Common use of Title Insurance Clause in Contracts

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than Seller or the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been Xxxxxx Mae, Xxxxxxx Mac or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerGNMA;

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by an ALTA lender's ’s title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Xxx or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) lien, as applicable, of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan, subject only Loan (or to the exceptions contained extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in clauses (1accordance with the Mortgage), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Company is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Fxxxxx Mxx and Fxxxxxx Mac (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Fxxxxx Mxx and Fxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fxxxxx Mae and Fxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, Fxxxxx Mae and no such unlawful items have been received, retained or realized by the SellerFxxxxxx Mac;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Fannie Mae or Freddie Mac and each such title insurance policy is issued by a title insurer issuex xx x xxxle ixxxxxx acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where jurisdictxxx xxere the Mortgaged Xxxxxxxed Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (42) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no and Seller has not done, by act or omission, anything that would impair the coverage of such lender's title insurance policy. No unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Fannie Mae or Freddie Mac and each such title insurance policy is issued by a title issuex xx x xxxle insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where jurisdictxxx xxexx the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to FNMA and FHLMC (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions FNMA and each such title insurance policy is FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, Mortgage (including the Seller, ) has done, by act or omission, anything which that would impair the coverage of such lender's title insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by an ALTA lender's ’s title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Fxxxxx Mxx or Fxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fxxxxx Mae or Fxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) lien, as applicable, of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan, subject only Loan (or to the exceptions contained extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in clauses (1accordance with the Mortgage), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Company is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law also secures the related Non-Trust Mortgage Loan(s), (or regulation, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policy, and no by the Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage, including Seller from whom the Seller, Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policyby the Depositor, and no the applicable Xxxxxx Mortgage Loan Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage, including Depositor or the Seller, applicable Xxxxxx Mortgage Loan Seller from whom the Depositor or the applicable Xxxxxx Mortgage Loan Seller has taken by assignment) under such title insurance; and neither the Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Xxxxxx Mortgage Loan Seller under such lender's title insurance policy, insurance; and no prior holder neither the Depositor nor the Xxxxxx Mortgage Loan Seller (or any of the related Mortgage, including the Seller, its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to FNMA and FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the applicable Seller/Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller/Servicer warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The applicable Seller, its successors and assigns, are /Servicer is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreementthe PHH Agreement and will inure to the benefit of RWT Holdings without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the applicable Seller/Servicer, nor any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Mortgage Loan is covered by At the Closing, and as a condition thereto, the Title Company shall issue to Purchaser an ALTA lender's extended coverage Owner’s Policy of Title Insurance (the “Title Policy”) with liability in the amount of the Purchase Price, showing title to the Real Properties vested in the Purchaser, with such endorsements as Purchaser shall request and Title Company shall have agreed to issue same, subject only to: (i) the pre-printed standard exceptions in such Title Policy that are not customarily deleted at closings following the Title Company’s receipt of all Schedule B-1 or Schedule C (as applicable) requirements contained in the PTRs, (ii) exceptions approved or deemed approved by Purchaser pursuant to Section 6.2 above, (iii) the Tenant Leases, (iv) any taxes and assessments for any year that are not yet due and payable as of the Closing, (v) [intentionally deleted], (vi) a specific, itemized list of adverse matters shown on the Updated Survey, or any updates thereto, that are approved or deemed approved by Purchaser pursuant to Section 6.2 above or shown on the PTRs, (vii) any matters which are affirmatively insured over on terms acceptable to Purchaser in its sole and absolute discretion, and (viii) any exceptions arising from Purchaser’s actions (collectively, the “Permitted Exceptions”). In the event Purchaser elects not to pay for any additional premium for the ALTA extended coverage policy, then the Title Policy to be issued as of the Closing shall be a standard ALTA Owner’s Policy of Title Insurance which shall include, among other things, a general survey exception. It is understood that Purchaser may request a number of endorsements to the Title Policy, but the issuance of any such endorsements shall not be a condition to Closing. If (i) the Title Company (A) is unable or unwilling to consummate Closing or to otherwise delete or revise any title exception, issue any endorsement or commit to any specific coverage or affirmative title insurance policy, or requested by Purchaser with respect to the Title Policy or any Mortgage Loan for which title policy requested by Purchaser’s lender (such requested insurance, the related Mortgaged Property is located in California a CLTA lender's title insurance policy“Requested Insurance”), or (B) requires that Purchaser, Seller, Purchaser’s lender or any other generally acceptable third party provide any affidavits, indemnities, agreements, due diligence or other documentation in order for the Title Company to consummate Closing or to otherwise provide the Requested Insurance, (ii) Purchaser provides written evidence (which may be via electronic mail) to Sellers of such inability or unwillingness of, or requirements by, the Title Company to provide the Requested Insurance, and (iii) Purchaser provides written evidence to Sellers that Fidelity National Title Insurance Company (“Fidelity”) has committed to consummate Closing or to otherwise provide the Requested Insurance without requiring the satisfaction of any requirements of Title Company being contested by Purchaser, Purchaser shall have the right (the “Title Company Option”) to transfer responsibility as the Title Company hereunder to Fidelity by written notice to Seller. If Purchaser properly exercises the Title Company Option, (w) Title Company, Seller and Purchaser shall cause the Xxxxxxx Money Deposit to be transferred to Fidelity, (x) Fidelity shall execute a revised Title Company Joinder page to this Agreement upon receipt of the Xxxxxxx Money Deposit, (y) the Closing Extension Conditions shall be modified to remove the condition precedent described in Section 10.8(b), and (z) Seller shall not be required to modify the form of policy or insurance acceptable Owner Affidavit attached hereto as Exhibit K except to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to change the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) name of the Mortgage in the original principal amount of the Mortgage Loan, subject only Title Company to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Fidelity.

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions the FHA, Xxxxxx Xxx or Xxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FHA, Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (43) of paragraph (j) of this Subsection 9.02Part I of Schedule 1, with respect to each Loan, and in the case of adjustable rate Mortgage Adjustable Rate Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law also secures the related Non-Trust Mortgage Loan(s), (or regulation, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policy, and no by the Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage, including Seller from whom the Seller, Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by GEC and the Tribe may elect to notify the City of any Title Objections (hereinafter defined) in accordance with the provisions of this Section 3.2. No later than ninety (90) days after the Effective Date hereof, GEC and the Tribe shall obtain an ALTA lender's owner’s title insurance policy, or with respect to any Mortgage Loan commitment (the “Title Commitment”) for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Land issued by a reputable title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified insurance company licensed to do business in the jurisdiction where Commonwealth (the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans“Title Company”) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage LoanPurchase Price, and, within fifteen (15) business days after GEC’s and the Tribe’s receipt of such Title Commitment and copies of all of the documents which are the basis of each requirement and each exception in the Title Commitment (it being agreed that a full, correct and complete copy of such Title Commitment, along with a copy of all exception documents, shall be promptly provided by GEC and the Tribe to the City upon GEC’s or the Tribe’s receipt of same), GEC and the Tribe shall notify the City of any matters reported in the Title Commitment that are unacceptable (such matters are referred to herein as the “Title Objections”). The City shall have a reasonable time to cure any Title Objections, but the City shall have the option of declining to cure any Title Objection by providing written notice thereof to GEC and the Tribe within sixty (60) days after receipt of GEC’s and the Tribe’s written notice of such Title Objections, and if the City declines to cure any Title Objection or does not cure all of the Title Objections that it has agreed to cure, GEC and the Tribe shall have the right either to waive such Title Objections in writing and take title to the Land subject to such Title Objections which shall be considered “Permitted Exceptions” or to terminate this Option Agreement within fifteen (15) business days after the earlier to occur of the expiration of the Option Term or receiving written notice from the City of the City declining to cure any such Title Objections, it being agreed that, in the event that (a) GEC and the Tribe timely notify the City of any Title Objections, (b) the City declines to cure any such Title Objections, and (c) GEC and the Tribe fail thereafter to timely terminate this Option Agreement, then GEC and the Tribe shall be deemed to have waived such Title Objections and shall take title to the Land subject to such Title Objections. Notwithstanding the foregoing to the contrary, the leases described on Exhibit H shall be Permitted Exceptions, provided that the City shall be obligated to terminate and/or amend same prior to Closing so that the Amtrak Lease and Tides Lease do not affect the Land post-Closing, except that the City may enter into (i) any amendment or other modification of the Amtrak Lease to extend and continue the term of the existing Amtrak Lease post-Closing without the prior approval of GEC and the Tribe so long as Amtrak’s rights to parking spaces on the Land or otherwise within the Project do not exceed 103 reserved spaces for Amtrak’s use, including use by customers and passenger buses, provided that the City will use commercially reasonable efforts to obtain Amtrak’s agreement to relocate one or more of such parking spaces to locations proximate to the Amtrak station (which spaces shall be located on the Land) so long as such parking spaces are provided by GEC and the Tribe at no cost to the City and, at the City’s election, at no cost to Amtrak or its customers or other end users, as more fully set forth in Section 4.6(b)(iii) below, it being agreed that, during construction of the Project only, GEC and the Tribe shall be permitted to temporarily provide such 103 reserved spaces in a location not located on the Land but reasonably proximate to the Amtrak station so long as GEC and the Tribe provide a professional shuttle service at all times or at such times as reasonably agreed to by the parties between such temporary spaces and the Amtrak station, at no cost to the City, Amtrak, its customers or other end users, and (ii) any amendment or other modification of the Tides Lease (hereinafter defined) so long the Tides Lease will not affect the Land post-Closing. In the event that GEC and the Tribe elect the Option to Purchase, then, at Closing, GEC and the Tribe shall obtain, at their expense, an ALTA Owner’s Policy of Title Insurance in the amount of the Purchase Price or such other amount as required by its lender (the “Title Policy”), subject only to the Permitted Exceptions and such other matters, if any, otherwise acceptable to GEC and the Tribe. If this Option Agreement is terminated pursuant to this Section 3.3, neither party shall have any further liability to the other except as expressly provided in this Option Agreement. All matters of title that are shown as exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity Title Commitment and which do not constitute Title Objections or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions that are Title Objections which are either (other than the standard exclusionsi) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized cured by the Seller;City or

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to FNMA and FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a), (b) and (c) above, and with respect to each Second Lien Mortgage Loan, clause 12(d) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or the second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the Seller;FHLMC.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to FNMA and FHLMC (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions FNMA and each such title insurance policy is FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11)(a) and (b) above) the Seller or Servicer, and its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, Mortgage (including the Seller, ) has done, by act or omission, anything which that would impair the coverage of such lender's title insurance policy, including without limitationand, there is no unlawful feeact, commissionomission, kickback condition, or other unlawful compensation information that would impair the coverage of such lender's insurance policy. (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the Seller;FHLMC.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to FNMA and FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Other than each Cooperative Mortgage Loan, the Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Xxxxxx Xxx, Xxxxxxx Mac or Xxxxxx Mae, as applicable, and with respect to FHA Loans, RHS Loans and VA Loans, the FHA, RHS or VA, as the case may be, and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar Xxxxxx Xxx or Xxxxxxx Mac, as applicable, and with respect to FHA Loans, RHS Loans and VA Loans, the Mortgage Loans FHA, RHS or the VA, as the case may be, and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage LoanLoan (or to the extent a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2), (3) and (43) of paragraph (j) of this Subsection 9.02Part I of Schedule 1, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Note Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Repurchase Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan is covered by an At Buyer’s option and at Buyer’s sole cost and expense, Buyer may obtain policies, dated the Closing Date, on ALTA lender's 1992 Owner’s Form B with extended coverage guaranteeing the standard exceptions to title insurance policycustomarily contained in such policies, or with respect to any Mortgage Loan for which covering the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Transmission Fee Interests and each such title insurance policy is the Material Easements issued by a nationally recognized title insurer acceptable to a prudent subprime lender making mortgage loans similar to insurance company (the Mortgage Loans and qualified to do business “Title Company”), insuring, as of the Closing Date, the fee simple title of Buyer in such Transmission Fee Interests or easement estate of Buyer in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage Material Easements in the original principal an amount of the Mortgage Loanreasonably determined by Buyer, subject only to the exceptions contained Permitted Encumbrances. Seller shall cooperate reasonably and in clauses (1)good faith in Buyer’s efforts to obtain such policies of title insurance, (2)including executing and delivering, (3) or causing to be executed and (4) delivered, to the Title Company any affidavits reasonably requested by the Title Company or Buyer in connection with the issuance of paragraph (j) of this Subsection 9.02the policies and to provide affirmative endorsements for no mechanics’ liens; provided that to the extent Buyer requests Seller to provide such cooperation and/or execute and deliver such affidavits, and in the case of adjustable rate Mortgage Loanswithout limiting any rights Buyer has under this Agreement, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate including Article X, Buyer shall indemnify and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The hold harmless Seller, its successors officers, directors and assignsAffiliates from and against Losses suffered or incurred by any of them with respect to any Claims made by third parties relating to or based upon any affidavit of Seller provided at Buyer’s request pursuant to this Section 7.17; provided, are however, that Buyer shall not have any obligation to indemnify and hold harmless Seller, its officers, directors or Affiliates to the sole insureds extent that any such Losses suffered or incurred arose from information provided by Seller in writing in any affidavit pursuant to this Section 7.17 failing to be true and correct in all material respects. For the avoidance of such lender's doubt, Seller shall not be obligated to furnish any title insurance policypolicies to Buyer and it shall not be a requirement of or condition to the Closing that Buyer obtain or be able to obtain any such policies. Prior to the Closing Date, and such lender's at the request of Buyer, Seller shall provide to Buyer abstracts of title insurance policy is valid and remains in full force and effect and will be in force and effect upon with respect to the consummation of Transmission Fee Interests, to the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;extent available.

Title Insurance. The Mortgage Loan is covered by an An ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Title Company (which shall be approved by Administrative Agent) in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal maximum amount of the Loan plus any other amount secured by the Mortgage, on a coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Mortgage Loanconstitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Administrative Agent approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to Administrative Agent, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all “standard” exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has done, by act or omission, anything which would impair deleted to the coverage of such lender's fullest extent authorized under applicable title insurance policyrules, and Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmen’s liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated, and that no violation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the Land and Improvements is vested in Borrower; containing such affirmative coverage and endorsements (including without limitationthe standard New York endorsements) as Administrative Agent may require and are available under applicable title insurance rules, no unlawful feeand Borrower shall satisfy all requirements therefor; insuring any easements, commission, kickback leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent regarding advances and/or readvances of Loan funds after closing. Borrower and Borrower’s counsel shall not have any interest, direct or indirect, in the Title Company (or its agent) or any portion of the premium paid for the Title Insurance. The policy shall contain a pending disbursement clause in Lender’s standard form or such unlawful items have been received, retained or realized other form approved by the Seller;Lender.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Lehman Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment xxxxxxr subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, to the related Outside Serviced Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Lehman Mortgage Loan Seller under such lender's title insurance policy, insurance; and no prior holder neixxxx xhe Depositor nor the Lehman Mortgage Loan Seller (or any of the related Mortgage, including the Seller, its Affiliates) has done, by act xx xct or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to FNMA and FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the applicable Seller/Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller/Servicer warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The applicable Seller, its successors and assigns, are /Servicer is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreementthe PHH Agreement and will inure to the benefit of RWT Holdings without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the applicable Seller/Servicer, nor to the best of RWT Holdings’ knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage LoanLoan and any Other Loan secured by such Mortgage (or, if the Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances, subject to the exceptions contained in clauses (1fact that the related Mortgage secures one of the Other Loans and, if the Mortgage Loan is part of a Loan Combination, further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s), (2)or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (3either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance is in full force and effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Trustee (4) of paragraph (j) of this Subsection 9.02or, and in the case of adjustable rate an Outside Serviced Trust Mortgage LoansLoan, against any loss by reason the benefit of the invalidity or unenforceability related Outside Trustee) as sole insured as mortgagee of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationrecord, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning such commitment or binding pro forma is a legal, valid and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds binding obligation of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No insurer; no claims have been made under such lender's title insurance policy, and no by the Seller or any prior holder of the related Mortgage, including Mortgage Loan (other than a prior holder unaffiliated with the Seller, Seller from whom the Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to FNMA and FHLMC (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions FNMA and each such title insurance policy is FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11(a) and (b) above) the Seller or Servicier, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, Mortgage (including the Seller, ) has done, by act or omission, anything which that would impair the coverage of such lender's title insurance policy, including without limitationand, there is no unlawful feeact, commissionomission, kickback condition, or other unlawful compensation information that would impair the coverage of such lender's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The With respect to a Mortgage Loan which is not a Co-op Loan, the Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions under the Underwriting Guidelines and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to under the Mortgage Loans Underwriting Guidelines and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3i) and (4ii) of paragraph clause (j) of this Subsection 9.02, and in the case of adjustable rate Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors successor and assigns, are the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

Title Insurance. The Mortgage Loan (unless it is a Cooperative Loan) is covered by an ALTA lender's ’s title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Xxx or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, Loan (subject only to the exceptions contained in clauses (1), (2), (3) and (43) of paragraph (jxi) of this Subsection 9.02, Section 3.2) and in the case of adjustable rate Mortgage Loans, ARM Loans against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing provided for adjustment to the applicable Mortgage Interest Rate and Monthly Payment. Where required ; provided, however, that in the case of any Mortgage Loan secured by state law or regulationa Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Company is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, policy and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy. The Company has not done, including without limitationby act or omission, anything that would impair the coverage of such lender’s title insurance policy. In connection with the issuance of such lender’s title insurance policy no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Buyer and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Buyer and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage Mortgage, as applicable, in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policyby the Depositor, and no the applicable Xxxxxx Mortgage Loan Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage, including Depositor or the Seller, applicable Xxxxxx Mortgage Loan Seller from whom the Depositor or the applicable Xxxxxx Mortgage Loan Seller has taken by assignment) under such title insurance; and neither the Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by Prior to adding any Property as a Borrowing Base Property, Borrower shall provide Lender with an 2006 Form ALTA lender's extended coverage title insurance policy, policy (or with respect to any Mortgage Loan for local equivalent in the State in which the related Mortgaged Property is located in California a CLTA lender's located) issued by Chicago Title Insurance Company or another title insurance policy, or other generally acceptable form of policy or insurance insurer acceptable to prudent subprime mortgage lending institutions Lender in its sole discretion (which discretion may specifically include the right to refuse to accept policies from LandAmerica Title Insurance Company, Lawyers Title Insurance Company and each Commonwealth Land Title Insurance Company), in the maximum amount of the Loan plus any other amount secured by the Security Instrument (or a pro rated amount of the Loan Amount together with a tie in endorsement, as determined by Lender), on a coinsurance and/or reinsurance basis if and as required by Lender, insuring without exclusion or exception for creditors' rights (including the endorsement of any standard exclusion appearing in the Jacket or standard conditions of such title insurance policy is issued by a title insurer out of such exclusions in form and substance acceptable to Lender) that the Security Instrument encumbering the Property to be added as a prudent subprime lender making mortgage loans similar to the Mortgage Loans Borrowing Base Property constitutes a valid lien covering said Property and qualified to do business in the jurisdiction where the Mortgaged Property is locatedall Improvements thereon, insuring the Seller, its successors and assigns, as to having the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, required by Lender and subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Lender approves, in clauses (1), (2), (3) a form acceptable to Lender and (4) of paragraph (j) of this Subsection 9.02with such endorsements as Lender may require, and with all "standard" exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmen's liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the title insurance have been violated, and that no violation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple or leasehold (as applicable) title to such Property and Improvements is vested in Borrower (or a Permitted Subsidiary in the case of adjustable rate Mortgage Loansthe Properties described in Schedule 6.10 and 6.11 and not other Properties); containing such affirmative coverage and endorsements as Lender may require and are available under applicable title insurance rules, against and Borrower shall satisfy all requirements therefor; insuring any loss by reason easements, leasehold estates or other matters appurtenant to or benefiting the Property and/or the Improvements as part of the invalidity or unenforceability insured estate; insuring the right of the lien resulting from the provisions of the Mortgage providing for adjustment access to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, Property to the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's extent authorized under applicable title insurance policy affirmatively insures ingress rules and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;regulations.

Title Insurance. The Mortgage Loan is covered by an An ALTA lender's title insurance policy, policy (or with respect to any Mortgage Loan for a title insurance policy promulgated by the laws of the state in which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title if an ALTA insurance policy is not available), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal maximum amount of the Mortgage Loan, on a coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Deed of Trust constitutes a valid lien covering Borrower’s interest in the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Administrative Agent approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to Administrative Agent, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all “standard” exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has donedeleted to the fullest extent authorized under applicable title insurance rules, by act or omission, anything which would impair and Borrower shall satisfy all requirements for the coverage issuance of such lender's policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance policyrules, including without limitationand Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated (or that such restrictive covenants are unenforceable as a matter of Law pursuant to an endorsement approved by Administrative Agent), and that no unlawful feeviolation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that Borrower’s fee estate in the Land and Improvements is marketable, commissionvested in Borrower; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, kickback and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no such unlawful items Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Borrower and Borrower’s counsel shall not have been receivedany interest, retained direct or realized by indirect, in the Seller;Title Company (or its agent) or any portion of the premium paid for the Title Insurance.

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Xxxxxx Xxx or Xxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage Mortgage, as applicable, in the original principal amount of the Mortgage Loan, with respect to a Mortgage Loan (or to the extent a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1a), (2), (3b) and (4c) of paragraph (ji) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly PaymentSchedule 1. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's irrevocable title insurance policycommitment, or with respect an attorney’s opinion of title and abstract of title, each of which must be in form and substance acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Fxxxxx Mxx or Fxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fxxxxx Mae or Fxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage Mortgage, as applicable, in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1a), (2), (3b) and (4c) of paragraph (ji) of this Subsection 9.02Schedule 1, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's Selling Entities shall have obtained and delivered to CTB the following title insurance policy, or with respect to any Mortgage Loan for commitments (the cost and expense of which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions shall be paid one-half by BBT and each such title insurance policy is one-half by CTB) issued by a title insurer insurance company acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans CTB and qualified to do business its lender, if any, each in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors their respective sole and assignsabsolute discretion, as to the first priority lien (with respect to first lien Mortgage Loans) Real Property leased by any one or second priority lien (with respect to Second Lien Mortgage Loans) more of the Mortgage in the original principal amount Selling Entities, (i) a commitment for issuance of an ALTA Form B Leasehold Owner's Policy of Title Insurance with extended coverage showing all endorsements thereto which CTB may request, along with legible copies of all documents shown as exceptions thereto and (ii) a commitment for issuance of a 1970 ALTA Form B Leasehold Mortgagee's Policy of Title Insurance with extended coverage showing all endorsements thereto which CTB's lender may request, along with legible copies of all documents shown as exceptions thereto (all of the Mortgage Loan, subject only foregoing title commitments may hereinafter be referred to collectively as the exceptions contained in clauses (1"Commitments"), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from . In order to satisfy the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationthis Section 8.7, the Mortgagor has been given the opportunity to choose the carrier each of the required mortgage title insurance. AdditionallyCommitments must (x) be satisfactory, in form and substance, to CTB in its reasonable discretion and CTB's lender, in such lender's sole and absolute discretion, (y) contain no exceptions to title or the survey, except for those exceptions approved by CTB (subject to the last sentence of this Section 8.7) and CTB's lender, at any time prior to Closing, and (z) have the appropriate policies of title insurance issued pursuant to and in strict accordance with each of the Commitments at, or within five business days of their receipt of all documents recorded in connection with the Closing, provided that if the title insurance policies are to be issued within five business days of receipt of all documents recorded in connection with the Closing, CTB and its lender shall each receive at Closing, for each Commitment, a "xxxx-up" of the Commitment evidencing the form of the title insurance policy affirmatively insures ingress to be issued pursuant to said Commitment and egresswritten evidence that gap coverage will be provided. Anything set forth in this Agreement to the contrary notwithstanding, CTB shall have the right to terminate this Agreement (upon which Section 11.2(a) shall apply) by delivering notice of such termination to the Selling Entities prior to the Closing if CTB in its reasonable discretion determines that any one or more of the title exceptions or other matters shown on any of the Commitments or the surveys are not acceptable to CTB. BBT and against encroachments by or upon the Mortgaged Property or Selling Entities hereby covenant that they shall cure all title exceptions and other matters shown on any interest therein. The title policy does not contain any special exceptions (of the Commitments other than the items identified as "Special Exceptions" on the title report included as part of Schedule 4.6 hereto which may be cured by payment of a sum of money not to exceed $300,000 by execution of a document requiring the signature of no party other than one or more of BBT or the Selling Entities or any of their respective mortgagees, including any affidavits which may reasonably be required by the title insurer (including a standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lendercompany form of owner's title insurance policy is valid and remains in full force and effect and will be in force and effect upon affidavit to induce the consummation of deletion from the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value Commitments of any kind has been exception for parties in possession and for mechanics' or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;materialmen's liens).

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's irrevocable title insurance policycommitment, or with respect an attorney’s opinion of title and abstract of title, each of which must be in form and substance acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions the applicable Agency and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans applicable Agency and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its Guarantor or their respective successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1i), (2), (3ii) and (4iii) of paragraph (jq) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Exhibit H. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The SellerGuarantor, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder holder, servicer or subservicer of the related Mortgage, including the SellerSeller and Guarantor or their related Subsidiaries, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;Guarantor, Seller or their respective Subsidiaries.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Xxxxxx Xxx and each such title insurance policy is Xxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae and Xxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's title insurance policy, and no neither the Seller, nor to the best of Seller's knowledge, any prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;related

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policySeller and Purchaser acknowledge and agree that Purchaser intends to obtain from Title Agent a current Commitment for Title Insurance based upon Chicago Title Insurance Company Commitment No. 01508.0736 in favor of Applejazz, or with respect to any Mortgage Loan for which the related Mortgaged LLC ("Applejazz") issued August 17, 2000, effective August 11, 2000 ("Title Commitment") covering each Real Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by Chicago Title Insurance Company (the "Title Company"), whereby the Title Company commits to issue to Purchaser a title insurer acceptable to a prudent subprime lender making mortgage loans similar to current form ALTA Owner's Policy of Title Insurance (collectively and interchangeably, the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien ("Title Policy") with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loanextended coverage, subject only to the matters identified on EXHIBIT "C" attached hereto and incorporated herein by reference, the Leases, existing zoning, sewer, drainage and other public utility servitudes of record, liens for ad valorem taxes which are not yet due and payable, subdivision or other covenants, restrictions and easements which do not adversely affect the use of the Real Property for its current uses, and any other exceptions contained agreed to by Purchaser in clauses writing (1collectively "Permitted Exceptions"). Purchaser, at its option, may also obtain an ALTA/ACSM "Urban" Class certified survey of any of the Real Property satisfactory to Purchaser, in its sole opinion (hereinafter, the "Survey(s)"), (2)bearing a legal description, (3) and (4) made by a licensed surveyor. Purchaser has obtained or shall obtain from Applejazz copies of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage prior title insurance. Additionallyevidence, such lender's as a current abstract or title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation any prior surveys Seller may have previously delivered to Applejazz, of any of the transactions contemplated by Real Property to expedite further examination of title. Purchaser and Seller acknowledge and agree that Purchaser is hereby deemed to have raised as objections, effective as of the date of this Agreement, the matters set forth in that certain letter from counsel to Applejazz dated August 18, 2000 (collectively "Defects"). No claims Seller shall make a good faith effort to so cure such Defects and Seller shall have been made under twenty (20) days from the date of Purchaser's notice of such lender's Defects to furnish evidence to the extent the Defects are cured or removed. If Seller is unable to cure such Defects within said twenty (20) days, Purchaser may, at its election, take the title insurance policyas it then is upon giving to Seller notice of such election and tendering performance on its part, and no prior holder or Purchaser may exercise its rights to lease any of the related MortgageReal Properties affected by such Defects as provided under paragraph 6(c). Closing shall be an insured closing so that when title is transferred to Purchaser, including the SellerTitle Policy(ies), has doneas aforesaid, by act or omission, anything which would impair shall be delivered to Purchaser subject only to the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Permitted Exceptions.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law also secures the related Non-Trust Mortgage Loan(s) (or regulation, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Seller under such lender's title insurance policy, insurance; and no prior holder neither the Seller nor any Affiliate of the related Mortgage, including the Seller, Seller has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by an ALTA A lender's ’s policy of title insurance policy, (or with respect commitment to any Mortgage Loan for which issue such a policy having the related Mortgaged Property is located in California effect of a CLTA lender's policy of title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is insurance) issued by a nationally recognized title insurer insurance company reasonably acceptable to a prudent subprime lender making the Agent (the “Title Company”) insuring (or committing to insure) the lien of the applicable Mortgage as valid and enforceable first priority mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where lien on the Mortgaged Property is locateddescribed therein (each, insuring a “Title Policy”) which insures the SellerAgent that such Mortgage creates a valid and enforceable first priority mortgage lien on such Mortgaged Property, its successors in an amount not less than the fair market value of such Mortgaged Property as reasonably determined, in good faith, by the Borrower and assigns, as reasonably acceptable to the first priority lien Agent (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) it being agreed that in lieu of the Mortgage in the original principal amount of the Mortgage Loanany current appraisal, subject only to the exceptions contained in clauses (1a current real property tax assessment may be used for such purpose), free and clear of all defects and encumbrances except Permitted Encumbrances, together with such endorsements (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and or in the case of adjustable rate Mortgage Loanszoning, against any loss by reason zoning reports from a nationally recognized provider) as the Agent reasonably requests (or where such endorsements are not available, opinions of the invalidity special counsel, architects or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment other professionals reasonably acceptable to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationAgent), the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyincluding, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful feeto the extent available at commercially reasonably rates, commissiona “tie-in” or “cluster” endorsement, kickback if available under applicable law (i.e., policies which insure against losses regardless of location or other unlawful compensation or allocated value of the insured property up to a stated maximum coverage amount), endorsements on matters relating to usury, first loss, last dollar, zoning, contiguity, future advances, doing business, non-imputation, public road access, survey, variable rate, environmental lien, subdivision, separate tax lot revolving credit, so-called comprehensive coverage over covenants and restrictions and for any kind has been or will be received, retained or realized by any attorney, firm or and all other person or entitymatters that the Agent may request. Such Title Policy shall not include an exception for mechanics’ liens, and no shall provide for affirmative insurance and such unlawful items have been received, retained or realized by reinsurance (including direct access agreements) as the SellerAgent may reasonably request;

Title Insurance. The Mortgage Loan is covered Within Ten (10) days of the Effective Date (which time may be extended as required by an ALTA lender's the Title Company) Seller at Seller’s sole expense, shall obtain a current commitment for title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California (a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business “Title Commitment”) in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage LoanPurchase Price, and final policy thereafter, each in a form and substance reasonably acceptable to Purchaser, showing merchantable title subject only to the exceptions contained in clauses following permitted exceptions: (1)a) all taxes and special assessments credited to Purchaser at Closing; (b) building and building line, use, and occupancy restrictions, conditions and covenants of record; (2), c) zoning laws and ordinances; (3d) easements for the use of public utilities; (e) public roads and highways; and (4f) drainage ditches, feeders and laterals (collectively, “Permitted Exceptions”). None of paragraph (j) of this Subsection 9.02, and in these exceptions shall be considered Permitted Exceptions if they are violated by existing improvements or the case of adjustable rate Mortgage Loans, against any loss by reason present use of the invalidity or unenforceability Property. In the event that Purchaser is not satisfied with the results of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions Title Commitment (other than Permitted Exceptions), Purchaser shall, on or before the standard exclusionsdate which is Five (5) for zoning days following delivery by Seller of the Title Commitment, provide Seller with any written objections to the results of the Title Commitment and uses the condition of title to the Property. Seller shall thereafter have the right but not the obligation to cure all such objections and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds give written notice of such lender's title insurance policycure to Purchaser prior to the Closing Date. If Seller fails to or elects not to cure any such objections or fails to give notice of such cure to Purchaser within said period, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation Purchaser may terminate this Purchase Agreement by providing Seller with written notice of termination as of the transactions contemplated by Closing Date and if Purchaser does not terminate this AgreementPurchase Agreement within such period, Purchaser shall be deemed to have waived Purchaser’s written objections. No claims If Purchaser terminates this Purchase Agreement in accordance with this Section 4.2, Seller shall immediately direct the Title Company to return all Xxxxxxx Money to Purchaser and neither party shall have been made under such lender's title insurance policy, any further rights or obligations hereunder or otherwise and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will this Purchase Agreement shall be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;deemed terminated.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to FNMA and FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the applicable Seller/Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller/Servicer warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The applicable Seller, its successors and assigns, are /Servicer is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreementthe [ ] Agreement and will inure to the benefit of Redwood Trust without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the applicable Seller/Servicer, nor to the best of Redwood Trust’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to FNMA and FHLMC (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions FNMA and each such title insurance policy is FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender' s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's title insurance policy, and no neither the Seller, nor to the best of Seller's knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policySeller agrees to use good faith, diligent efforts to cause the Title Company, at Closing, to issue (or with respect irrevocably commit to any Mortgage Loan for which issue) the related Mortgaged Property is located Title Policy, in California a CLTA lender's title insurance policyall material respects, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar as required under this Agreement. Notwithstanding anything to the Mortgage Loans contrary contained in this Agreement, if, however, the Title Company fails or refuses to issue (or irrevocably commit to issue) said Title Policy at Closing, and qualified provided that (i) Seller has utilized good faith, diligent efforts to do business in the jurisdiction where the Mortgaged Property is locatedcause Title Company to issue (or irrevocably commit to issue) such Title Policy, insuring the Seller, its successors and assigns, as (ii) Seller has delivered all customary indemnifications and/or affidavits to the first priority lien Title Company to enable the Title Company to issue (with respect or irrevocably commit to first lien Mortgage Loansissue) or second priority lien such Title Policy, (with respect to Second Lien Mortgage Loansiii) the failure of the Mortgage in Title Company to issue (or irrevocably commit to issue) such Title Policy is not the original principal amount result of any new title matter first arising from and after the date of the Mortgage Loan, subject only to Title Commitment and arising from the exceptions contained acts or omissions of Seller in clauses (1), (2), (3) and (4) violation of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of this Agreement, and (iv) the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier failure of the required mortgage title insurance. Additionally, Title Company to issue (or irrevocably commit to issue) such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or Title Policy is not a result of any interest therein. The title policy does not contain any special exceptions default of Seller hereunder (other than a default based on a failure of Seller to cause the standard exclusionsTitle Company to issue (or irrevocably commit to issue) for zoning and uses and has been marked such Title Policy otherwise required hereunder), then, notwithstanding anything contained in this Agreement to delete the standard survey exceptions contrary, the failure of the Title Company to issue (or irrevocably commit to replace the standard survey exception with issue) said Title Policy shall not be deemed a specific survey reading. The Sellerdefault by Seller hereunder, its successors and assignsand, are the sole insureds of such lender's title insurance policyin lieu thereof, and such lender's title insurance policy is valid as its sole recourse, Buyer may elect to either (1) terminate this Agreement, in which event the Exxxxxx Money Deposit and remains any interest thereon net of investment charges shall be forthwith returned to Buyer, subject to the disbursement and payment release conditions set forth in full Section 3.1, all obligations of the parties hereunder shall terminate, and this Agreement shall otherwise have no further force and effect and will be in force and effect upon the consummation (other than those matters which expressly survive early termination of this Agreement), or (2) proceed to close the transactions contemplated by hereby in accordance with the terms of this Agreement. No claims have been made under , whereupon Buyer shall accept such lender's form of title insurance policypolicies, and no prior holder if any, as the Title Company is then prepared to issue. Buyer’s failure to make either of the related Mortgage, including two elections described in the Seller, has done, by act preceding sentence on or omission, anything which would impair before the coverage Closing Date shall be deemed an election of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;option (2) above.

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an American Land Title Association lender's ’s title insurance policy, or other generally acceptable form of policy or insurance comparable policy acceptable to prudent subprime mortgage lending institutions Xxxxxx Mae or Xxxxxxx Mac and approved for use in the applicable jurisdiction and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to in the Mortgage Loans industry and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), and (3) and below of paragraph (l) of this Schedule 1 and, with respect to each Second Lien Mortgage Loan, clause (4) of paragraph (jl) of this Subsection 9.02Schedule 1, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate mortgage interest rate and Monthly Paymentmonthly payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Xxx or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) lien, as applicable, of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan, subject only Loan (or to the exceptions contained extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in clauses (1accordance with the Mortgage), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Company is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae and Xxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Company or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Company warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Assignee without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Company, nor to the best of Company’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, Xxxxxx Mae and no such unlawful items have been received, retained or realized by the SellerXxxxxxx Mac;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Fxxxxx Mxx and Fxxxxxx Mac (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Fxxxxx Mxx and Fxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fxxxxx Mae and Fxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, Fxxxxx Mxx and no such unlawful items have been received, retained or realized by the SellerFxxxxxx Mac;

Title Insurance. The (a) Such Cendant Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to FNMA and FHLMC (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions FNMA and each such title insurance policy is FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (11)(a) and (b) above) the originator of such Cendant Mortgage Loan, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Cendant Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or Cendant warrants that there is ingress and egress to and from the Mortgaged Property and the lender's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Cendant or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are designee is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Trustee without any further act. No claims have been made under such lender's title insurance policy, and no neither Cendant, nor to the best of Cendant's knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Cendant Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Xxxxxx Xxx or Xxxxxxx Mac with respect to Mortgage Loans and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerAames Capital Corporation, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1i), (2), (3ii) and (4iii) of paragraph (j) representation 10 of this Subsection 9.02Schedule III, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Scheduled Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerAames Capital Corporation, its successors successor and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the SellerAames Capital Corporation, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerAames Capital Corporation;

Title Insurance. The Each Mortgaged Property securing a Mortgage Loan is covered by an ALTA American Land Title Association (or an equivalent form of) lender's title insurance policypolicy (the "Title Policy") (or, or with respect if such policy is yet to any Mortgage Loan for which the related Mortgaged Property is located in California be issued, by a CLTA lender's title insurance policy, or other generally acceptable form of pro forma policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans"marked up" commitment) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan after all advances of principal, insuring that the related Mortgage Loanis a valid first priority lien on such Mortgaged Property, subject only to the exceptions contained in clauses stated therein. Such Title Policy (1)or, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment if it has yet to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationbe issued, the Mortgagor has been given the opportunity coverage to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusionsbe provided thereby) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon effect, all premiums thereon have been paid and, to the consummation of the transactions contemplated by this Agreement. No Seller's knowledge, no material claims have been made under such lender's title insurance policy, thereunder and no prior claims have been paid thereunder. To the Seller's knowledge, no holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would materially impair the coverage under such Title Policy. Immediately following the transfer and assignment of the related Mortgage Loan to the Trustee (including endorsement and delivery of the related Mortgage Note to the Purchaser and recording of the related Assignment of Mortgage in favor of Purchaser in the applicable real estate records), such lenderTitle Policy (or, if it has yet to be issued, the coverage to be provided thereby) will inure to the benefit of the Trustee without the consent of or notice to the insurer. To the Seller's title knowledge, such Title Policy contains no exclusion for, or it affirmatively insures (unless, in the case of clause (b) below, the related Mortgaged Property is located in a jurisdiction where such affirmative insurance policyis not available), including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity(a) access to a public road, and no such unlawful items have been received(b) that the area shown on the survey, retained if any, reviewed or realized by prepared in connection with the Seller;origination of the related Mortgage Loan is the same as the property legally described in the related Mortgage.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's On or before the expiration of the Due Diligence Period, Purchaser shall have obtained a current title insurance policy, or with respect to any Mortgage Loan commitment for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Real Estate issued by a title insurer acceptable the Title Insurer, in which commitment the Title Insurer shall agree to a prudent subprime lender making mortgage loans similar to (a) insure for the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal full amount of the Mortgage Loan, subject only Purchase Price merchantable and marketable fee simple title to the exceptions contained in clauses (1)Real Estate, (2), (3) and (4) free of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special all exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Sellerincluding, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful feethe standard exceptions if the Survey is provided to the Title Insurer), commissionexcept only the Permitted Exceptions (as defined below); and (b) issue such endorsements as Purchaser may reasonably request (the "Title Commitment"). Purchaser shall provide any objections (collectively, kickback the "Title Objections") to matters disclosed in the Survey, Title Commitment and/or exception documents on or other unlawful compensation before five (5) days prior to the expiration of the Due Diligence Period. If Purchaser provides any Title Objections, Seller shall notify Purchaser in writing on or value before one (1) business day prior to the expiration of the Due Diligence Period whether Seller covenants and agrees to cure any such objection(s) prior to the Closing Date in a manner satisfactory to Purchaser in its sole discretion. Any exceptions to title reflected on the Title Commitment to which Purchaser fails to timely object (except: (a) the lien of any kind has been mortgage, other security instrument, UCC financing statement or will tax or monetary lien arising in connection with any indebtedness or obligation of Seller, which in all cases shall be receivedreleased at or before the closing, retained or, if not released, then Purchaser shall have the right to pay such monetary amounts and offset such payments against the Purchase Price; provided, however, that Seller shall have no obligation to obtain the release of any mortgage, security instrument, UCC financing statement or realized by tax or monetary lien arising out of or in connection with any attorneyindebtedness of or judgment against the lessee under the Ground Lease; and (b) the standard, firm or other person or entitypre-printed exceptions, and no such unlawful items have been receivedwhich in all cases shall be deleted from the final owner’s title policy) shall be deemed "Permitted Exceptions". At closing, retained or realized by Purchaser shall receive a credit against the Seller;Purchase Price for the amount of the premium for the policy to be issued pursuant to the Title Commitment, excluding any endorsements thereto.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's ’s title insurance policy, policy acceptable to Xxxxxx Xxx or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, Xxxxxxx Mac or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Mae or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first [first] priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1Section 3.2(l), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate with respect to Adjustable Rate Mortgage Loans, Loans against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Scheduled Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than Where required by state law or regulation, the standard exclusions) for zoning and uses and Mortgagor has been marked given the opportunity to delete choose the standard survey exceptions or to replace the standard survey exception with a specific survey readingcarrier of such lender’s title insurance policy. The SellerCompany, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions purchase of the Mortgage Loans as contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including without limitation. In connection with the issuance of such lender’s title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions the FHA, Fxxxxx Mxx or Fxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FHA, Fxxxxx Mae or Fxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (43) of paragraph (j) of this Subsection 9.02Part I of Schedule 1, with respect to each Loan, and in the case of adjustable rate Mortgage Adjustable Rate Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of the Two Penn Plaza Trust Mortgage Loan, the Two Penn Plaza Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Xxxxxx Mortgage Loan Seller under such lender's title insurance policy, insurance; and no prior holder neither the Depositor nor the Xxxxxx Mortgage Loan Seller (or any of the related Mortgage, including the Seller, its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan Each Property is covered by an ALTA American Land Title Association (or an equivalent form thereof approved for use in the applicable jurisdiction) lender's title insurance policy, or with respect to any Mortgage Loan for which policy (the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans"Title Policy") or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the related Underlying Asset after all advances of principal. Each Title Policy insures that the related Mortgage Loanis a valid first priority lien on such Property, subject only to the exceptions contained stated therein (or a preliminary title policy with escrow instructions or a marked up title insurance commitment on which the required premium has been paid exists which is binding on the title insurer and which evidences that such Title Policy will be issued). Each Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) is in clauses (1)full force and effect, (2)all premiums thereon have been paid, (3) and (4) of paragraph (j) of this Subsection 9.02, and in insures the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions originator of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerLoan, its successors and assigns, are the sole insureds of such lender's title insurance policy, assigns and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No (i) no material claims have been made under such lender's thereunder and no claims have been paid thereunder and (ii) was issued by a title insurance policy, and no prior company qualified at origination to do business in the jurisdiction in which the Property is located to the extent such qualification was required in order for the Title Policy to be enforceable. No holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would materially impair the coverage under such Title Policy. Immediately following the transfer and assignment of the related Purchased Asset to Buyer, such lender's title Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) will inure to the benefit of Buyer without the consent of or notice to the insurer. Such Title Policy contains no exclusion for, or it affirmatively insures (unless the related Property is located in a jurisdiction where such affirmative insurance policyis not available), including without limitationthe following: (a) access to a public road; and (b) that if a survey was reviewed or prepared in connection with the origination of the related Mortgage Loan, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no the area shown on such unlawful items have been received, retained or realized by survey is the Seller;same as the property legally described in the related Mortgage.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policypolicy or short form title policy acceptable to FNMA and FHLMC (or, or with respect to any Mortgage Loan in jurisdictions where ALTA policies are not generally approved for which the related Mortgaged Property is located in California use, a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions FNMA and each such title insurance policy is FHLMC), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions Seller or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Servicer is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's title insurance policy, and no neither the Seller, nor to the best of Seller's knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, FNMA and no such unlawful items have been received, retained or realized by the SellerFHLMC;

Title Insurance. The Mortgage Loan is covered by Seller shall furnish to Buyer an ALTA lender's owner’s policy of title insurance policyshowing title to the Real Estate to be good and marketable and to be vested in Seller title, or subject to no encumbrances, written by a title company selected by Seller and acceptable to Buyer’s counsel (the “Title Company”), and insuring Buyer in the amount of the Purchase Price allocated to the Real Estate as determined in Section 3.2 hereof. Such policy shall not contain any exceptions with respect to encroachments, overlaps, boundary line disputes, or any Mortgage Loan other matters which would be disclosed by an accurate survey and inspection of the Real Estate, or a lien or a right to a lien for which services, labor or materials heretofore or hereafter furnished, imposed by law and not shown on the related Mortgaged Property is located in California public records. Said policy shall be issued forthwith after this Agreement has been consummated and the Seller’s deed place of record. Within twenty (20) days after execution of this Agreement, Seller shall furnish to Buyer a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such commitment from the title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (company with respect to first lien Mortgage Loans) the Real Property. A full copy of any easements, conditions or second priority lien (restrictions shall be forwarded to Buyer with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only title insurance commitment. If Buyer has any objection to the exceptions contained or conditions of the title insurance commitment, Buyer shall deliver to Seller in clauses writing a statement of objections, and Seller shall in no more than fifteen (115) days after receipt of such objections furnish to Buyer a new and amended title insurance commitment satisfying all such objections, if such new or amended commitment or commitments shall not be furnished within the time required, then Buyer shall have the option: (i) to remedy any defects in title which can be remedied by incurring expenses or payment of a sum not to exceed Five Thousand Dollars ($5,000.00), and deducting the amount thereof from the Purchase Price payable at Closing; or (2)ii) to terminate this Agreement by giving written notice thereof to Seller at any time prior to the Closing Date and upon giving such notice, (3) both parties shall be fully discharged from all duties of performance hereunder and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason all other obligations hereof. The cost of the invalidity or unenforceability issuance of the lien resulting from aforesaid title insurance commitment and policy shall be split by Seller and Buyer. At Buyer’s option, the provisions of the Mortgage providing for adjustment title insurance commitment shall be updated to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier date of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Closing.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's As soon as reasonably possible after the date of this Agreement, Borrower will provide Lender with a preliminary commitment for title insurance policy(with owner's extended coverage) on the Real Property issued by _______________, with copies of all exceptions set forth therein. Lender may notify Borrower of its disapproval of any exception shown in the preliminary commitment (other than Permitted Exceptions). If, within ten (10) days after the receipt of such notice Borrower has not removed or with respect given reasonable written assurances to Lender that such disapproved exception(s) will be removed on or before the termination date, Lender may, at its option, at any Mortgage Loan for which time prior to such removal or receipt of such reasonable written assurances, terminate this Agreement by giving notice of such termination to Borrower. On such termination all rights and obligations of Borrower and Lender under this Agreement shall terminate and be of no further force or effect. Neither Borrower nor Lender shall be required to close if any exception disapproved by Lender as herein provided cannot be removed by the related Mortgaged Property is located in California a CLTA lendertermination date; provided, however, that Lender may elect to waive any disapproved exceptions and close on the remaining terms. Notwithstanding the foregoing, Borrower shall remove any defect or encumbrance attaching by, through or under Borrower after the date of this Agreement. At closing, Xxxxxxxx will provide to Lender an owner's extended coverage policy of title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar pursuant to the Mortgage Loans preliminary commitment, dated as of the closing date and qualified to do business insuring Lender in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, Note balance against loss or damage by reason of defect in Lender's title to the Real Property subject only to the printed exclusions and general exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and appearing in the case policy form; the Permitted Exceptions; the exceptions specified in the preliminary title report which Xxxxxx has not disapproved of adjustable rate Mortgage Loans, against any loss by reason as provided herein; and real property taxes and assessments that are not delinquent. The policy shall insure that Xxxxxx is the owner of record of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Real Property.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Xxxxxx Xxx or Xxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerBNC, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (42) of paragraph (j) of this Subsection 9.02above, and in the case of adjustable rate Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The SellerBNC, its successors successor and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this the Pooling and Servicing Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the SellerBNC, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerBNC;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's ’s title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Xxx or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first priority lien (lien, as applicable, of the Mortgage and, with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate ARM Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment, in each case, in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Company is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The Mortgage Loan is covered by (a) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to Xxxxxx Mae, (b) an ALTA lender's ’s title insurance policy, policy or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California (c) a CLTA lender's ’s title insurance policy, policy or other (d) another generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, located insuring the SellerCompany, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, Loan subject only to the exceptions contained in clauses (1), (2), (3) and (3), and with respect to each Second Lien Mortgage Loan clause (4) ), of paragraph (jk) of this Subsection 9.02Section 3.03, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or of unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than Where required by state law or regulation, the standard exclusions) for zoning and uses and Mortgagor has been marked given the opportunity to delete choose the standard survey exceptions or to replace the standard survey exception with a specific survey readingcarrier of such lender’s title insurance policy. The SellerCompany, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation sale of the transactions contemplated by this AgreementMortgage Loan to the Purchaser. No claims have been made under such lender's ’s title insurance policy, and no prior holder of the related Mortgage, including the Company and any Seller, has done, by act or omission, done anything which would impair the coverage of such lender's ’s title insurance policy, including without limitation. In connection with the issuance of such lender’s title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company or any Seller;

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae and Xxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of such Mortgage Loan including the maximum amount of Negative Amortization in accordance with the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest Rate applicable Note Rate, Monthly Payment and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier Negative Amortization provisions of the required mortgage title insuranceMortgage Note. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, Xxxxxx Mae and no such unlawful items have been received, retained or realized by the SellerXxxxxxx Mac;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the such Mortgage LoanLoan after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and or there is a binding commitment or binding pro forma from a title insurer qualified and/or licensed in the case of adjustable rate Mortgage Loansapplicable jurisdiction, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment as required, to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, issue such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of policy; such lender's title insurance policy, and such lender's title insurance policy if issued, is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Seller under such lender's title insurance policy, if issued; and no prior holder neither the Seller nor, to the best of the related MortgageSeller' knowledge, including any Affiliate of the Seller, Seller has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful feematerial encroachment by any improvements on the Mortgaged Property, commission, kickback or other unlawful compensation or value and (C) that the area shown on the survey materially conforms to the legal description of any kind the Mortgaged Property. The related Mortgage has been or will be received, retained or realized by any attorney, firm or other person or entity, submitted for recordation in the applicable jurisdiction and no such unlawful items all applicable mortgage recording taxes have been received, retained paid or realized by have been escrowed with the Seller;applicable title company for payment.

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions the FHA, VA, Xxxxxx Xxx or Xxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FHA, VA, Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (43) of paragraph (j) of this Subsection 9.02Part I of Schedule 1, with respect to each Loan, and in the case of adjustable rate Mortgage Adjustable Rate Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's ’s title insurance policy affirmatively insures ingress and egress, egress and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions exception or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of the One Lincoln Street Mortgage Loan, of the One Lincoln Street Trustee and, in the case of the World Apparel Center Mortgage Loan, of the World Apparel Center Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the applicable Xxxxxx Mortgage Loan Seller under such lender's title insurance policy, insurance; and no prior holder neither the Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of the related Mortgage, including the Seller, its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's Lender shall have received and approved one or more title insurance policy, policies or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policycommitment marked through the Loan closing date with all Schedule B-1 requirements deleted, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is as Lender may require, c:\wp50\NBPLASMA.020\95.5042\081195\NBMISC#12\MJC\MS Construction Loan Agreement 20 issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Title Insurer in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal maximum amount of the Mortgage Loan, on a coinsurance and/or reinsurance basis if and as required by Lender, insuring that the Mortgage constitutes a valid lien covering the Land and all improvements thereon, having the priority required by Lender and subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Lender approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to Lender, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all "standard" exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has done, by act or omission, anything which would impair deleted to the coverage of such lender's fullest extent authorized under applicable title insurance policyrules, including without limitationand Borrower shall satisfy all requirements therefor; containing no exception for standby fees or real estate taxes other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmen's liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no unlawful feerestrictive covenants shown in the Title Insurance have been violated, commissionand that no violation of the restrictions will result in a reversion or forfeiture of title; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the Land and Improvements is vested in Borrower; containing such endorsements as Lender may require and are available under applicable title insurance rules, kickback and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no such unlawful items Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Lender regarding advances of Loan funds after closing. Borrower and Borrower's counsel shall not have been receivedany interest, retained direct or realized by indirect, in the Seller;Title Insurer (or its agent) or any portion of the premium paid for the Title Insurance.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policyPrior to, or as promptly as practicable after, each respective Closing with respect to the sale of any Mortgage Loan Business hereunder, and at BFI's sole cost and expense, Superior shall have obtained, with respect to each parcel of owned Real Property then being sold (including the Green Bay Collection Company Location) or which is owned by the Company being sold (including, the M&N Landfill, the M&N Collection Company, the real estate purchase options relating to the M&N Landfill, and the Green Tree Landfill), a commitment for which the related Mortgaged most recent version of ALTA Owner's Policy of Title Insurance (or equivalent policy reasonably acceptable to Superior if the owned Real Property is located in California a CLTA lenderstate in which an ALTA Owner's Policy of Title Insurance is not available) issued by Chicago Title Insurance Company in such amount as Superior may reasonably determine to be the fair market value of such Real Property (including all improvements located thereon), insuring title to such Real Property to be in the condition contemplated by this Agreement as of such Closing. Each title insurance policypolicy delivered under this Section 8.11 shall (i) insure title to the owned Real Property and all recorded easements benefitting such owned Real Property; (ii) except with respect to matters disclosed pursuant to Section 5.16 herein, contain an "extended coverage endorsement" insuring over the general exceptions contained customarily in such policies (i.e., result in removal of all standard, or other generally acceptable form pre-printed, title insurance exceptions); (iii) contain an ALTA Zoning Endorsement (except with respect to the Real Property located in the Commonwealth of policy Pennsylvania or insurance acceptable as otherwise disclosure pursuant to prudent subprime mortgage lending institutions and each such Section 5.16 herein); (iv) contain an endorsement insuring that the owned Real Property described in the title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in same real estate as shown on the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, Survey (as to the first priority lien (defined below) delivered with respect to first lien Mortgage Loanssuch property; (v) or second priority lien (contain an endorsement insuring that each street adjacent to the owned Real Property is a public street and that there is direct and unencumbered vehicular access to such street from the owned Real Property, except with respect to Second Lien Mortgage Loansmatters disclosed pursuant to Section 5.16 herein; (vi) contain an inflation endorsement providing for annual adjustments in the amount of coverage; (vii) except with respect to the Real Property which is the subject of those real estate purchase options relating to the M&N Landfill, if the owned Real Property consists of more than one record parcel, contain a "contiguity" endorsement ensuring that all of the Mortgage record parcels are contiguous to one another; (viii) contain a "non- imputation" endorsement to the effect that title defects known to the officers, directors and stockholders of the owner prior to the Closing shall not be deemed "facts known to the insured" for purposes of the policy; and (ix) contain such other endorsements as Superior may reasonably request. To the extent any title insurance commitment or policy delivered under this Section 8.11 after the relevant Closing Date for the sale of the Business as to which such Real Property relates does not insure against or include or cover all of the items set forth in the original principal sentence above or shall otherwise reflect a defect or deficiency in title to such Real Property, then BFI and Superior shall mutually agree on the impact that such deficiency has, or is likely to have, on the fair market value and the use and operation of the affected Real Property. If Superior and BFI cannot agree on the dollar amount of such impact within thirty (30) days after the Mortgage Loancommencement of discussions between the parties with respect to such matter, subject only then the determination of such impact shall be submitted to a mutually agreeable local independent MIA appraiser who will make such a determination within thirty (30) days of his or her engagement and which determination shall be binding on the exceptions contained in clauses parties. Within ten (110) days of the determination of the dollar amount of such impact (whether by agreement or by the appraiser), (2), (3) and (4) BFI shall reimburse Superior in cash for the dollar amount of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, such impact or Superior may otherwise offset such amount against any loss by reason of other payments owed to Sellers. BFI shall pay the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate reasonable fees and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value costs of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;appraiser.

Title Insurance. The Mortgage Loan is covered by For each Project to be added to the Collateral Pool, an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy (or a title insurance policy promulgated by the laws of the state in which the Project is located if an ALTA insurance policy is not available), issued by the Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in an amount not to exceed the allocated Collateral Value for such Project, on a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans coinsurance and/or reinsurance basis if and qualified to do business in the jurisdiction where the Mortgaged Property is locatedas required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Sellerapplicable Deed of Trust constitutes a valid lien covering the Land and all Improvements thereon, its successors having the priority required by Administrative Agent and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Administrative Agent approves, in clauses (1), (2), (3) a form acceptable to Administrative Agent and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all “standard” exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has donedeleted to the fullest extent authorized under applicable title insurance rules, by act or omission, anything which would impair and the coverage Borrower owning such Project shall satisfy all requirements for the issuance of such lender's policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance policyrules, including without limitationand the Borrower owning such Project shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated (or that such restrictive covenants are unenforceable as a matter of Law pursuant to an endorsement approved by Administrative Agent), and that no unlawful feeviolation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that the fee estate of the applicable Subsidiary Obligor in the Land and Improvements is marketable, commissionvested in such Subsidiary Obligor; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, kickback and the applicable Subsidiary Obligor shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no the Borrower owning such unlawful items Project shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Neither Borrowers nor their counsel shall have been receivedany interest, retained direct or realized by indirect, in the Seller;Title Company (or its agent) or any portion of the premium paid for the Title Insurance.

Title Insurance. The Mortgage Loan Each Property is covered by an ALTA American Land Title Association (or an equivalent form thereof approved for use in the applicable jurisdiction) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to (the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans“Title Policy”) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the related Underlying Asset after all advances of principal. Each Title Policy insures that the related Mortgage Loanis a valid first priority lien on such Property, subject only to the exceptions contained stated therein (or a preliminary title policy with escrow instructions or a marked up title insurance commitment on which the required premium has been paid exists which is binding on the title insurer and which evidences that such Title Policy will be issued). Each Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) is in clauses (1)full force and effect, (2)all premiums thereon have been paid, (3) and (4) of paragraph (j) of this Subsection 9.02, and in insures the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions originator of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerLoan, its successors and assigns, are the sole insureds of such lender's title insurance policy, assigns and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No (i) no material claims have been made under such lender's thereunder and no claims have been paid thereunder and (ii) was issued by a title insurance policy, and no prior company qualified at origination to do business in the jurisdiction in which the Property is located to the extent such qualification was required in order for the Title Policy to be enforceable. No holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would materially impair the coverage under such Title Policy. Immediately following the transfer and assignment of the related Purchased Asset to Buyer, such lender's title Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) will inure to the benefit of Buyer without the consent of or notice to the insurer. Such Title Policy contains no exclusion for, or it affirmatively insures (unless the related Property is located in a jurisdiction where such affirmative insurance policyis not available), including without limitationthe following: (a) access to a public road; and (b) that if a survey was reviewed or prepared in connection with the origination of the related Mortgage Loan, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no the area shown on such unlawful items have been received, retained or realized by survey is the Seller;same as the property legally described in the related Mortgage.

Title Insurance. Prior to execution of this Agreement, the Title Company has issued its written title commitment (the “Title Commitment”) to issue the “Title Policy” (as hereinafter defined), which Title Commitment is in the form attached hereto as Exhibit “N”. The Mortgage Loan is covered by Title Policy shall include all endorsements that the Title Company has agreed to issue as part of the Title Commitment. As of the Close of Escrow, the Title Company shall have issued or shall have irrevocably committed to issue an ALTA lender's extended coverage form of owner’s policy of title insurance policy, showing title to the Real Property vested in Buyer subject to all matters shown in the Title Commitment (or with respect to matters that arise on or after the Effective Date, matters disapproved by Buyer prior to the Closing Date which Seller has elected to cure), with a liability amount equal to the Purchase Price (the “Title Policy”). However, it shall not be a condition to the Close of Escrow if Buyer elects to obtain any Mortgage Loan for endorsements which are not part of the related Mortgaged Property is located in California a CLTA lender's title insurance policyTitle Commitment, requests reinsurance or coinsurance, or other generally acceptable form otherwise elects to obtain any different or additional coverage in excess of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued that provided by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02Title Commitment, and in no event shall the case Close of adjustable rate Mortgage Loans, against any loss Escrow be conditioned upon or delayed by reason of having to obtain a survey or to fulfill any other necessary requirement of ALTA extended coverage, which survey and other requirements have been fulfilled by Buyer. Notwithstanding the invalidity or unenforceability foregoing, Seller shall be obligated at the Close of Escrow to cause the lien resulting from the provisions removal of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier any deeds of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions trust and/or mortgages (other than the standard exclusions) for zoning and uses and has been marked to delete Existing Loan if the standard survey exceptions Close of Escrow occurs with the Assumption), delinquent taxes, mechanics’ liens or to replace the standard survey exception with a specific survey reading. The judgment liens created by Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan is covered by either (a) an --------------- attorney's opinion of title and abstract of title the form and substance of which is acceptable to FNMA, or (b) an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02Permitted Exceptions, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than Where required by state law or regulation, the standard exclusions) for zoning and uses and Obligor has been marked given the opportunity to delete choose the standard survey exceptions or to replace the standard survey exception with a specific survey readingcarrier of such lender's title insurance policy. The Seller, its successors and assigns, are the sole insureds (except in the case of a joint protection policy, in which case the Seller's interest is insured) of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation sale of the transactions contemplated by this AgreementLoan to Buyer. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, done anything which would impair the coverage of such lender's title insurance policy, including without limitation. In connection with the issuance of such lender's title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorneyattomey, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the such Mortgage LoanLoan after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances, (2)or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (3either thereon or on a related escrow letter attached thereto) and (4by the title insurer or its authorized agent) of paragraph (j) of this Subsection 9.02, and from a title insurer qualified and/or licensed in the case of adjustable rate Mortgage Loansapplicable jurisdiction, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment as required, to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, issue such lender's policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policy, and no by the Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage, including Seller from whom the Seller, Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policySeller agrees to use good faith, diligent efforts to cause the Title Company, at Closing, to issue (or with respect irrevocably commit to any Mortgage Loan for which issue) the related Mortgaged Property is located Title Policy, in California a CLTA lender's title insurance policyall material respects, as required under this Agreement. If, however, the Title Company fails or other generally acceptable form of policy refuses to issue (or insurance acceptable irrevocably commit to prudent subprime mortgage lending institutions issue) said Title Policy at Closing, and each provided that (i) Seller has utilized good faith, diligent efforts to cause Title Company to issue (or irrevocably commit to issue) such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar Title Policy, (ii) Seller has delivered all customary indemnifications and/or affidavits to the Mortgage Loans and qualified Title Company to do business in enable the jurisdiction where Title Company to issue (or irrevocably commit to issue) such Title Policy, (iii) the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) failure of the Mortgage in Title Company to issue (or irrevocably commit to issue) such Title Policy is not the original principal amount result of any new title matter first arising from and after the date of the Mortgage Loan, subject only to Title Commitment and arising from the exceptions contained acts or omissions of Seller in clauses (1), (2), (3) and (4) violation of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of this Agreement, and (iv) the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier failure of the required mortgage title insurance. Additionally, Title Company to issue (or irrevocably commit to issue) such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or Title Policy is not a result of any interest therein. The title policy does not contain any special exceptions default of Seller hereunder (other than a default based on a failure of Seller to cause the standard exclusionsTitle Company to issue (or irrevocably commit to issue) for zoning and uses and has been marked such Title Policy otherwise required hereunder), then, notwithstanding anything contained in this Agreement to delete the standard survey exceptions contrary, the failure of the Title Company to issue (or irrevocably commit to replace the standard survey exception with issue) said Title Policy shall not be deemed a specific survey reading. The Sellerdefault by Seller hereunder, its successors and assignsand, are the sole insureds of such lender's title insurance policyin lieu thereof, and such lender's title insurance policy is valid as its sole recourse, Buyer may elect to either (1) terminate this Agreement, in which event the Exxxxxx Money Deposit and remains any interest thereon net of investment charges shall be forthwith returned to Buyer, subject to the disbursement and payment release conditions set forth in full Section 3.1, all obligations of the parties hereunder shall terminate, and this Agreement shall otherwise have no further force and effect and will be in force and effect upon the consummation (other than those matters which expressly survive early termination of this Agreement), or (2) proceed to close the transactions contemplated by hereby in accordance with the terms of this Agreement. No claims have been made under , whereupon Buyer shall accept such lender's form of title insurance policypolicies, and no prior holder if any, as the Title Company is then prepared to issue. Buyer’s failure to make either of the related Mortgage, including two elections described in the Seller, has done, by act preceding sentence on or omission, anything which would impair before the coverage Closing Date shall be deemed an election of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;option (2) above.

Title Insurance. The Mortgage Loan is covered Title to Assets comprised of interests in real property shall have been evidenced by the willingness (evidenced as set forth below) of Xxxxxxx Title Company (or an Affiliate thereof) or other title company mutually acceptable to the parties (the "Title Insurer") to issue at regular rates ALTA lender's owner's, or lessee's, as the case may be, extended coverage policies of title insurance policy(1990 Form B) (the "Title Policies"), with the general survey and creditors' rights exceptions removed, in amounts equal to the respective portions of the Plant Purchase Price allocated to such interests, showing title to such interests in such real property vested in the LLC subject to transfer of such interest to the LLC. Such Title Policies shall show title vested in the LLC, subject only to: (a) A lien or liens to secure payment of real estate taxes not delinquent; (b) Exceptions disclosed by the current standard ALTA Preliminary Title Reports and surveys, delivered to and approved (except as shown on Schedule 8.6(b)) by Buyer prior to the Closing Date (as indicated by Buyer's signature of approval appended thereto); (c) Matters created by, or with respect the consent of, Buyer; and Page 45 - CENTRALIA PLANT PURCHASE AND SALE AGREEMENT (d) Other possible matters that in the aggregate are not substantial in amount and do not materially detract from or interfere with the present or intended use of such real property, including such minor matters as may be disclosed by surveys taken after the date hereof. The willingness of the Title Insurer to issue the Title Policies shall be evidenced either by the issuance thereof at the Closing or by the Title Insurer's delivery of written commitments or binders, dated as of the Closing, to issue such Title Policies within a reasonable time after the Closing Date, subject to actual transfer of the real property in question. If the Title Insurer is unwilling to issue any such Title Policy, it shall be required to provide Buyer and Sellers, in writing, notice setting forth the reason(s) for such unwillingness as soon as practicable. Sellers shall have the right to seek to cure any defect which is the reason for such unwillingness, and to extend the Closing and the Termination Date, if necessary, for a period of up to ten Business Days to provide to Sellers the opportunity to cure. In the event that, despite Sellers' efforts to cure, the Title Insurer remains unwilling to issue any such Title Policy on the Closing Date (as may be extended as provided herein), then Buyer, at its option, may terminate this Agreement. Notwithstanding the foregoing, Buyer may elect to cause the LLC to accept such title to any Mortgage Loan for which such property interests as the related Mortgaged Property is located in California a CLTA lender's title insurance policySellers may be able to convey, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect the same as the Title Insurer is willing to Second Lien Mortgage Loans) issue, in which case such interests shall be conveyed as part of the Mortgage in the original principal amount Assets without reduction of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property Purchase Price or any interest thereincredit or allowance against the same and without any other liability on the part of Sellers. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Section 8.7

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae and Xxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, Loan including any Negative Amortization and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, Xxxxxx Mae and no such unlawful items have been received, retained or realized by the SellerXxxxxxx Mac;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loansa Lehman Trust Mortgagx Xxxx that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policyby the Depositor, and no the applicable Lehman Mortgage Loan Xxxxxr or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage, including Depositor or the Seller, applicable Lehman Mortgage Loan Xxxxxr from whom the Depositor or the applicable Lehman Mortgage Loan Xxxxxr has taken by assignment) under such title insurance; and neither the Depositor nor the applicable Lehman Mortgage Loan Xxxxxr (or any of its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by either (i) --------------- an attorney's opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is FNMA or FHLMC, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans FNMA or FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerCompany, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (43) of paragraph (j) of this Subsection 9.02, Section 3.02 and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Company is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the SellerCompany, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerCompany;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, in the case of a Trust Mortgage LoanLoan that is part of a Loan Pair, in the original principal amount of such Loan Pair) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate the Sangertown Square Trust Mortgage Loan, further subject to the fact that the related Mortgage also secures the Sangertown Square Non-Trust Mortgage Loan, which is senior in right of payment thereto, and, in the case of the XX Xxxx Trust Mortgage Loans, against any loss by reason further subject to the fact that all of the invalidity XX Xxxx Loan Pairs are cross-defaulted and cross-collateralized and the related Mortgages also secure the XX Xxxx Non-Trust Mortgage Loans (or unenforceability of there is a binding commitment or binding pro forma from a title insurer qualified and/or licensed in the lien resulting from the provisions of the Mortgage providing for adjustment applicable jurisdiction, as required, to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, issue such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of policy); such lender's title insurance policy, and such lender's title insurance policy if issued, is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of the Sangertown Square Trust Mortgage Loan, the Sangertown Square Trustee) as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor under such lender's title insurance policy, if issued; and no prior holder neither the Depositor nor, to the best of the Depositor's knowledge, the related Mortgage, including the Seller, Xxxxxx Mortgage Loan Seller (or any of its affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm or other person or entityimprovements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by an An ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Title Company (which shall be approved by Administrative Agent) in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal maximum amount of the Loan plus any other amount secured by the Mortgage, on a coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors' rights that the Mortgage Loanconstitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Administrative Agent approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to Administrative Agent, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all "standard" exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has done, by act or omission, anything which would impair deleted to the coverage of such lender's fullest extent authorized under applicable title insurance policyrules, and Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmen's liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated, and that no violation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the Land and Improvements is vested in Borrower; containing such affirmative coverage and endorsements (including without limitationthe standard New York endorsements) as Administrative Agent may require and are available under applicable title insurance rules, no unlawful feeand Borrower shall satisfy all requirements therefor; insuring any easements, commission, kickback leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent regarding advances and/or readvances of Loan funds after closing. Borrower and Borrower's counsel shall not have any interest, direct or indirect, in the Title Company (or its agent) or any portion of the premium paid for the Title Insurance. The policy shall contain a pending disbursement clause in Lender's standard form or such unlawful items have been received, retained or realized other form approved by the Seller;Lender.

Title Insurance. The Mortgage Loan Each Mortgaged Property is covered by an ALTA American Land Title Association (or an equivalent form thereof as adopted in the applicable jurisdiction) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to (the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans“Title Policy”) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the related Purchased Loan after all advances of principal. Each Title Policy insures that the related Mortgage Loanis a valid first priority lien on such Mortgaged Property, subject only to the exceptions contained in clauses stated therein (1or an escrow letter or a marked up title insurance commitment on which the required premium has been paid exists which evidences that such Title Policy will be issued). Each Title Policy (or, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment if it has yet to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationbe issued, the Mortgagor has been given the opportunity coverage to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusionsbe provided thereby) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No effect, all premiums thereon have been paid and, no claims have been made under such lender's title insurance policy, and no prior thereunder. No holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would materially impair the coverage under such Title Policy. Such policy is assignable without consent of the insurer; such lender's policy is in full force and effect and all premiums thereon have been paid. Immediately following the transfer and assignment of the related Purchased Loan to Buyer, such Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) will inure to the benefit of Buyer without the consent of or notice to the insurer. The insurer issuing such policy is (x) a nationally-recognized title insurance policycompany and (y) qualified to do business in the jurisdiction in which the related Mortgaged Property is located to the extent required. The Title Policy contains no material exclusion for, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation alternatively it insures (unless such coverage is unavailable in the relevant jurisdiction) (a) access to a public road or value (b) against any loss due to encroachment of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by material portion of the Seller;improvements thereon.

Title Insurance. The Mortgage Loan is covered by either (i) an ALTA lender's attorney’s opinion of title insurance policyand abstract of title, or with respect the form and substance of which is acceptable to any Mortgage Loan for which prudent mortgage lending institutions making mortgage loans in the related area wherein the Mortgaged Property is located in California a CLTA or (ii) an ALTA lender's ’s title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Xxxxxx Xxx or Xxxxxxx Mac and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the applicable Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage Mortgage, as applicable, in the original principal amount of the Mortgage Loan, with respect to a Mortgage Loan (or to the extent a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1a), (2), (3b) and (4c) of paragraph (ji) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest thereinSchedule 1. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The applicable Seller, its successors and assigns, are the sole insureds of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's ’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the any Seller, has done, by act or omission, anything which would impair the coverage of such lender's ’s title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the a Seller;.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Xxx or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) Loan and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 8. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Seller is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's Lender shall have received and approved one or more title insurance policy, policies or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policycommitment marked through the Loan closing date with all Schedule B-1 requirements deleted, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is as Lender may require, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Title Insurer in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal maximum amount of the Mortgage Loan, on a coinsurance and/or reinsurance basis if and as required by Lender, insuring that the Mortgage constitutes a valid lien covering the Land and all improvements thereon, having the priority required by Lender and subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Lender approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to Lender, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all "standard" exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has done, by act or omission, anything which would impair deleted to the coverage of such lender's fullest extent authorized under applicable title insurance policyrules, including without limitationand Borrower shall satisfy all requirements therefor; containing no exception for standby fees or real estate taxes other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmen's liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no unlawful feerestrictive covenants shown in the Title Insurance have been violated, commissionand that no violation of the restrictions will result in a reversion or forfeiture of title; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the Land and Improvements is vested in Borrower; containing such endorsements as Lender may require and are available under applicable title insurance rules, kickback and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefitting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no such unlawful items Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Lender regarding advances of Loan funds after closing. Borrower and Borrower's counsel shall not have been receivedany interest, retained direct or realized by indirect, in the Seller;Title Insurer (or its agent) or any portion of the premium paid for the Title Insurance.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's Lender shall have received and approved one or more title insurance policypolicies, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policycommitment marked through the Loan closing date, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is as Lender may require, issued by Xxxxxxx Title, Costa Rica the Title Insurer, on a title insurer acceptable to a prudent subprime lender making mortgage loans similar to coinsurance and/or reinsurance basis if and as required by Lender, insuring that the Mortgage Loans constitutes a valid lien covering the Land and qualified to do business in all improvements thereon, having the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors priority required by Lender and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Lender approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to Lender, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all "standard" exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has done, by act or omission, anything which would impair deleted to the coverage of such lender's fullest extent authorized under applicable title insurance policyrules, including without limitationand Borrower shall satisfy all requirements therefor; containing no exception for standby fees or real estate taxes other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmens' liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no unlawful feerestrictive covenants shown in the Title Insurance have been violated, commissionand that no violation of the restrictions will result in a reversion or forfeiture of title; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the Land and Improvements is vested in Borrower; containing such endorsements as Lender may require and are available under applicable title insurance rules, kickback and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no such unlawful items Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Lender regarding advances of Loan funds after closing. Borrower and Borrower's counsel shall not have been receivedany interest, retained direct or realized by indirect, in the Seller;Title Insurer (or its agent) or any portion of the premium paid for the Title Insurance. Page55

Title Insurance. The Mortgage Loan is covered by Promptly after the date hereof or the receipt of an ALTA lender's title insurance policy, or Updated Schedule with respect to any Mortgage Loan for which the related Mortgaged Property is located in California RTS Project Land Right, at Buyer’s expense, Buyer shall obtain current ALTA surveys and a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by commitment from a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified company authorized to do business in New York State to issue an owner’s policy of title insurance insuring such Fee Interests to be acquired by Buyer (the jurisdiction where “Title Insurance Commitments”) and current ALTA surveys and reports of title (the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (“Title Reports”) with respect to first lien Mortgage Loansany RTS Project Land Right comprised of any Easements, Leases or Licenses to be acquired by Buyer. Seller shall reasonably cooperate with Buyer’s efforts to obtain such ALTA surveys, Title Insurance Commitments and Title Reports. Buyer shall then have the right, in its sole discretion, on or before 5:00 pm on January 31, 2022 to make written objection (the “Objection Notice”) to title or survey matters regarding any such RTS Project Land Right that are Liens (other than Permitted Liens) or second priority lien (any matters required to be cured or removed by the NYPSC or other Governmental Authority. Such notice must specify the reason such matter(s) are not satisfactory and the curative steps necessary to remove the basis for Buyer’s disapproval of same. The Parties shall make such arrangements or take such steps as they shall mutually agree to satisfy Buyer’s title objection(s); provided, however, that Seller shall reasonably cooperate with Buyer but shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to attempt to cure or agree to attempt to cure any objections, except such objections as are made with respect to Second Lien Mortgage Loans(a) any matters first appearing of record after the Mortgage Objection Notice and voluntarily created by Seller without the consent of Buyer, (b) any matters affecting title to such RTS Project Land Right which were not voluntarily created by Seller but which may be satisfied by the payment of money not to exceed the Purchase Price, or (c) any matters required to be cured or removed by the NYPSC or other Governmental Authority (collectively, “Title Matters”). Notwithstanding the foregoing, Buyer shall be solely responsible for any and all costs, including reasonable administrative costs incurred by Seller in curing such Title Matters. Should Buyer and Seller fail to mutually satisfy Buyer’s objections before the original principal amount of applicable Closing, then Buyer may elect in writing to either accept such Title Matter or to treat such RTS Project Land Right as a Deferred Asset pursuant to Section 2.06, provided that no such election to treat such RTS Project Land Right as a Deferred Asset will be deemed to have caused the Mortgage LoanClosing conditions in Section 6.02(a), subject only Section 6.02(f)(ii) or Section 6.02(j) to have been satisfied unless, after giving effect to the exceptions contained in clauses (1), (2), (3) foregoing and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of Section 2.06, Buyer, without being in breach of applicable Law or the Mortgage providing for adjustment applicable Contract, will be able to acquire the Mortgage Interest Rate and Monthly PaymentRTS Project Land Rights. Where required by state law or regulationObjections regarding Title Matters, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than any matters first appearing of record after the standard exclusionsObjection Notice and voluntarily created by Seller without the consent of Buyer, (x) for zoning and uses and has been marked that are not included in a timely Objection Notice given by Buyer to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assignsor (y) to which a timely Objection Notice was given but which Buyer has agreed in writing to accept, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will shall be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;considered Permitted Liens.

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Xxxxxx Mortgage Loan Seller under such lender's title insurance policy, insurance; and no prior holder neither the Depositor nor the Xxxxxx Mortgage Loan Seller (or any of the related Mortgage, including the Seller, its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by an Lessor shall have received from the Title Insurance Company its ALTA lender's title insurance policy1992 (or, or with respect to any Mortgage Loan for which the related Mortgaged Property is Site located in California the State of Texas, TLTA) owner's policy of title insurance, reasonably acceptable in form and substance to Agent (the "Lessor's Policy") (or a CLTA lender's title insurance policyfinal hand-marked original thereof signed by the Title Insurance Company containing all of the provisions to be included in such policy by the Title Insurance Company, or other generally acceptable form in which case Lessor shall receive a clean, final original of such policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is locatedwithin thirty (30) days), insuring the Sellerthat Lessor has good and marketable title to (or, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate any Non-Acquired Land Interest, a good and marketable ground leasehold estate in) the Land Interest being purchased by (or ground leased to, as the case may be) Lessor on such Advance Date, subject to the Lease and such other exceptions to title as are reasonably acceptable to Agent, together with complete, legible copies of all encumbrances, maps and surveys of record. Agent, for the benefit of the Lenders shall have received from the Title Insurance Company its ALTA 1992 form of loan policy of title insurance (the "Loan Policy"; together with the Lessor's Policy, the "Title Policies"), reasonably acceptable in form and substance to Agent and the counsel for the Lenders, insuring the creation under the Mortgage Loansin favor of Agent and the Lease in favor of Lessor of a valid first priority mortgage lien against the Land Interest (or, in the case of a Non-Acquired Land Interest, against any loss by reason Lessor's ground leasehold estate in such Non-Acquired Land Interest), subject to such exceptions to title as are reasonably acceptable to Agent and the counsel for the Lenders, together with complete, legible copies of all encumbrances, maps and surveys of record. The Title Policies shall be dated as of the invalidity or unenforceability applicable Site Acquisition Date, shall be in an amount equal to the Fair Market Sales Value of such Site as of the lien resulting from Site Acquisition Date (assuming in the provisions case of an Undeveloped Site that the Mortgage providing for adjustment Facility had already been constructed thereon) and, to the Mortgage Interest Rate extent permitted under Applicable Laws and Monthly Payment. Where required by state law or regulationRegulations and to the extent applicable to each type of policy, shall (x) contain affirmative endorsements as to mechanics' liens, usury, doing business, zoning (with express parking coverage), easements and rights-of-way, comprehensive coverage, encroachments, rights of access and survey matters, (y) delete the Mortgagor has been given creditors' rights exclusion and the opportunity general exceptions to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egresscoverage, and against encroachments (z) contain such other endorsements reasonably requested by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, Agent; provided in each case such endorsements are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;available at commercially reasonable rates.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions Fxxxxx Mxx or Fxxxxxx Mac with respect to Mortgage Loans and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Fxxxxx Mae or Fxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the SellerNC Capital Corporation, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1i), (2), (3ii) and (4iii) of paragraph (j) representation 10 of this Subsection 9.02Schedule III, and in the case of adjustable rate Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Scheduled Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerNC Capital Corporation, its successors successor and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the SellerNC Capital Corporation, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the SellerNC Capital Corporation;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Xxxxxx Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment further subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurance policy affirmatively insures ingress and egressinsurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked as required, to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of issue such lender's title insurance policy, and ; such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of the GIC Office Trust Mortgage Loan, the GIC Office Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or any prior holder of such Mortgage Loan under such lender's title insurance policy, ; and no prior holder neither the Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of the related Mortgage, including the Seller, its Affiliates) has done, by act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by For each Project to be added to the Collateral Pool as of the Closing Date: an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy (or a title insurance policy promulgated by the laws of the state in which the Collateral is located if an ALTA insurance policy is not available), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in the jurisdiction where the Mortgaged Property is locatedallocated Collateral Value for each Project, on a coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Sellerapplicable Deed of Trust constitutes a valid lien covering the Land and all Improvements thereon, its successors having the priority required by Administrative Agent and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the those exceptions contained and encumbrances (regardless of rank or priority) Administrative Agent approves, in clauses (1), (2), (3) a form acceptable to Administrative Agent and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all “standard” exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has donedeleted to the fullest extent authorized under applicable title insurance rules, by act or omission, anything which would impair and the coverage Borrower owning such Project shall satisfy all requirements for the issuance of such lender's policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance policyrules, including without limitationand the Borrower owning such Project shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated (or that such restrictive covenants are unenforceable as a matter of Law pursuant to an endorsement approved by Administrative Agent), and that no unlawful feeviolation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that the fee estate of the applicable Subsidiary Obligor in the Land and Improvements is marketable, commissionvested in such Subsidiary Obligor; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, kickback and the applicable Subsidiary Obligor shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land and/or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no the Borrower owning such unlawful items Project shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Neither Borrowers nor their counsel shall have been receivedany interest, retained direct or realized by indirect, in the Seller;Title Company (or its agent) or any portion of the premium paid for the Title Insurance.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, policy or other generally acceptable form of policy or of insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is Xxxxxx Xxx or Xxxxxxx Mac, issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae or Xxxxxxx Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to in the Mortgage Interest Rate and Monthly Payment,] subject only to the exceptions contained in clauses (1), (2), and (3), and with respect to each Second Lien Mortgage Loan clause (4), of paragraph (j) of this Subsection 8.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are Seller is the sole insureds insured of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm firth or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

Title Insurance. The Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a nationally recognized title insurer acceptable to insurance company, insuring that each related Mortgage is a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the valid first lien on such Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of such Mortgage Loan (or, if such Mortgage Loan is part of a Loan Combination, in the Mortgage Loanoriginal principal amount of such Loan Combination) after all advances of principal, subject only to the exceptions contained in clauses (1)Permitted Encumbrances and, (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate a Lehman Trust Mortgage LoansLoan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment xxxxxer subject to the fact that the related Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationalso secures the related Non-Trust Mortgage Loan(s) (or, the Mortgagor if such policy has not yet been given the opportunity to choose the carrier of the required mortgage title insurance. Additionallyissued, such lender's insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable jurisdiction, as required, to issue such policy; such title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect effect, all premiums have been paid, is freely assignable and will be in force and effect upon inure to the consummation benefit of the transactions contemplated by this Agreement. No Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender's title insurance policyby the Depositor, and no the applicable Lehman Mortgage Loan Seller or any prior holder of such Mortgaxx Xxxn (other than a prior holder unaffiliated with the related Mortgage, including Depositor or the Seller, applicable Lehman Mortgage Loan Seller from whom the Depositor or the appxxxxxxe Lehman Mortgage Loan Seller has taken by assignment) under sucx xxxxe insurance; and neither the Depositor nor the applicable Lehman Mortgage Loan Seller (or any of its Affiliates) has done, by xx act or omission, anything which that would materially impair the coverage of any such lender's title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, including without limitationunless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized material encroachment by any attorney, firm improvements on the related Mortgaged Property either to or other person from any adjoining property or entityacross any easements on the related Mortgaged Property, and no such unlawful items have been received, retained or realized by (C) that the Seller;land shown on the survey materially conforms to the legal description of the related Mortgaged Property.

Title Insurance. The Mortgage Loan is covered by an ALTA With respect to each Deed of Trust, you shall have received a lender's Form 1970 A.L.T.A. extended coverage policy of title insurance policywith Form 1 coverage, or together with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policyEndorsement Forms 100.2 (ALTA Form 9), or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located103.7, insuring the Seller111.5, its successors and assigns, as to the first priority lien 116.1 (with respect to first lien Mortgage Loans) or second priority lien the Real Property Collateral at the processing facilities at Xxxxxx, Fresno and Napa, California), 116 (with respect to Second Lien Mortgage Loans) all of the Mortgage other Real Property Collateral), 116.7 and 123.2 (or 123.1 on vacant land) and such other endorsements as you and your special counsel may require (each such policy and endorsements being hereinafter referred to as "TITLE POLICY" and collectively, the "TITLE POLICIES"), in an aggregate amount not less than the original principal amount of the Mortgage Loan, subject only to proceeds of the exceptions contained in clauses (1), (2), (3) and (4) sale of paragraph (j) of this Subsection 9.02the Notes hereunder, and issued by Chicago Title Insurance Company in form and substance reasonably satisfactory to you and your special counsel, insuring that the case Company is the owner of adjustable rate Mortgage Loansthe portion of the Real Property Collateral covered by such Deed of Trust in fee simple, and that the Deed of Trust is a valid first lien on the portion of the Real Property Collateral covered by such Deed of Trust in favor of the Purchaser, free and clear of all liens, encumbrances and exceptions to title whatsoever, other than Permitted Encumbrances. With respect to each Deed of Trust, the applicable Title Policy shall effect full coverage against losses arising out of encroachments on boundary or setback lines, against any loss by reason losses from existing mechanics' or materialmen's liens and subsequent mechanics' and materialmen's liens which may gain priority over such Deed of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment Trust and such other losses with respect to the Mortgage Interest Rate which you and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egressyour special counsel may request coverage, and against encroachments shall be issued without any creditors' rights exception, general survey exception, or general exception as to rights of parties in possession. In connection with the Title Policies, you shall have received written commitments by or upon reinsurers acceptable to you to enter with you into an American Land Title Association Facultative Reinsurance Agreement Form -- 1990, under which the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning Title Company shall retain primary loss risk and uses and has been marked secondary loss risk in amounts acceptable to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policyyou, and such lender's title insurance policy is valid and remains the reinsurers shall retain secondary risk in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;amounts acceptable to you.

Title Insurance. The Mortgage Loan An ALTA title insurance policy (or a title insurance policy promulgated by the laws of the state in which the Property is covered by located if an ALTA lender's insurance policy is not available), issued by the Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in the maximum amount of the Loan, on a coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Deed of Trust constitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to those exceptions and encumbrances (regardless of rank or priority) Administrative Agent approves, in a form acceptable to Administrative Agent, and with all “standard” exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements for the issuance of such policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated (or that such restrictive are unenforceable as a matter of Law or, with respect to any Mortgage Loan for which the related Mortgaged Property restriction on sale of alcoholic beverages, are endorsed over the Title Company pursuant to an endorsement approved by Administrative Agent), and that no violation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that Borrower’s fee estate in the Land and the Improvements is located marketable, vested in California a CLTA lender's Borrower; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance policyrules, and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other generally acceptable form matters appurtenant to or benefiting the Land and/or the Improvements as part of policy or the insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; and containing provisions acceptable to prudent subprime mortgage lending institutions Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Borrower and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Borrower’s counsel shall not have any interest, direct or indirect, in the jurisdiction where the Mortgaged Property is located, insuring the Seller, Title Company (or its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loansagent) or second priority lien (with respect to Second Lien Mortgage Loans) any portion of the Mortgage in premium paid for the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Title Insurance.

Title Insurance. The Mortgage Loan is covered by Bank shall have received and approved an ALTA lender's title --------------- insurance policy (or a title insurance policycommitment marked through the Loan closing date with all Schedule B-1 requirements and standard exceptions deleted), or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Title Insurer (which shall be approved by the Bank) in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal maximum amount of the Loan plus any other amount secured by the Mortgage, on a coinsurance or reinsurance basis if and as required by the Bank, insuring without exclusion or exception for creditor's rights that the Mortgage Loanconstitutes a valid lien covering the Land and all Improvements thereon, having the priority required by the Bank and subject only to those exceptions and encumbrances (regardless of rank or priority) the exceptions contained Bank approves, in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02a form acceptable to the Bank, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special with all "standard" exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will which can be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgagedeleted, including the Sellerexception for matters which a current survey would show, has done, by act or omission, anything which would impair deleted to the coverage of such lender's fullest extent authorized under applicable title insurance policyrules, including without limitationand the Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmens' liens to the extent authorized under applicable title insurance rules, and the Borrower shall satisfy all requirements therefor; insuring that no unlawful feerestrictive covenants shown in the Title Insurance have been violated, commissionand that no violation of the restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the Land and Improvements is vested in the Borrower; containing such affirmative coverage and endorsements as the Bank may require and are available under applicable title insurance rules, kickback and the Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other unlawful compensation matters appurtenant to or value benefiting the Land or the Improvements as part of any kind has been or will be received, retained or realized by any attorney, firm or other person or entitythe insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and no such unlawful items have been received, retained the Borrower shall satisfy all requirements therefor; and containing provisions acceptable to the Bank regarding advances or realized by the Seller;readvances of Loan funds after closing.

Title Insurance. The (a) Such Mortgage Loan is covered by an ALTA lender's title insurance policy, or with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such ’s title insurance policy is or short form title policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx and Xxxxxxx Mac), issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans Xxxxxx Mae and Xxxxxxx Mac and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the Sellerexceptions contained in clauses (12)(a) and (b) above) the Seller or Servicer, its successors and assigns, assigns as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the related Mortgage in the original principal amount of the such Mortgage Loan, subject only to the exceptions contained in clauses (1), (2), (3) and (4) of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the such Mortgage providing for adjustment to the Mortgage Interest applicable Note Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender's ’s title insurance policy affirmatively insures that there is ingress and egress, egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest thereintherein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The title policy does not contain any special exceptions (other than originator of the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The SellerMortgage Loan, its successors and assigns, are successor and/or assignee is the sole insureds insured of such lender's ’s title insurance policy, and such lender's ’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender's ’s title insurance policy, and no neither the Seller, nor to the best of Seller’s knowledge, any prior holder of the related Mortgage, including the Seller, Mortgage has done, by act or omission, anything which that would impair the coverage of such lender's title ’s insurance policy, including without limitationand there is no act, no unlawful feeomission, commissioncondition, kickback or other unlawful compensation information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or value PUD project related to such Mortgage Loan meets all requirements of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, Xxxxxx Mae and no such unlawful items have been received, retained or realized by the SellerXxxxxxx Mac;

Title Insurance. The Mortgage Loan is covered by an ALTA lender's title insurance policySeller and Purchaser acknowledge and agree that Purchaser intends to obtain from Title Agent a current Commitment for Title Insurance based upon Chicago Title Insurance Company Commitment No. 01508.0736 in favor of Applejazz, or with respect to any Mortgage Loan for which the related Mortgaged LLC ("Applejazz") issued August 17, 2000, effective August 11, 2000 ("Title Commitment") covering each Real Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by Chicago Title Insurance Company (the "Title Company"), whereby the Title Company commits to issue to Purchaser a title insurer acceptable to a prudent subprime lender making mortgage loans similar to current form ALTA Owner's Policy of Title Insurance (collectively and interchangeably, the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien ("Title Policy") with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage Loanextended coverage, subject only to the matters identified on Exhibit "C" attached hereto and incorporated herein by reference, the Leases, existing zoning, sewer, drainage and other public utility servitudes of record, liens for ad valorem taxes which are not yet due and payable, subdivision or other covenants, restrictions and easements which do not adversely affect the use of the Real Property for its current uses, and any other exceptions contained agreed to by Purchaser in clauses writing (1collectively "Permitted Exceptions"). Purchaser, at its option, may also obtain an ALTA/ACSM "Urban" Class certified survey of any of the Real Property satisfactory to Purchaser, in its sole opinion (hereinafter, the "Survey(s)"), (2)bearing a legal description, (3) and (4) made by a licensed surveyor. Purchaser has obtained or shall obtain from Applejazz copies of paragraph (j) of this Subsection 9.02, and in the case of adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage prior title insurance. Additionallyevidence, such lender's as a current abstract or title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation any prior surveys Seller may have previously delivered to Applejazz, of any of the transactions contemplated by Real Property to expedite further examination of title. Purchaser and Seller acknowledge and agree that Purchaser is hereby deemed to have raised as objections, effective as of the date of this Agreement, the matters set forth in that certain letter from counsel to Applejazz dated August 21, 2000 (collectively "Defects"). No claims Seller shall make a good faith effort to so cure such Defects and Seller shall have been made under twenty (20) days from the date of Purchaser's notice of such lender's Defects to furnish evidence to the extent the Defects are cured or removed. If Seller is unable to cure such Defects within said twenty (20) days, Purchaser may, at its election, take the title insurance policyas it then is upon giving to Seller notice of such election and tendering performance on its part, and no prior holder or Purchaser may exercise its rights to lease any of the related MortgageReal Properties affected by such Defects as provided under paragraph 6(c). Closing shall be an insured closing so that when title is transferred to Purchaser, including the SellerTitle Policy(ies), has doneas aforesaid, by act or omission, anything which would impair shall be delivered to Purchaser subject only to the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Permitted Exceptions.

Title Insurance. The Mortgage Loan is covered by an At the Close of Escrow, and as a condition thereto, the Title Company shall issue to Buyer ALTA lender's extended coverage Owner’s Policies of Title Insurance (each a “Title Policy” and collectively, the “Title Policies”) substantially in the forms of the proforma title insurance policypolicies attached hereto as Exhibit L (collectively, or the “Proforma Policies”), with liability in the amount of the allocated Purchase Price with respect to any Mortgage Loan for which the related Mortgaged Property is located in California a CLTA lender's each Parcel, showing title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business Property, on a Parcel by Parcel basis, vested in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage in the original principal amount of the Mortgage LoanBuyer, subject only to (i) the preprinted standard exceptions contained in clauses (1)such Title Policy, (2)ii) exceptions approved or deemed approved by Buyer pursuant to Section 4.2, (3iii) the rights of tenants under the Leases as tenants only, without rights of first refusal or options to purchase, (iv) non-delinquent real property taxes and special assessments, (v) any exceptions arising from Buyer’s actions, local, state and federal laws, ordinances or governmental regulations, including, but not limited to, building and zoning laws, ordinances and regulations, now or hereafter in effect relating to the Property, and (4vi) any matters which would be disclosed by an accurate survey or physical inspection of paragraph the Property (jcollectively, the “Permitted Exceptions”); provided, however, notwithstanding the foregoing, in no event shall any exception for mechanic’s liens be considered a Permitted Exception other than (A) mechanic’s liens arising from contracts entered into by a tenant responsible for the payment thereof in accordance with the terms of such tenant’s Lease, or (B) mechanic’s liens arising from ongoing work being performed by Seller for which Buyer is credited at Closing or for which Buyer is otherwise responsible to pay pursuant to the express terms of this Subsection 9.02, and in Agreement so long as any such exception for mechanic’s liens is limited to the case of adjustable rate Mortgage Loans, against any loss by reason amount of the invalidity credit provided to Buyer at Closing or unenforceability the amount for which Buyer is responsible for payment under the express terms of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims Buyer shall be responsible to have been made under such lender's title insurance policyprepared and delivered to the Title Company one or more ALTA surveys (collectively, and no prior holder “ALTA Survey”) of the related MortgageProperty, including at Buyer’s expense. Buyer shall pay the Seller, has done, by act or omission, anything which would impair additional premium for extended coverage in excess of the coverage standard portion of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value the Title Policy and the cost of any kind has been or will title policy endorsements requested by Buyer and any lender policy for Buyer’s lender (if any). The Close of Escrow shall not be receivedextended due to Buyer’s Title Policy requirements. Notwithstanding the foregoing, retained or realized by any attorneyif Buyer fails to provide an ALTA Survey for the Property acceptable to the Title Company for purposes of issuing the Title Policy, firm or other person or entity, and no such unlawful items have been received, retained or realized by then the Seller;Title Policy to be issued on the Close of Escrow shall be an ALTA extended coverage Owner’s Policy of Title Insurance which shall include a general survey exception.

Title Insurance. The Mortgage Loan is covered by an ALTA lender's Purchaser shall have received a title insurance policy, policy or a marked-up title binder requiring the issuance of such policy issued by Old Republic National Title Insurance Company (the "Title Company") with respect to any Mortgage Loan for which the related Mortgaged Owned Real Property is located in California a CLTA lender's title insurance policy, or other generally acceptable form of policy or insurance acceptable to prudent subprime mortgage lending institutions and each such title insurance policy is issued by a title insurer acceptable to a prudent subprime lender making mortgage loans similar to the Mortgage Loans and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Seller, its successors and assigns, as to the first priority lien (Purchaser's ownership of fee title with respect to first lien Mortgage Loans) or second priority lien (with respect to Second Lien Mortgage Loans) of the Mortgage Owned Real Property in the original principal an amount of the Mortgage Loan, reasonably requested by Purchaser subject only to the exceptions contained matters excepted by or excluded from coverage as set forth in clauses (1the title commitment attached to Schedule 3.6(a), except Items 7(f), 7(g) and 9 listed on Schedule B, Section 2 all of which shall be removed as a condition of Purchaser's obligation to close hereunder. Items 7(c), (2e) and (h) listed on Schedule B Section 2 shall remain as an exception, but as a condition of Purchaser's obligation to close hereunder, the Title Company shall insure against forced removal of such encroachments. Items 7(a), (3b) and (4d) on Schedule B Section 2 shall remain as exceptions, but as a condition of paragraph (j) Purchaser's obligation hereunder, the Title Company shall insure against forced removal of this Subsection 9.02such encroachments so long as the property on which the encroachments are located is subject to a lease to be entered into between Purchaser and Burlington Northern Railroad. In addition, it is understood that requirements 1, 2, 3 and 5 as listed on Schedule B, Section 1 shall be required to be complied with in order for each such policy or binder to be issued in the form specified, and in connection therewith, Star-Xxxx shall deliver to the case Title Company (a) an owners affidavit in the form attached hereto as Schedule 8.7, (b) if required by the Title Company, an indemnity regarding settled and unsettled taxes which may be assessed by the State of adjustable rate Mortgage LoansMinnesota against Star-Xxxx, and (c) if required by the Title Company, a "gap" indemnity in customary form. If such policy or a marked-up title binder requiring the issuance of such policy is not delivered at the Closing in the amount or in the form specified above, Star-Xxxx at its option may satisfy this condition by agreeing to indemnify Purchaser against all losses incurred by Purchaser as a result of any loss such exceptions which are required to be removed but are not removed or any reduction of coverage to the same extent Purchaser would have been insured against such losses by reason the Title Company had the policy or binder been issued in the amount and in the form so specified. If Star-Xxxx indemnifies Purchaser as aforesaid, the parties for a reasonable time after the Closing shall use their reasonable efforts to remove such exceptions or provide such coverage. Star-Xxxx'x indemnity would be terminated or reduced as appropriate upon removal of such exceptions or providing such coverages. The costs of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulationpolicies, the Mortgagor has been given the opportunity to choose the carrier of binder and the required mortgage title insurance. Additionally, such lender's title insurance policy affirmatively insures ingress and egress, and against encroachments survey shall be borne by or upon the Mortgaged Property or any interest therein. The title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exceptions or to replace the standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy, and such lender's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;Purchaser.