Home Loan Trust 2006-Hi3 Sample Contracts

RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC.,
Trust Agreement • August 4th, 2006 • Home Loan Trust 2006-Hi3 • Asset-backed securities • Delaware

This Amended and Restated Trust Agreement, dated as of July 21, 2006 (as amended from time to time, this "Trust Agreement"), between RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC., a Delaware corporation, as depositor (the "Depositor") and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as owner trustee (the "Owner Trustee"), WITNESSETH THAT: WHEREAS, the Depositor and the Owner Trustee entered into a trust agreement dated as of July 11, 2006, in connection with the formation of a Delaware statutory trust (the "Original Trust Agreement"); WHEREAS, the Depositor and the Owner Trustee wish to amend and restate the Original Trust Agreement; NOW, THEREFORE, in consideration of the mutual agreements herein contained, the Depositor and the Owner Trustee agree as follows:

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RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC.
Home Loan Purchase Agreement • August 4th, 2006 • Home Loan Trust 2006-Hi3 • Asset-backed securities • New York

This HOME LOAN PURCHASE AGREEMENT (this "Agreement" or "Home Loan Purchase Agreement"), dated as of July 1, 2006, is made between Residential Funding Corporation (the "Seller") and Residential Funding Mortgage Securities II, Inc. (the "Purchaser"). W I T N E S S E T H : WHEREAS, the Seller owns Home Loans and the Related Documents for the Home Loans indicated on the Home Loan Schedule attached as Exhibit A hereto (collectively, the "Home Loans"), including rights to (a) any property acquired by foreclosure or deed in lieu of foreclosure or otherwise, and (b) the proceeds of any insurance policies covering the Home Loans; WHEREAS, the parties hereto desire that the Seller sell the Home Loans to the Purchaser pursuant to the terms of this Agreement together with the Related Documents on the Closing Date; WHEREAS, pursuant to the terms of the Trust Agreement, the Purchaser will sell the Home Loans to the Issuer in exchange for the Securities; WHEREAS, pursuant to the terms of the Trust Ag

JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Indenture Trustee
Servicing Agreement • August 4th, 2006 • Home Loan Trust 2006-Hi3 • Asset-backed securities • New York

This is a Servicing Agreement, dated as of July 21, 2006 (the "Servicing Agreement"), among Residential Funding Corporation (the "Master Servicer"), the Home Loan Trust 2006-HI3 (the "Issuer") and JPMorgan Chase Bank, National Association (the "Indenture Trustee"). W I T N E S S E T H T H A T: WHEREAS, pursuant to the terms of the Home Loan Purchase Agreement, Residential Funding Corporation (in its capacity as Seller) will sell to the Depositor the Home Loans together with the Related Documents on the Closing Date; WHEREAS, the Depositor will sell the Home Loans and all of its rights under the Home Loan Purchase Agreement to the Issuer, together with the Related Documents on the Closing Date; WHEREAS, pursuant to the terms of the Trust Agreement, the Issuer will issue and transfer to or at the direction of the Depositor, the Certificates; WHEREAS, pursuant to the terms of the Indenture, the Issuer will issue and transfer to or at the direction of the Depositor, the Notes; and WHEREAS,

INDENTURE TRUSTEE
Indenture • August 4th, 2006 • Home Loan Trust 2006-Hi3 • Asset-backed securities • New York
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