Common use of Valid First or Second Lien Clause in Contracts

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting and enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to:to (collectively, the "Permitted Exceptions"): (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the PurchaserPurchaser subject to the Permitted Exceptions;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor's pro rata share of the related residential cooperative housing corporation's payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable enforceable, except only as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (whether considered in a proceeding or action in equity or at law) and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable enforceable, except only as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (whether considered in a proceeding or action in equity or at law), and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. In no event shall any Mortgage Loan be in a lien position more junior than a second lien. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Mortgage Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) and first priority (with respect to a First Lien Mortgage Loan) or second priority (with respect to a Second Lien Mortgage Loan) security interest on the property described therein and the Seller Aames has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser.;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of on the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor's pro rata share of the related residential cooperative housing corporation's payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) 1. the lien of current real property taxes and assessments not yet due and payable; (C) 2. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D) 3. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and 4. with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser.;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser.;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Responsible Party has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser.;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; (iii) with respect to each second lien Mortgage, the first or senior lien on the related Mortgaged Property; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Originator has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor's pro rata share of the related residential cooperative housing corporation's payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of on the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to as applicable) of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the The lien of current real property taxes and assessments not yet due and payablepayable as of the Servicing Transfer Date; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the The lien of current real property taxes and assessments not yet due and payablepayable as of the related Servicing Transfer Date; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable enforceable, except only as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (whether considered in a proceeding or action in equity or at law) and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable enforceable, except only as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (whether considered in a proceeding or action in equity or at law), and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Except with respect to each Co-op Loan, the related Mortgage is properly recorded or has been sent for recording and is a valid, subsisting, existing and enforceable and perfected, (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule), or (B) or second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) (as reflected on the Mortgage Loan Schedule), in either case, on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property and (iv) with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Mortgage Loan (as reflected on the Mortgage Loan Schedule), a First Lien on the Mortgaged Property. Any Except with respect to each Co-op Loan, any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule) or (B) second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) and first priority Mortgage Loan (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest as reflected on the Mortgage Loan Schedule), in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Second Lien Mortgage Loan, where required or customary in the jurisdiction in which the related Mortgaged Property is located, the original lender has filed for record a request for notice of any action by the senior lienholder under the related First Lien, and the original lender has notified any senior lienholder in writing of the existence of the Second Lien Mortgage Loan and requested notification of any action to be taken against the Mortgagor by the senior lienholder. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Mortgage File.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the PurchaserSponsor;

Valid First or Second Lien. The related Mortgage is properly recorded and is a valid, subsisting, existing and enforceable and perfected, (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule), or (B) or second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) (as reflected on the Mortgage Loan Schedule), in either case, on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not materially and adversely affect the Appraised Value of the Mortgaged Property Property, as set forth in the appraisal of such appraisal; and Mortgage Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property and (iv) with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Mortgage Loan (as reflected on the Mortgage Loan Schedule), a First Lien on the Mortgaged Property. Any Subject to bankruptcy, equitable principles and laws affecting creditor rights, any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule) or (B) second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) and first priority Mortgage Loan (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest as reflected on the Mortgage Loan Schedule), in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Second Lien Mortgage Loan, where required or customary in the jurisdiction in which the related Mortgaged Property is located, the original lender has filed for record a request for notice of any action by the senior lienholder under the related First Lien, and the original lender has notified any senior lienholder in writing of the existence of the Second Lien Mortgage Loan and requested notification of any action to be taken against the Mortgagor by the senior lienholder. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Mortgage File.

Valid First or Second Lien. The related Mortgage is properly recorded and is a valid, subsisting, existing and enforceable and perfected, (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule), or (B) or second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) (as reflected on the Mortgage Loan Schedule), in either case, on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property and (iv) with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Mortgage Loan (as reflected on the Mortgage Loan Schedule), a First Lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule) or (B) second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) and first priority Mortgage Loan (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest as reflected on the Mortgage Loan Schedule), in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Second Lien Mortgage Loan, where required or customary in the jurisdiction in which the related Mortgaged Property is located, the original lender has filed for record a request for notice of any action by the senior lienholder under the related First Lien, and the original lender has notified any senior lienholder in writing of the existence of the Second Lien Mortgage Loan and requested notification of any action to be taken against the Mortgagor by the senior lienholder. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Mortgage File.

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to as applicable) of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller Responsible Party has full right to sell and assign the same to the PurchaserSponsor;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser.;

Valid First or Second Lien. The With respect to any First Lien Mortgage Loan, the related Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (on the Mortgaged Property, and, with respect to any Second Lien Mortgage Loan, the related Mortgage is a First Lien Loan) or valid, subsisting, enforceable and perfected second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildingsProperty, and all additions, alterations and replacements made at any time with respect to the foregoing. The Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first or second lien, as applicable, of the Mortgage is subject only to: (Ai) with respect to a any Second Lien Loan onlyMortgage Loan, the lien of the first mortgage on the Mortgaged Propertyrelated First Lien Mortgage Loan; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller Company has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The With respect to any First Lien Mortgage Loan, the related Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (on the Mortgaged Property and, with respect to a First Lien Loan) or second lien (with respect to a any Second Lien Mortgage Loan) , the related Mortgage is a valid, subsisting, enforceable and perfected Second Lien on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the First Lien or second lien, as applicable, of the Mortgage is subject only to: (Ai) with respect to a any Second Lien Loan onlyMortgage Loan, the lien of the first mortgage on the Mortgaged Property;related First Lien, (Bii) the lien of current real property taxes and assessments not yet due and payable;, (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Cooperative Loan, each Pledge Agreement creates a valid, enforceable and subsisting first security interest in the Cooperative Shares and Proprietary Lease, subject only to (i) the lien of the related Cooperative for unpaid assessments representing the Mortgagor’s pro rata share of the Cooperative’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (ii) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Pledge Agreement; provided, however, that the appurtenant Proprietary Lease may be subordinated or otherwise subject to the lien of any mortgage on the Project;

Valid First or Second Lien. The As of the WMC Servicing Transfer Date, the Mortgage is a valid, subsisting, enforceable and perfectedenforceable, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The As of the WMC Servicing Transfer Date, the lien of the Mortgage is subject only to:to (collectively, the "Permitted Exceptions"): (A) a. with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) b. the lien of current real property taxes and assessments not yet due and payable; (C) c. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) d. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and as of the Seller has Original Sale Date, WMC had full right to sell and assign the same to the Purchaser, subject to the Permitted Exceptions;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Acoustic Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Acoustic Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (Diii) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (iv) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Acoustic Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller Acoustic has full right to sell and assign the same to the Purchaser;GSMC.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Meritage Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Ba) the lien of current real property taxes and assessments not yet due and payable; (Cb) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (Dc) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (d) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller Responsible Party has full right to sell and assign the same to Sponsor. Unless set forth on the PurchaserMortgage Loan Schedule, the Mortgaged Property with respect to any Second Lien Mortgage Loan is not subject to a first lien mortgage loan which is not a Mortgage Loan;

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, subsisting enforceable and perfectedperfected first lien, first lien (with respect to a First First-Lien Loan) Mortgage Loans, or second lien (lien, with respect to Second-Lien Mortgage Loans, of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoing. In no event shall any Mortgage Loan be in a lien position more junior than a second lien. The lien of the Mortgage is subject only to: (Aa) with respect to a Second Second-Lien Loan onlyMortgage Loans, the lien of the first mortgage on the Mortgaged Property; (Bb) the lien of current real property taxes and assessments not yet due and payable; (Cc) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or otherwise considered by a qualified appraiser, or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Dd) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First each First-Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a Second each Second-Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has Responsible Party had full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, unless otherwise indicated, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of on the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor's pro rata share of the related residential cooperative housing corporation's payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on Loan)on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildingsProperty, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of on the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Company has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secured debt or other security instrument creating a lien subordinate to the lien of the Mortgage; With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable enforceable, except only as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (whether considered in a proceeding or action in equity or at law) and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable enforceable, except only as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (whether considered in a proceeding or action in equity or at law), and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Company has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, subsisting enforceable and perfectedperfected first lien, first lien (with respect to a First Lien Loan) Loans, or second lien (lien, with respect to a Second Lien Loan) Loans, of record on a single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoing. In no event shall any Mortgage Loan be in a lien position more junior than a second lien. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan onlyLoans, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the applicable Seller has and the Company have full right to sell and assign the same to the Purchaser. Except as otherwise disclosed on the related Mortgage Loan Schedule, the Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The Each related Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) on the related Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoingProperty. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording that are acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which that do not adversely affect the Appraised Value (as evidenced by an appraisal referred to in such definition) of the Mortgaged Property set forth in such appraisal; (iii) with respect to a Second Lien Mortgage Loan only, the lien of the first mortgage on the Mortgaged Property; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) and first priority (with respect to a First Lien Mortgage Loan) or second priority (with respect to a Second Lien Mortgage Loan) security interest on the property described therein and the Seller Countrywide has full right to sell and assign the same to the Purchaser;Purchaser (subject to (i)-(iv) above).

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the The lien of current real property taxes and assessments not yet due and payablepayable as of the Closing Date, and to the Seller's knowledge as of the Servicing Transfer Date; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. In no event shall any Mortgage Loan be in a lien position more junior than a second lien. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on Loan)on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildingsProperty, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Aa) with respect to a Second Lien Loan only, the lien of on the first mortgage on the Mortgaged Property; (Bb) the lien of current real property taxes and assessments not yet due and payable; (Cc) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Dd) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Company has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secured debt or other security instrument creating a lien subordinate to the lien of the Mortgage; With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First First-Lien Loan) or second lien Second-Lien (with respect to a Second Second-Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Second-Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First First-Lien Loan) or second lien Second-Lien (with respect to a Second Second-Lien Loan) and first priority (with respect to a First First-Lien Loan) or second priority (with respect to a Second Second-Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the PurchaserSponsor;

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; (iii) with respect to each second lien Mortgage, the first or senior lien on the related Mortgaged Property; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Originator has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the PurchaserTrust. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. With respect to any Co-op Loan, the related Mortgage is a valid, subsisting and enforceable first priority security interest on the related cooperative shares securing the Mortgage Note, subject only to (a) liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. As used in this Subsection 9.02, "enforceable" shall be deemed to be subject to bankruptcy laws and general principles of equity;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Diii) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (iv) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller Responsible Party has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The related Mortgage is a valid, subsisting, subsisting and enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the related Mortgaged Property, including but not limited to, all buildings and improvements building on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage Mortgage, to the best of the Sellers’ knowledge, is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording of such Mortgage, such exceptions appearing of record being acceptable to prudent mortgage lending institutions generally and or specifically referred to reflected or considered in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for in connection with the originator origination of the related Mortgage Loan or (B) which that do not adversely affect the Appraised Value appraisal value of the Mortgaged Property set forth in such appraisal; (iii) in the case of a Mortgaged Property that is a condominium or an individual unit in a planned unit development, liens for common charges permitted by statute; (iv) if the Mortgage Loan is secured by a second mortgage lien on the Mortgaged Property (and represented on the Mortgage Schedule as such), the lien of the first Mortgage; and (Dv) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the such Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, valid and enforceable and perfected first lien (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or , second priority (with respect to a Second Lien Loan) lien and second priority security interest interest, in each case, on the property described therein and the Seller has Sellers have full right to sell pledge and assign the same to the Purchaser;Buyer or its designee (including Custodian).

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. In no event shall any Mortgage Loan be in a lien position more junior than a second lien. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Mortgage Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator Originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator Originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) and first priority (with respect to a First Lien Mortgage Loan) or second priority (with respect to a Second Lien Mortgage Loan) security interest on the property described therein and the Seller Aames has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The related Mortgage is properly recorded and is a valid, subsisting, existing and enforceable (subject to bankruptcy laws and perfected, general principles of equity) (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule), or (B) or second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) (as reflected on the Mortgage Loan Schedule), in either case, on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property and (iv) with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Mortgage Loan (as reflected on the Mortgage Loan Schedule), a First Lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable (subject to bankruptcy laws and perfected general principles of equity) (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule) or (B) second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) and first priority Mortgage Loan (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest as reflected on the Mortgage Loan Schedule), in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;. Except as otherwise indicated on the Mortgage Loan Schedule, the Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Second Lien Mortgage Loan, where required or customary in the jurisdiction in which the related Mortgaged Property is located, the original lender has filed for record a request for notice of any action by the senior lienholder under the related First Lien, and the original lender has notified any senior lienholder in writing of the existence of the Second Lien Mortgage Loan and requested notification of any action to be taken against the Mortgagor by the senior lienholder. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Mortgage File.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first or second priority security interest on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (CB) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (DC) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (D) with respect to each Second Lien Mortgage Loan a prior mortgage lien on the Mortgaged Property. Any security agreementSecurity Agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority perfected security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority perfected security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;Buyer.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) 1. the lien of current real property taxes and assessments not yet due and payable; (C) 2. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the MILA Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the MILA Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D) 3. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and 4. with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the MILA Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller MILA has full right to sell and assign the same to the Purchaser;GSMC.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) a. with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) b. the lien of current real property taxes and assessments not yet due and payable; (C) c. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) d. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Responsible Party has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Except with respect to each Co-op Loan, the Mortgage is a valid, subsistingexisting, perfected and enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and either (A) specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property or (iv) with respect to each Second Lien Mortgage Loan a prior mortgage lien on the Mortgaged Property. Any Except with respect to each Co-op Loan, any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien each first lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has the full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Each related Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) on the related Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoingProperty. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) : the lien of current real property taxes and assessments not yet due and payable; (C) ; covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording that are acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which that do not adversely affect the Appraised Value (as evidenced by an appraisal referred to in such definition) of the Mortgaged Property set forth in such appraisal; and (D) with respect to a Second Lien Mortgage Loan only, the lien of the first mortgage on the Mortgaged Property; and other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Mortgage Loan) or second lien (with respect to a Second Lien Mortgage Loan) and first priority (with respect to a First Lien Mortgage Loan) or second priority (with respect to a Second Lien Mortgage Loan) security interest on the property described therein and the Seller Countrywide has full right to sell and assign the same to the Purchaser;Purchaser (subject to (i)-(iv) above).

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable (subject to bankruptcy, insolvency, and similar laws affecting the rights of creditors generally and to general principles of equity) and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Accredited Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Accredited Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Accredited Mortgage Loan establishes and creates a valid, subsisting, enforceable (subject to bankruptcy, insolvency and similar laws affecting the rights of creditors and general principles of equity) and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Diii) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien ; and (iv) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a First Lien Loan) or second lien mortgage loan (or other subordinate lien mortgage loan) which itself is not a Second Lien Mortgage Loan. The Mortgaged Property with respect to a any Second Lien Loan) and first priority (with respect Mortgage Loan is not subject to a First Lien first lien mortgage loan which is itself not a Mortgage Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First First-Lien Mortgage Loan) or second lien (with respect to a Second Second-Lien Mortgage Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Second-Lien Mortgage Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First First-Lien Mortgage Loan) or second lien (with respect to a Second Second-Lien Mortgage Loan) and first priority (with respect to a First First-Lien Mortgage Loan) or second priority (with respect to a Second Second-Lien Mortgage Loan) security interest on the property described therein and the Seller Sutton has full right to sell and assign the same to the Purchaser;Depositor.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) 1. the lien of current real property taxes and assessments not yet due and payable; (C) 2. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D) 3. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and 4. with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the applicable Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or a second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) 1. the lien of current real property taxes and assessments not yet due and payable; (C) 2. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the MLN Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the MLN Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D) 3. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and 4. with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the MLN Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller MLN has full right to sell and assign the same to the Purchaser;GSMC.

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to as applicable) of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator Originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator Originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (Diii) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (iv) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the applicable Seller has full right to sell and assign the same to the PurchaserDepositor;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a any Second Lien Loan onlyMortgage Loan, the lien of the first mortgage Mortgage on the related Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Accredited has full right to sell and assign the same to the Purchaser. As used in this Subsection 9.02, "enforceable" shall be deemed to be subject to bankruptcy laws and general principles of equity;

Valid First or Second Lien. The Except with respect to each Cooperative Loan, the related Mortgage is properly recorded and is a valid, subsisting, existing and enforceable and perfected, (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule), or (B) or second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) (as reflected on the Mortgage Loan Schedule), in either case, on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property and (iv) with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Mortgage Loan (as reflected on the Mortgage Loan Schedule), a First Lien on the Mortgaged Property. Any Except with respect to each Cooperative Loan, any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule) or (B) second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) and first priority Mortgage Loan (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest as reflected on the Mortgage Loan Schedule), in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;. With respect to each Second Lien Mortgage Loan, where required or customary in the jurisdiction in which the related Mortgaged Property is located, the original lender has filed for record a request for notice of any action by the senior lienholder under the related First Lien, and the original lender has notified any senior lienholder in writing of the existence of the Second Lien Mortgage Loan and requested notification of any action to be taken against the Mortgagor by the senior lienholder. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Mortgage File.

Valid First or Second Lien. The With respect to any First Lien Mortgage Loan, the related Mortgage is a valid, subsisting, enforceable and perfectedperfected First Lien on the Mortgaged Property and, first lien (with respect to any Second Lien Mortgage Loan, the related Mortgage is a First Lien Loan) or valid, subsisting, enforceable and perfected second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first or second lien, as applicable, of the Mortgage is subject only to: (A1) with respect to a any Second Lien Loan onlyMortgage Loan, the lien of the first mortgage on the Mortgaged Property;related First Lien, (B2) the lien of current real property taxes and assessments not yet due and payable;, (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Cooperative Loan, each Pledge Agreement creates a valid, enforceable and subsisting first security interest in the Cooperative Shares and Proprietary Lease, subject only to (i) the lien of the related Cooperative for unpaid assessments representing the Mortgagor’s pro rata share of the Cooperative’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (ii) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Pledge Agreement; provided, however, that the appurtenant Proprietary Lease may be subordinated or otherwise subject to the lien of any mortgage on the Project;

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to as applicable) of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated First NLC Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the First NLC Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the First NLC Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the First NLC Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the ResMAE Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the ResMAE Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the ResMAE Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Except with respect to each Co-op Loan, the related Mortgage is properly recorded or has been sent for recording, secures the Mortgage Note in accordance with its terms and is a valid, subsisting, existing and enforceable and perfected, (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule), or (B) or second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) (as reflected on the Mortgage Loan Schedule), in either case, on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property Property, free and clear of all installations adverse claims, liens and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, encumbrances having priority over the lien of the first mortgage on the Mortgaged Property; Mortgage, subject only to (Bi) the lien of current real property taxes and assessments not yet due and payable; , (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and Property, (Diii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property and (iv) with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Mortgage Loan (as reflected on the Mortgage Loan Schedule), a First Lien on the Mortgaged Property. Any Except with respect to each Co-op Loan, any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected (A) first lien (and first priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a First Lien Loan(as reflected on the Mortgage Loan Schedule) or (B) second lien (and second priority security interest with respect to each Mortgage Loan which is indicated by the Seller to be a Second Lien Loan) and first priority Mortgage Loan (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest as reflected on the Mortgage Loan Schedule), in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage. With respect to each Second Lien Mortgage Loan, where required or customary in the jurisdiction in which the related Mortgaged Property is located, the original lender has filed for record a request for notice of any action by the senior lienholder under the related First Lien, and the original lender has notified any senior lienholder in writing of the existence of the Second Lien Mortgage Loan and requested notification of any action to be taken against the Mortgagor by the senior lienholder. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Mortgage File.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First First-Lien Loan) or second lien Second-Lien (with respect to a Second Second-Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Second-Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First First-Lien Loan) or second lien Second-Lien (with respect to a Second Second-Lien Loan) and first priority (with respect to a First First-Lien Loan) or second priority (with respect to a Second Second-Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the PurchaserMSMC;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller NC Capital has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Each related Mortgage is a valid, subsisting, subsisting and enforceable and perfected, first lien First Lien (with respect to a First Lien Mortgage Loan) or second lien Second Lien (with respect to a Second Lien Mortgage Loan) on the related Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoingProperty. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording that are acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which that do not adversely affect the Appraised Value (as evidenced by an appraisal referred to in such definition) of the Mortgaged Property set forth in such appraisal; (iii) with respect to a Second Lien Mortgage Loan only, the lien of the first mortgage on the Mortgaged Property; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. ; Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, existing and enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein therein. With respect to each Second Lien Mortgage Loan, either (a) no consent for the Second Lien Mortgage Loan is required by the holder of the related first lien or (b) such consent has been obtained and is contained in the Seller has full right to sell and assign the same to the Purchaser;Mortgage File.

Valid First or Second Lien. The Mortgage including any Negative Amortization, related to such Mortgage Loan is a valid, subsisting, subsisting and enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the related Mortgaged Property, including all buildings and improvements on the related Mortgaged Property, which Mortgaged Property is free and all installations clear of any encumbrances and mechanical, electrical, plumbing, heating and air conditioning systems located in liens having priority over the first lien or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The second lien of the Mortgage is subject only to: to (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Ba) the lien of current real property estate taxes and special assessments not yet due and payable; , (Cb) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording of such Mortgage which are acceptable to prudent mortgage lending institutions generally and specifically generally, are referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value market value or intended use of the related Mortgaged Property set forth in such appraisal; and Property, (Dc) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by such Mortgage or the use, enjoyment, or market value of the related Mortgaged Property or (d) with respect to each Second Lien Mortgage Loan, a Superior Lien on the Mortgaged Property; with respect to each Cooperative Loan, each Acceptance of Assignment and Assumption of Lease Agreement creates a valid, enforceable and subsisting first security or second security interest in the collateral securing the related Mortgage Note subject only to (a) the lien of the related Cooperative Corporation for unpaid assessments representing the obligor’s pro rata share of the Cooperative Corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage Acceptance of Assignment and Assumption of Lease Agreement; provided, however, that the appurtenant Proprietary Lease may be subordinated or otherwise subject to the use, enjoyment, value or marketability lien of the related Mortgaged Property. Any security agreement, chattel any mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;Cooperative Project.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfectedand, first lien (with respect to a First Lien Loan) or HELOC other than a second lien (HELOC, perfected first priority lien and first priority security interest or, with respect to a Second Lien Loan) second lien HELOC, a second lien and a second priority security interest, in each case, on the real property included in the Mortgaged Property, including all buildings and improvements on the Mortgaged Property. The appraisal of the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in does not list any material repair or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoingmaintenance items. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally in the area where the related Mortgaged Property is located and specifically referred to in the lender's ’s title insurance policy or the title insurance policy equivalent delivered to the originator of the Mortgage Loan HELOC and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan HELOC or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; (iii) with respect to a second lien HELOC, a first lien; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any To the extent applicable, any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan HELOC establishes and creates a valid, subsistingsubsisting and enforceable, enforceable and perfected first lien (with respect to a First Lien Loan) or HELOC other than a second lien (HELOC, first lien and first priority security interest or, with respect to a Second Lien Loan) second lien HELOC, a second lien and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest interest, in each case, on the property described therein and the Seller has full right to sell pledge and assign the same to the Purchaser;. The Mortgaged Property was not, as of the date of origination of the HELOC, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the HELOC.

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable and perfectedperfected first lien, first lien (with respect to a First Lien Loan) Loans, or second lien (lien, with respect to a Second Lien Loan) Loans, of record on a single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoing. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan onlyLoans, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. In no event shall any Mortgage Loan be in a lien position more junior than a second lien. The lien of the Mortgage is subject only to: (A1) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Aames has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The As of the WMC Servicing Transfer Date, the Mortgage is a valid, subsisting, enforceable and perfectedenforceable, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The As of the WMC Servicing Transfer Date, the lien of the Mortgage is subject only to:to (collectively, the "Permitted Exceptions"): (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and as of the Seller has WMC Original Sale Date, WMC had full right to sell and assign the same to the Purchaser, subject to the Permitted Exceptions;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien perfected (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) , second priority lien and second priority security interest, in each case, on the real property included in the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's Buyer’s title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not materially adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (Diii) other matters to which like properties are commonly subject which do not materially interfere with (x) the benefits of the security intended to be provided by the Mortgage or (y) the use, enjoyment, value or marketability of the related Mortgaged Property; and (iv) with respect to each Mortgage Loan which is a Second Lien Mortgage Loan, a first lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or , second priority (with respect to a Second Lien Loan) lien and second priority security interest interest, in each case, on the property described therein and the Seller has full right to sell pledge and assign the same to Buyer. The Mortgaged Property was not, as of the Purchaserdate of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien perfected (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) , second priority lien and second priority security interest, in each case, on the real property included in the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. foregoing The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) a. the lien of current real property taxes and assessments not yet due and payable; (C) b. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's Buyer’s title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D) c. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and d. with respect to each Mortgage Loan which is a Second Lien Mortgage Loan, a first lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien and first priority security interest or (b) with respect to a First Lien Loan) or second lien (with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or , second priority (with respect to a Second Lien Loan) lien and second priority security interest on the property described therein and the Seller has full right to sell pledge and assign the same to the Purchaser;Buyer.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first or second priority security interest on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (CB) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (DC) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (D) with respect to each Second Lien Mortgage Loan a prior mortgage lien on the Mortgaged Property. Any security agreementSecurity Agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority perfected security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority perfected security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to Buyer. The Mortgaged Property (unless it secures a Second Lien Mortgage Loan) was not, as of the Purchaserdate of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The With respect to any First Lien Mortgage Loan, the related Mortgage is a valid, subsisting, enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including and with respect to any Second Lien Mortgage Loan, the related Mortgage is a valid, subsisting, enforceable and perfected second lien on the Mortgaged Property, including, for Mortgage Loans that are not Co-op Loans, all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoingforegoing securing the Mortgage Note's original principal balance. The Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first lien or second lien, as applicable, of the Mortgage is subject only to: (A1) with respect to a any Second Lien Loan onlyMortgage Loan, the lien of the first mortgage on the Mortgaged Propertyrelated First Lien; (B2) the lien of current real property taxes and assessments not yet due and payable; (C3) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and (D4) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien perfected (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) , second priority lien and second priority security interest, in each case, on the real property included in the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) a. the lien of current real property taxes and assessments not yet due and payable; (C) b. covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's Buyer’s title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D) c. other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and d. with respect to each Mortgage Loan which is a Second Lien Mortgage Loan, a first lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates (a) with respect to each first lien mortgage loan, a valid, subsisting, subsisting and enforceable and perfected first lien and first priority security interest or (b) with respect to a First Lien Loan) or second lien (with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or , second priority (with respect to a Second Lien Loan) lien and second priority security interest on the property described therein and the Seller has Sellers have full right to sell pledge and assign the same to Buyer. The Mortgaged Property was not, as of the Purchaser;date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage.

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First First-Lien Mortgage Loan) or second lien (with respect to a Second Second-Lien Mortgage Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Second-Lien Mortgage Loan only, the lien of the first mortgage Mortgage on the related Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (C) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (D) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First First-Lien Mortgage Loan) or second lien (with respect to a Second Second-Lien Mortgage Loan) and first priority (with respect to a First First-Lien Mortgage Loan) or second priority (with respect to a Second Second-Lien Mortgage Loan) security interest on the property described therein and the Seller NC Capital Corporation has full right to sell and assign the same to the Purchaser;.

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting and enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to:to (collectively, the “Permitted Exceptions”): (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bii) the lien of current real property taxes and assessments not yet due and payable; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller has full right to sell and assign the same to the PurchaserPurchaser subject to the Permitted Exceptions;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property (or underlying Mortgaged Property, in the case of a Co-op Loan), including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The Mortgaged Property is free and clear of all encumbrances and liens having priority over the lien of the Mortgage is subject only toexcept for: (Ai) with respect to a Second Lien Loan only, the lien of the first mortgage Mortgage on the Mortgaged Property (or underlying Mortgaged Property, in the case of a Co-op Loan); (Ba) the lien of current real property taxes and assessments not yet due and payablepayable or (b) with respect to any Co-op Loan, liens of the related residential cooperative housing corporation for unpaid assessments representing the Mortgagor’s pro rata share of the related residential cooperative housing corporation’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject; (Ciii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan Seller and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisalSeller; and (Div) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged PropertyProperty or (b) with respect to a Co-op Loan only, other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security interest intended to be provided by the related Security Agreement. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein therein, or on the related cooperative shares securing the Mortgage Note with respect to any Co-op Loan, and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Each Mortgage is a valid, subsisting, enforceable valid and perfected, subsisting first lien (with respect to a First Lien Loan) or second lien (with respect to of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (A) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; Fremont 2005-A Mortgage Loan Purchase Agreement (iii) with respect to each second lien Mortgage, the first or senior lien on the related Mortgaged Property; and (Div) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest on the property described therein and the Seller Originator has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien perfected (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) , second priority lien and second priority security interest, in each case, on the real property included in the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (CB) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lenderBuyer's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (DC) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (D) with respect to each Mortgage Loan which is a Second Lien Mortgage Loan, a first lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected first lien (a) with respect to a First Lien each first lien Mortgage Loan, first priority lien and first priority security interest, or (b) or second lien (with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or , second priority (with respect to a Second Lien Loan) lien and second priority security interest interest, in each case, on the property described therein and the each Seller has full right to sell pledge and assign the same to Buyer. The Mortgaged Property was not, as of the Purchaserdate of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage; with respect to each Co-op Loan, each Assignment of Lease Agreement creates a valid, enforceable and subsisting first security interest in the collateral securing the related Mortgage Note subject only to (a) the lien of the related Co-op Corporation for unpaid assessments representing the obligor's pro rata share of the Co-op Corporation's payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Assignment of Lease Agreement; provided, however, that the appurtenant Proprietary Lease may be subordinated or otherwise subject to the lien of any mortgage on the Co-op Project;

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B) the lien of current real property taxes and assessments not yet due and payable; (CB) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (DC) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (D) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the PurchaserBuyer;

Valid First or Second Lien. The Mortgage is a valid, subsisting, enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loanas applicable) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Decision One Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Decision One Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to Second Lien Mortgage Loans, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Decision One Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller Decision One has full right to sell and assign the same to the Purchaser;GSMC.

Valid First or Second Lien. The With respect to each Ownit Mortgage Loan, each Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to as applicable) of record on a Second Lien Loan) on single parcel of real estate constituting the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time time, with respect to the foregoingrelated Ownit Mortgage Loan, which exceptions are generally acceptable to prudent mortgage lending companies, and such other exceptions to which similar properties are commonly subject and which do not individually, or in the aggregate, materially and adversely affect the benefits of the security intended to be provided by such Mortgage. The With respect to each Ownit Mortgage Loan, the lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (Bi) the lien of current real property taxes and assessments not yet due and payable; (Cii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Aa) specifically referred to or otherwise considered in the appraisal made for the originator of the Ownit Mortgage Loan or (Bb) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and; (Diii) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (iv) with respect to any Ownit Mortgage Loan that is a second lien mortgage loan, the lien of the first mortgage on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Ownit Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected (A) first lien (and first priority security interest with respect to a First Lien Loaneach first lien mortgage loan, or (B) or second lien (and second priority security interest with respect to a Second Lien Loan) and first priority (each with respect to any Ownit Mortgage Loan that is a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest lien mortgage loan, in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected [first or second] lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. Unless otherwise disclosed in the Mortgage Loan Schedule, annexed as Exhibit A of the Assignment and Conveyance, the Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) and first priority security interest on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (4) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting and enforceable and perfected, first lien (with respect to a First Lien Loan) or second lien of record (with respect to a Second Lien Loanor is in the process of being recorded) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildingsbuildings that are not personal property, and all additions, alterations and replacements made at any time with respect to the foregoing, except that (i) the enforceability thereof may be limited by bankruptcy, insolvency, moratorium, receivership and other similar laws relating to creditors’ rights generally and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's ’s title insurance policy delivered to the originator or attorney’s opinion of the Mortgage Loan title and (Ai) specifically referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to each Second Lien Mortgage Loan, a prior mortgage lien on the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsistingsubsisting and enforceable, enforceable (except that (i) the enforceability thereof may be limited by bankruptcy, insolvency, moratorium, receivership and perfected other similar laws relating to creditors’ rights generally and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought) (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser;Issuer.

Valid First or Second Lien. The Mortgage is a valid, subsisting, subsisting enforceable and perfected, perfected first lien (with respect to a First Lien Loan) or second lien (with respect to a Second Lien Loan) on the Mortgaged Property, including all buildings and improvements on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to: (A) with respect to a Second Lien Loan only, the lien of the first mortgage on the Mortgaged Property; (B1) the lien of current real property taxes and assessments not yet due and payable; (C2) covenants, conditions and restrictions, rights of way, easements and other matters mailers of the public record as of the date of recording acceptable to prudent mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (Ai) specifically referred to or to otherwise considered in the appraisal made for the originator of the Mortgage Loan or (Bii) which do not adversely affect the Appraised Value appraised value of the Mortgaged Property set forth in such appraisal; and; (D3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property; and (4) with respect to each Second Lien Mortgage a prior mortgage lien on the Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, subsisting and enforceable and perfected (A) first lien (and first priority security interest with respect to a each First Lien Mortgage Loan, or (B) or second lien (and second priority security interest with respect to a each Second Lien Mortgage Loan) and first priority (with respect to a First Lien Loan) or second priority (with respect to a Second Lien Loan) security interest , in either case, on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;