Asset-Backed Pass-Through Certificates Series 2004-R2 Sample Contracts

COLLATERAL TYPE --------------------------------------------------------------- -------------------------------------------------------------------- PRINCIPAL REMAINING NUMBER OF BALANCE % OF PRINCIPAL TERM TO GROSS MORTGAGE AS OF THE BALANCE AS OF...
Mortgage Loan Purchase Agreement • April 20th, 2004 • Asset-Backed Pass-Through Certificates Series 2004-R2 • Asset-backed securities

The pool (the "Mortgage Pool") delivered to the trust (the "Mortgage Loans") consists of conventional, one-to four- family, adjustable-rate and fixed-rate mortgage loans. The Depositor purchased the Mortgage Loans from the Seller pursuant to the Mortgage Loan Purchase Agreement, dated April 1, 2004 (the " Mortgage Loan Purchase Agreement"), between the Seller and the Depositor. Pursuant to the Pooling and Servicing Agreement, dated as of the Cut-off Date (the "Pooling and Servicing Agreement"), among the Depositor, the Master Servicer and the Trustee, the Depositor caused the Mortgage Loans to be assigned to the Trustee for the benefit of the certificateholders.

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AMERIQUEST MORTGAGE SECURITIES INC.
Pooling and Servicing Agreement • April 20th, 2004 • Asset-Backed Pass-Through Certificates Series 2004-R2 • Asset-backed securities • New York
EXHIBIT 5.1
Underwriting Agreement • April 13th, 2004 • Asset-Backed Pass-Through Certificates Series 2004-R2 • Asset-backed securities
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