Citigroup Mortgage Loan Trust 2006-Nc2 Sample Contracts

CITIGROUP MORTGAGE LOAN TRUST INC. $768,119,000 (Approximate) Citigroup Mortgage Loan Trust Inc. Asset-Backed Pass-Through Certificates, Series 2006-NC2 UNDERWRITING AGREEMENT
Underwriting Agreement • October 13th, 2006 • Citigroup Mortgage Loan Trust 2006-Nc2 • Asset-backed securities • New York

Citigroup Mortgage Loan Trust Inc. (the “Company”), a Delaware corporation, proposes to issue Citigroup Mortgage Loan Trust 2006-NC2, Asset-Backed Pass-Through Certificates, Series 2006-NC2 (the “Certificates”), under a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), dated as of September 1, 2006, among the Company, Wells Fargo Bank, N.A. (the “Servicer”), Citibank, N.A. (the “Trust Administrator”) and U.S. Bank National Association (the “Trustee”), and proposes to sell the Registered Certificates (as defined below) to the underwriter named in Schedule II hereto (the “Underwriter”). If the firm or firms listed in Schedule II hereto include only Citigroup Global Markets Inc., then the terms “Underwriters” and “Representative,” as used herein, shall each be deemed to refer to Citigroup Global Markets Inc. The Certificates are designated as (i) the Class A-1 Certificates, the Class A-2A Certificates, the Class A-2B Certificates, the Class A-2C Certificates, (ii) t

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MASTER MORTGAGE LOAN PURCHASE AND INTERIM SERVICING AGREEMENT
Master Mortgage Loan Purchase and Interim Servicing Agreement • October 13th, 2006 • Citigroup Mortgage Loan Trust 2006-Nc2 • Asset-backed securities • New York

This is a MASTER MORTGAGE LOAN PURCHASE AND INTERIM SERVICING AGREEMENT (the “Agreement”), dated as of March 1, 2006, by and between CITIGROUP GLOBAL MARKETS REALTY CORP., having an office at 390 Greenwich Street, 4th Floor, New York, New York 10013 (the “Initial Purchaser”, and the Initial Purchaser or the Person, if any, to which the Initial Purchaser has assigned its rights and obligations hereunder as Purchaser with respect to a Mortgage Loan, and each of their respective successors and assigns, the “Purchaser”), NC CAPITAL CORPORATION, having an office at 18400 Von Karman, Suite 1000, Irvine, California 92612 (the “Seller”) and NEW CENTURY MORTGAGE CORPORATION, having an office at 18400 Von Karman, Suite 1000, Irvine, California 92612 (the “Interim Servicer”).

CITIGROUP MORTGAGE LOAN TRUST INC. Depositor WELLS FARGO BANK, N.A. Servicer CITIBANK, N.A. Trust Administrator and Trustee POOLING AND SERVICING AGREEMENT Dated as of September 1, 2006 Asset-Backed Pass-Through Certificates Series 2006-NC2
Pooling and Servicing Agreement • October 13th, 2006 • Citigroup Mortgage Loan Trust 2006-Nc2 • Asset-backed securities • New York

This Pooling and Servicing Agreement, is dated and effective as of September 1, 2006, among CITIGROUP MORTGAGE LOAN TRUST INC., as Depositor, WELLS FARGO BANK, N.A., as Servicer, CITIBANK, N.A., as Trust Administrator, and U.S. BANK NATIONAL ASSOCIATION, as Trustee.

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