EXECUTION COPY ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT, dated September 1, 2006 (this "Assignment"), among Morgan Stanley Mortgage Capital Inc. ("MSMCI" or the "Purchaser"), GMAC Mortgage Corporation,...Assignment and Assumption Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
between Morgan Stanley Mortgage Capital Inc. (Owner) and GMAC Mortgage Corporation, a Pennsylvania corporation (Servicer)Servicing Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
RECITALSAssignment, Assumption and Recognition Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
MORGAN STANLEY CAPITAL I INC. DepositorPooling and Servicing Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
New York, New York September 26, 2006 Morgan Stanley & Co. Incorporated 1585 Broadway New York, New York 10036 Dear Sirs and Madams: Morgan Stanley Capital I Inc., a Delaware corporation (the "Company"), proposes to sell to you as representative (the...Underwriting Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
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Purchaser andSeller's Warranties and Servicing Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
Conventional, Fixed and Adjustable Rate Residential Mortgage LoansMortgage Loan Purchase and Warranties Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
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and MORGAN STANLEY MORTGAGE CAPITAL INC., as PurchaserMortgage Loan Sale and Servicing Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
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and BISHOP'S GATE RESIDENTIAL MORTGAGE TRUST (formerly known as CENDANT RESIDENTIAL MORTGAGE TRUST), SellersMortgage Loan Flow Purchase, Sale & Servicing Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
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EXECUTION COPY--Post Reg AB OMNIBUS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT THIS OMNIBUS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT, dated as of December 1, 2006 (the "Assignment" or the "Agreement"), among Morgan Stanley Mortgage...Omnibus Assignment, Assumption and Recognition Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
EXECUTION COPY ASSIGNMENT AND RECOGNITION AGREEMENT THIS ASSIGNMENT AND RECOGNITION AGREEMENT (this "Agreement"), dated of September 1, 2006, is entered into among Morgan Stanley Capital I Inc., a Delaware corporation (the "Assignee"), Morgan Stanley...Assignment and Recognition Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction
Conventional, Fixed and Adjustable Rate Residential Mortgage LoansMaster Mortgage Loan Purchase and Warranties Agreement • January 25th, 2007 • Morgan Stanley Mortgage Loan Trust 2006-12xs • Asset-backed securities • New York
Contract Type FiledJanuary 25th, 2007 Company Industry Jurisdiction