan or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the each Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar bankruptcy laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to may result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to may result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to may result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact; and (ix) The Servicer covenants that its computer and other systems used in servicing the Mortgage Loans operate in a manner such that the Servicer can service the Mortgage Loans in accordance with the terms of this Agreement. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor Depositor, the Certificate Insurer and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Seller, the Certificate Insurer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, or the interests therein of the CertificateholdersCertificateholders and the Certificate Insurer, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Seller, the Certificate Insurer and the Trustee.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided hereinDate: (ia) The Servicer is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its formation Delaware and has all licenses necessary the corporate power to carry on own its assets and to transact the business in which it is currently engaged. The Servicer is duly qualified to do business as now being conducted a foreign corporation and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in each jurisdiction in which the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business character of the type conducted business transacted by it or properties owned or leased by it require such qualification and in which the Servicer failure to so qualify would have a material adverse effect on the business, properties, assets, or is a condition to (financial or other) of the enforceability or validity of each Mortgage Loan; the Servicer; (b) The Servicer has the power and authority to execute make, execute, deliver and deliver perform its obligations under this Agreement and to perform in accordance herewith; its obligations with respect to all of the transactions contemplated under this Agreement, and has taken all necessary corporate action to authorize the execution, delivery and performance of its obligations under this Agreement. When executed and delivered, this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by will constitute the Servicer legal, valid and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the ServicerServicer enforceable in accordance with its terms, subject to applicable except as enforcement of such terms may be limited by bankruptcy, insolvency, reorganization, moratorium insolvency or other similar laws affecting the enforcement of creditors' ’ rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer availability of equitable remedies (whether in accordance with its termsa proceeding at law or in equity); (iic) The consummation of Servicer is not required to obtain the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach consent of any term other Person or provision of the charter any consent, license, approval or by-laws of the Servicer or result in the breach of any term or provision ofauthorization from, or conflict with registration or constitute a default under or result in the acceleration of any obligation underdeclaration with, any agreementgovernmental authority, indenture bureau or loan agency in connection with the execution, delivery, performance, validity or credit agreement enforceability of this Agreement, except for such consents, licenses, approvals or other instrument to which the Servicer or its property is subjectauthorizations, or result in registrations or declarations, as shall have been obtained or filed, as the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subjectcase may be; (iiid) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby by the Servicer and the performance and compliance with its obligations and covenants hereunder do will not require the consent or approval violate any provision of any governmental authority or, if such consent existing law or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by regulation or any order or decree of any court applicable to the Servicer, constitute and will constitute valid, legal and binding obligations Servicer or any provision of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium Certificate of Incorporation or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part Bylaws of the Servicer, or constitute a material breach of any mortgage, indenture, contract or other agreement to which the Servicer is a party or by which the Servicer may be bound; and (De) would draw into question No litigation or administrative proceeding of or before any court, tribunal or governmental body is currently pending, or to the validity knowledge of the Servicer threatened, against the Servicer or enforceability any of its properties or with respect to this Agreement or the Certificates which in the opinion of any action taken or to be taken the Servicer has a reasonable likelihood of resulting in a material adverse effect on the transactions contemplated by this Agreement. (f) The Servicer is a member of MERS in good standing, and will comply in all material respects with the rules and procedures of MERS in connection with the obligations servicing of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection Home Equity Loans that are registered with the transactions contemplated hereby contains any untrue statement of a material factMERS. It is understood The representations and agreed that the representations, warranties and covenants set forth in this Section 2.05 2.03 shall survive delivery the sale and assignment of the Mortgage Files Home Equity Loans to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the CertificateholdersTrust. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, representations and warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party Person discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositorother parties. Within 60 days (or such longer period as permitted by prior written consent of a Responsible Officer of the Trustee) of its discovery or its receipt of notice of such breach, the Servicer, the Seller and the TrusteeServicer shall cure such breach in all material respects.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and Trustee, the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states each state where the a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is a servicer approved by Fannie Mae and Freddie Mac; (vi) The Servicer does Servxxxx xoxx not believe, nor does nox xxxx it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.

Representations, Warranties and Covenants of the Servicer. The he Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to may result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to may result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viiivii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (ix) The Servicer has accurately and fully reported, and will continue to accurately and fully report on a monthly basis, its borrower credit files to each of the three national credit repositories in a timely manner. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(x) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Master Agreement respecting a breach of the representations, warranties and covenants of the Originator.

Representations, Warranties and Covenants of the Servicer. and Transferor. The Servicer as such and in its capacity as the Transferor -------------- hereby represents, warrants and covenants with and to the TrusteeSeller, for the benefit of each of Issuer, the Indenture Trustee and the Certificateholders and to the Depositor that Securityholders as of the Closing Date or as of such date specifically provided hereinDate: (ia) The Servicer is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its formation Texas and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the each Mortgaged Property is located State if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer and perform its obligations as Servicer hereunder except where the failure to be so licensed, qualified or is in good standing, either singularly or in the aggregate, would not have a condition material adverse effect on its business or its ability to the enforceability or validity of each Mortgage Loanperform its obligations hereunder; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part by all necessary action of its official recordsthe Servicer; this Agreement constitutes evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid valid, binding and binding enforceable upon the Servicer in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium and other, similar laws relating to or affecting creditors' rights generally or the application of equitable principles in any proceeding, whether at law or in equity; (iib) All actions, approvals, consents, waivers, exemptions, variances, franchises, orders, permits, authorizations, rights and licenses required to be taken, given or obtained, as the case may be, by or from any federal, state or other governmental authority or agency (other than any such actions, approvals, etc. under any state securities laws, real estate syndication or "Blue Sky" statutes, as to which the Servicer makes no such representation or warranty) that are necessary in connection with the execution and delivery by the Servicer of this Agreement and the other related documents to which it is a party, have been duly taken, given or obtained, as the case may be, are in full force and effect, are not subject to any pending proceedings or appeals (administrative, judicial or otherwise) and either the time within which any appeal therefrom may be taken or review thereof may be obtained has expired or no review thereof may be obtained or appeal therefrom taken, and are adequate to authorize the consummation of the transactions contemplated by this Agreement and such other documents on the part of the Servicer and the performance by the Servicer of its obligations as Servicer under this Agreement and such other documents to which it is a party; (c) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in (i) the breach of any term terms or provision provisions of the charter or by-laws of the Servicer or result in Servicer, (ii) the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any material agreement, indenture or loan or credit agreement or other material instrument to which the Servicer or its property is subject, or result in (iii) the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iiid) The execution and delivery of Neither this Agreement nor the Prospectus nor any statement, report or other document prepared by the Servicer and furnished or to be furnished pursuant to this Agreement or in connection with the performance and compliance with its obligations and covenants hereunder do transactions contemplated hereby contains any untrue statement of material fact or omits to state a material fact necessary to make the statements contained herein or therein not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtainedmisleading; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viie) There is no action, suit, proceeding or investigation pending or, to its the best of the Servicer's knowledge, threatened against the Servicer thatwhich, either individually in any one instance or in the aggregate, (A) could reasonably be expected to prohibit may result in any material adverse change in the business, operations, financial condition, properties or materially and adversely affect the performance by assets of the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, Servicer or (D) which would draw into question the validity or enforceability of this Agreement or the Home Loans or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) which would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; (f) The Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or otherwise) or operations of the Servicer or its properties or might have consequences that would materially and adversely affect its performance hereunder; (g) So long as FFI is the Servicer of the Home Loans hereunder, the Servicer's Home Loan Files will be maintained at 1600 Viceroy, Dallas, Texas 75235, or, if FFI is no longer the Servicer hereuxxxx xx xx XXX xxxxxes the location of the Servicer's Home Loan Files, the Servicer's Home Loan Files shall be maintained at such address as may be indicated on an Officer's Certificate executed by a Servicing Officer and delivered to the Issuer, the Indenture Trustee and the Seller; (h) The Servicer shall not solicit any refinancing of any of the Home Loans; provided, that this covenant shall not prevent or restrict either (1) the Servicer from making general solicitations, by mail, advertisement or otherwise of the general public or persons on a targeted list, so long as the list was not generated from the Home Loan Schedule or (2) any refinancing in connection with an Obligor's unsolicited request for refinancing; and (viiii) Neither this Agreement nor any informationThe Servicer shall not sell, certificate of an officertransfer, statement furnished in writing assign or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement otherwise dispose of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery customer or similar list comprised of the Mortgage Files to the Trustee and shall inure to the benefit names of the Trustee, Obligors under the Depositor and the Certificateholders. Upon discovery by Home Loans to any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trusteethird party.

Representations, Warranties and Covenants of the Servicer. and Transferor. The Servicer as such and in its capacity as the Transferor -------------- hereby represents, warrants and covenants with and to the TrusteeSeller, for the benefit of each of Issuer, the Indenture Trustee and the Certificateholders and to the Depositor that Securityholders as of the Closing Date or as of such date specifically provided hereinDate: (ia) The Servicer is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its formation Texas and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the each Mortgaged Property is located State if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer and perform its obligations as Servicer hereunder except where the failure to be so licensed, qualified or is in good standing, either singularly or in the aggregate, would not have a condition material adverse effect on its business or its ability to the enforceability or validity of each Mortgage Loanperform its obligations hereunder; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part by all necessary action of its official recordsthe Servicer; this Agreement constitutes evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid valid, binding and binding enforceable upon the Servicer in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium and other, similar laws relating to or affecting creditors' rights generally or the application of equitable principles in any proceeding, whether at law or in equity; (iib) All actions, approvals, consents, waivers, exemptions, variances, franchises, orders, permits, authorizations, rights and licenses required to be taken, given or obtained, as the case may be, by or from any federal, state or other governmental authority or agency (other than any such actions, approvals, etc. under any state securities laws, real estate syndication or "Blue Sky" statutes, as to which the Servicer makes no such representation or warranty) that are necessary in connection with the execution and delivery by the Servicer of this Agreement and the other related documents to which it is a party, have been duly taken, given or obtained, as the case may be, are in full force and effect, are not subject to any pending proceedings or appeals (administrative, judicial or otherwise) and either the time within which any appeal therefrom may be taken or review thereof may be obtained has expired or no review thereof may be obtained or appeal therefrom taken, and are adequate to authorize the consummation of the transactions contemplated by this Agreement and such other documents on the part of the Servicer and the performance by the Servicer of its obligations as Servicer under this Agreement and such other documents to which it is a party; (c) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in (i) the breach of any term terms or provision provisions of the charter or by-laws of the Servicer or result in Servicer, (ii) the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any material agreement, indenture or loan or credit agreement or other material instrument to which the Servicer or its property is subject, or result in (iii) the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iiid) The execution and delivery of Neither this Agreement nor the Prospectus nor any statement, report or other document prepared by the Servicer and furnished or to be furnished pursuant to this Agreement or in connection with the performance and compliance with its obligations and covenants hereunder do transactions contemplated hereby contains any untrue statement of material fact or omits to state a material fact necessary to make the statements contained herein or therein not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtainedmisleading; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viie) There is no action, suit, proceeding or investigation pending or, to its the best of the Servicer's knowledge, threatened against the Servicer thatwhich, either individually in any one instance or in the aggregate, (A) could reasonably be expected to prohibit may result in any material adverse change in the business, operations, financial condition, properties or materially and adversely affect the performance by assets of the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, Servicer or (D) which would draw into question the validity or enforceability of this Agreement or the Home Loans or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) which would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; (f) The Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or otherwise) or operations of the Servicer or its properties or might have consequences that would materially and adversely affect its performance hereunder; (g) So long as FFI is the Servicer of the Home Loans hereunder, the Servicer's Home Loan Files will be maintained at 1600 Viceroy, Xxxxxx, Xxxxx 00000, or, if FFI is no longer the Servicer hereunder or if FFI changes the location of the Servicer's Home Loan Files, the Servicer's Home Loan Files shall be maintained at such address as may be indicated on an Officer's Certificate executed by a Servicing Officer and delivered to the Issuer, the Indenture Trustee and the Seller; (h) The Servicer shall not solicit any refinancing of any of the Home Loans; provided, that this covenant shall not prevent or restrict either (1) the Servicer from making general solicitations, by mail, advertisement or otherwise of the general public or persons on a targeted list, so long as the list was not generated from the Home Loan Schedule or (2) any refinancing in connection with an Obligor's unsolicited request for refinancing; and (viiii) Neither this Agreement nor any informationThe Servicer shall not sell, certificate of an officertransfer, statement furnished in writing assign or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement otherwise dispose of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery customer or similar list comprised of the Mortgage Files to the Trustee and shall inure to the benefit names of the Trustee, Obligors under the Depositor and the Certificateholders. Upon discovery by Home Loans to any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trusteethird party.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and Trustee, the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states each state where the a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is a servicer approved by Fannie Mae and Freddie Mac; (vi) The Servicer does not believedoex xxx bxxxeve, nor does xxx xxxs it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided hereinDate: (i) The Servicer is an banking corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its formation Alabama and has all licenses necessary the corporate power to carry on own its assets and to transact the business as now being conducted in which it is currently engaged. The Servicer is duly qualified to do business and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in each jurisdiction in which the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business character of the type conducted business transacted by it or properties owned or leased by it require such qualification and in which the Servicer failure to so qualify would have a material adverse effect on the business, properties, assets, or is a condition to (financial or other) of the enforceability or validity of each Mortgage Loan; the Servicer; (ii) The Servicer has the power and authority to execute make, execute, deliver and deliver perform its obligations under this Agreement and to perform in accordance herewith; its obligations with respect to all of the transactions contemplated under this Agreement, and has taken all necessary corporate action to authorize the execution, delivery and performance of its obligations under this Agreement. When executed and delivered, this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by will constitute the Servicer legal, valid and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the ServicerServicer enforceable in accordance with its terms, subject to applicable except as enforcement of such terms may be limited by bankruptcy, insolvency, reorganization, moratorium insolvency or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer availability of equitable remedies (whether in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are a proceeding at law or in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subjectequity); (iii) The Servicer is not required to obtain the consent of any other Person or any consent, license, approval or authorization from, or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Agreement, except for such consents, licenses, approvals or authorizations, or registrations or declarations, as shall have been obtained or filed, as the case may be; (iv) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby by the Servicer and the performance and compliance with its obligations and covenants hereunder do will not require the consent or approval violate any provision of any governmental authority or, if such consent existing law or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by regulation or any order or decree of any court applicable to the Servicer, constitute and will constitute valid, legal and binding obligations Servicer or any provision of the Certificate of Incorporation or Bylaws of the Servicer, enforceable in accordance with their respective termsor constitute a material breach of any mortgage, except as indenture, contract or other agreement to which the enforcement thereof Servicer is a party or by which the Servicer may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equitybound; (v) [Reserved];No litigation or administrative proceeding of or before any court, tribunal or governmental body is currently pending, or to the knowledge of the Servicer threatened, against the Servicer or any of its properties or with respect to this Agreement or the Certificates which in the opinion of the Servicer has a reasonable likelihood of resulting in a material adverse effect on the transactions contemplated by this Agreement and (vi) The Servicer does not believeis a member of MERS in good standing, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained will comply in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against all material respects with the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially rules and adversely affect the performance by the Servicer procedures of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken MERS in connection with the obligations servicing of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection Mortgage Loans that are registered with the transactions contemplated hereby contains any untrue statement of a material factMERS. It is understood The representations and agreed that the representations, warranties and covenants set forth in this Section 2.05 2.03 shall survive delivery the sale and assignment of the Mortgage Files Loans to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the CertificateholdersTrust. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, representations and warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party Person discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositorother parties. Within 60 days (or such longer period as permitted by prior written consent of a Responsible Officer of the Trustee) of its discovery or its receipt of notice of such breach, the Servicer, the Seller and the TrusteeServicer shall cure such breach in all material respects.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and Trustee, the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states each state where the a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action called for by the Servicer’s limited partnership agreement has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer Servicer’s limited partnership agreement or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is a servicer approved by Xxxxxx Xxx and Xxxxxxx Mac; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the TrusteeTrustee and the Servicer shall cure any breach within 60 days of notice thereof.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and Trustee, the Certificateholders and to the Depositor and the Master Servicer that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states each state where the a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action called for by the Servicer’s limited partnership agreement has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer Servicer’s limited partnership agreement or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is a servicer approved by Xxxxxx Xxx and Xxxxxxx Mac; (vi) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the TrusteeTrustee and the Servicer shall cure any breach within 60 days of notice thereof.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states each state where the a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is a servicer approved by Fannie Mae and Freddie Mac; (vi) The Servicer Txx Xxxxicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby representsrepresents and warrants to, warrants and covenants to with, the Trustee, for the benefit of each of the Trustee Mortgage Lender and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided hereinCommission that: (ia) The Servicer is duly organized, validly existing, an independent public body corporate and in good standing politic organized and existing under the laws of the jurisdiction of its formation Idaho and has all licenses necessary to carry on its doing business as now being conducted and “HomeLoanServ”, is licensed, duly qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing to transact business in the states where the Mortgaged Property is located if the laws state of such state require licensing Washington, and either possesses (or qualification in order has received a written waiver of) all requisite authority, power, licenses, permits and franchises to conduct any and all business contemplated by the Program Documents and to execute, deliver and comply with its obligations under the terms of the type conducted by Program Documents, the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power execution and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement which have been duly authorized by all necessary corporate action. (including all instruments b) The execution and delivery of transfer to be delivered pursuant to this Agreement) the Program Documents by the Servicer in the manner contemplated therein and the consummation performance and compliance with the terms thereof by it will not violate (i) its certificate of incorporation or bylaws, or (ii) any laws which could have any material adverse effect whatsoever upon the validity, performance or enforceability of any of the transactions contemplated hereby have been duly and validly authorized and are part terms of its official records; this Agreement constitutes the valid, binding and enforceable obligation of Program Documents applicable to the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach constitute a material default (or an event which, with notice or lapse of any term time, or provision of the charter or by-laws of the Servicer both, would constitute a material default) under, or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation undermaterial contract, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer is a party or which may be applicable to it or any of its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject;assets. (iiic) The execution and delivery of this Agreement the Program Documents by the Servicer in the manner contemplated therein and the performance and compliance with its obligations and covenants hereunder the terms thereof by it do not require the consent or approval of any governmental authority orauthority, or if such consent or approval is required, it has been obtained;. (ivd) This Agreement, and all documents and instruments contemplated hereby hereby, which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcydebtor relief laws. (e) The Servicer is a Xxxxxx Mae-approved seller/servicer, insolvencya Xxxxxxx Mac-approved seller/servicer and a Xxxxxx Mae-approved issuer-servicer of FHA Insured, reorganizationHUD Guaranteed and VA Guaranteed mortgage loans and an authorized issuer of Xxxxxx Xxx Certificates and deliverer of Xxxxxx Mae Certificates and Xxxxxxx Mac Certificates and will remain so approved for the term of this Agreement. (f) With respect to the servicing of Mortgage Loans, moratorium or other similar laws affecting the enforcement Servicer will comply, (i) as to each FHA Mortgage Loan, with the National Housing Act of creditors' rights generally1934, or as amended, all rules and regulations issued thereunder and all applicable administrative publications, (ii) as to each VA Mortgage Loan, with the rights of creditors of federally insured financial institutionsServicemen’s Readjustment Act, as amended, all rules and regulations issued thereunder and all applicable administrative publications, and general principles (iii) as to each FHA Insured, HUD Guaranteed or VA Guaranteed Mortgage Loan, with the provisions of equity; the Xxxxxx Mae Guide and all other applicable rules, regulations, policies and guidelines of Xxxxxx Xxx; (iv) as to each RD Guaranteed Mortgage Loan, with the applicable rules, regulations, policies and guidelines of RD; and (v) [Reserved];as to each Conventional Mortgage Loan, with the requirements of the PMI Insurer, if applicable, with the provisions of the Pool Purchase Contract, the Xxxxxx Mae Selling and Servicing Guide or Xxxxxxx Mac Selling and Servicing Guide and all applicable rules and guidelines of Xxxxxx Mae, Xxxxxx Xxx or Xxxxxxx Mac, as applicable. (vig) With respect to its duties hereunder, the Servicer will comply with the applicable non- discrimination provisions of the Civil Rights Act of 1964, the regulations promulgated thereunder, and Executive Order 11246, Equal Employment Opportunity, dated September 24, 1965. (h) From time to time upon written request, the Servicer will report to the Mortgage Lender, the Commission and the Trustee, as more fully set forth in this Agreement, information relating to the Mortgage Loans, and will perform its duties under this Agreement. (i) The Servicer does not believe, nor does agrees that so long as it have any reason or cause shall continue to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or serve in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer capacity contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and, it will remain in good standing under the laws of the State of Idaho and qualified to do business in the State of Washington. (viiij) Neither this Agreement nor any information, certificate of an officer, No information or statement furnished in writing or report required hereunder delivered to the Mortgage Lender, the Commission or the Trustee and prepared by or on behalf of Servicer will, to the Servicer in connection with knowledge of the transactions contemplated hereby contains Servicer, contain any untrue statement of a material fact. It fact or omit a material fact necessary to make the information, statements or report not misleading; provided, however, that Servicer is understood entitled to rely upon the accuracy of information provided to it by third parties, including without limitation the Mortgage Lender, the Commission and agreed the Trustee, and it shall not be a breach of this representation and covenant if such information or statements provided by the Servicer contain incorrect items of material fact or omit a material fact necessary to make the information or statement not misleading if the information or statement is provided to Servicer by third parties and Servicer is not explicitly responsible under the terms of this Agreement to review and verify the accuracy of the specific information or statement that contains the representationsincorrect or misleading item or items. (k) The Servicer is an independent public body corporate and politic that, warranties and covenants among other purposes, acts as a servicer for single-family residential mortgage loans. (l) Neither the Servicer nor any “related person” as defined in Section 144(a)(3) of the Code shall acquire Bonds in an amount related to the amount of Mortgage Loans to be serviced by the Servicer pursuant to this Agreement. (m) Notwithstanding any other provision of this Agreement, the Servicer shall have no duties or responsibilities with respect to the Mortgage Loans except those expressly set forth in this Section 2.05 the Program Documents, and no such duty or responsibility shall survive delivery of be implied or inferred from the Mortgage Files to the Trustee specific terms and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trusteeconditions set forth herein.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could which would reasonably be expected to (A) result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viiivii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (ix) The Servicer will transmit full-file credit reporting data for each Mortgage Loan pursuant to Fxxxxx Mxx Guide Announcement 95-19 and that for each Mortgage Loan, the Servicer agrees to report one of the following statuses each month as follows: new origination, current, delinquent (30-, 60-, 90-days, etc.), foreclosed or charged off. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee (or the Custodian on behalf of the Trustee) and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(viii) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Master Agreement respecting a breach of the representations, warranties and covenants of the Originator.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and Trustee, the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states each state where the a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official records; this Agreement constitutes the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutions; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]The Servicer is a servicer approved by Fannie Mae and Freddie Max; (vi) The Servicer Xxx Xxxvicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (vii) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could reasonably be expected to prohibit or materially and adversely affect the performance by the Servicer of its obligations under, or validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (E) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and (viii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller and the Trustee.

Representations, Warranties and Covenants of the Servicer. The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders Certificateholders, and to the Depositor Depositor, that as of the Closing Date or as of such date specifically provided herein: (i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing or is exempt from such licensure, qualification or requirement of good standing in the states where the Mortgaged Property is located (or is otherwise exempt under applicable law from such qualification) if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or is a condition to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) and all documents and instruments contemplated hereby which are executed and delivered by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized and are part of its official recordsauthorized; this Agreement constitutes and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally or the rights of federally insured financial institutionsgenerally; and all requisite corporate action has been taken by the Servicer to make this Agreement and all documents and instruments contemplated hereby which are executed and delivered by the Servicer valid and binding upon the Servicer in accordance with its terms; (ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the material breach of any term or provision of the charter or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject; (iii) The execution and delivery of this Agreement by the Servicer and the performance and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained; (iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, or the rights of creditors of federally insured financial institutions, and general principles of equity; (v) [Reserved]; (viv) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement; (viivi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, (A) could which would reasonably be expected to (A) result in any change in the business, operations, financial condition, properties or assets of the Servicer that might prohibit or materially and adversely affect the performance by the such Servicer of its obligations under, or the validity or enforceability of, this Agreement, or (B) could reasonably be expected to result in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or (C) could reasonably be expected to result in any material liability on the part of the Servicer, or (D) would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or (ED) would otherwise be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement; and; (viiivii) Neither this Agreement nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains any untrue statement of a material fact; (viii) The Servicer will not waive any Prepayment Charge unless it is waived in accordance with the standard set forth in Section 3.01; and (ix) The Servicer will transmit full-file credit reporting data for each Mortgage Loan pursuant to Xxxxxx Xxx Guide Announcement 95-19 and that for each Mortgage Loan, the Servicer agrees to report one of the following statuses each month as follows: new origination, current, delinquent (30-, 60-, 90-days, etc.), foreclosed or charged off. It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Seller Servicer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Depositor, the Servicer, the Seller Servicer and the Trustee. Notwithstanding the foregoing, within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of the representation or covenant of the Servicer set forth in Section 2.05(x) above which materially and adversely affects the interests of the Holders of the Class P Certificates in any Prepayment Charge, the Servicer must pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates, by depositing such amount into the Collection Account. The foregoing shall not, however, limit any remedies available to the Certificateholders, the Depositor or the Trustee on behalf of the Certificateholders, pursuant to the Master Agreements respecting a breach of the representations, warranties and covenants of the Originators.