EXECUTION
RECONSTITUTED SERVICING AGREEMENT
THIS RECONSTITUTED SERVICING AGREEMENT (this "Agreement"), entered into
as of the 1st day of August, 2000, by and between XXXXXX CAPITAL, A DIVISION
OF XXXXXX BROTHERS HOLDINGS INC., a Delaware corporation ("Xxxxxx Capital"),
and HOMESIDE LENDING, INC. ("the Servicer"), recites and provides as follows:
RECITALS
WHEREAS, Xxxxxx Capital has conveyed certain Mortgage Loans identified on
Schedule I hereto (the "Serviced Mortgage Loans") to Structured Asset
Securities Corporation, a Delaware special purpose corporation ("SASCO"),
which in turn has conveyed the Serviced Mortgage Loans to First Union National
Bank, a national banking association, as trustee (the "Trustee"), under a
trust agreement dated as of August 1, 2000 (the "Trust Agreement"), among the
Trustee, Xxxxx Fargo Bank Minnesota, National Association, as master servicer
("Xxxxx Fargo," and, together with any successor Master Servicer appointed
pursuant to the provisions of the Trust Agreement, the "Master Servicer"),
SASCO, Xxxxxx Brothers Holdings Inc., as seller, The Murrayhill Company, as
loss mitigation advisor, and the Federal Home Loan Mortgage Corporation
("Xxxxxxx Mac"), as guarantor (the "Guarantor").
WHEREAS, multiple classes of certificates (the "Certificates"), including
the Class X Certificate, will be issued on the Closing Date pursuant to the
Trust Agreement, and Xxxxxx Brothers Inc. or a nominee thereof (together with
any successor in interest thereto and any permitted assignee or transferee
thereof, the "Directing Holder") is expected to be the initial registered
holder of the Class X Certificate.
WHEREAS, the Serviced Mortgage Loans are currently being serviced by the
Servicer pursuant to a Seller's Warranties and Servicing Agreement between
Xxxxxx Capital and the Servicer (which agreement was assigned to the Servicer
by First Chicago NBD Mortgage Company), dated as of July 1, 1999 (for
Conventional Residential Adjustable Rate Mortgage Loans, Group 1999-1) (the
"7/1/99 SWSA").
WHEREAS, Xxxxxx Capital desires that the Servicer continue to service the
Serviced Mortgage Loans, and the Servicer has agreed to do so, subject to the
rights of the Directing Holder, the Master Servicer and the Guarantor to
terminate the rights and obligations of the Servicer hereunder as set forth
herein and to the other conditions set forth herein.
WHEREAS, Xxxxxx Capital and the Servicer desire that the provisions of
the 7/1/99 SWSA shall apply to the Serviced Mortgage Loans, but only to the
extent provided herein and that this Agreement shall constitute a
Reconstitution Agreement which shall govern the Serviced Mortgage Loans for so
long as such Serviced Mortgage Loans remain subject to the provisions of the
Trust Agreement.
WHEREAS, the Master Servicer and any successor master servicer shall be
obligated, among other things, to supervise the servicing of the Serviced
Mortgage Loans on behalf of the Trustee, and shall have the right, under
certain circumstances, to terminate the rights and obligations of the Servicer
under this Agreement.
WHEREAS, Xxxxxx Capital and the Servicer intend that each of the Master
Servicer, the Directing Holder, the Trustee and the Guarantor is an intended
third party beneficiary of this Agreement.
NOW, THEREFORE, in consideration of the mutual agreements hereinafter set
forth and for other good and valuable consideration, the receipt and adequacy
of which are hereby acknowledged, Xxxxxx Capital and the Servicer hereby agree
as follows:
AGREEMENT
1. Definitions. Capitalized terms used and not defined in this Agreement,
including Exhibit A hereto and any provisions of the 7/1/99 SWSA between
Xxxxxx Capital and the Servicer incorporated by reference herein (regardless
if such terms are defined in the 7/1/99 SWSA), shall have the meanings
ascribed to such terms in the Trust Agreement.
2. Servicing. The Servicer agrees, with respect to the Serviced Mortgage
Loans, to perform and observe the duties, responsibilities and obligations
that are to be performed and observed under the provisions of the 7/1/99 SWSA,
except as otherwise provided herein and on Exhibit A hereto, and that the
provisions of the 7/1/99 SWSA, as so modified, are and shall be a part of this
Agreement to the same extent as if set forth herein in full.
3. Master Servicing; Termination of Servicer. The Servicer, including any
successor servicer hereunder, shall be subject to the supervision of the
Master Servicer, which Master Servicer shall be obligated to ensure that the
Servicer services the Serviced Mortgage Loans in accordance with the
provisions of this Agreement. The Master Servicer, acting on behalf of the
Trustee and the trust fund (the "Trust Fund") created pursuant to the Trust
Agreement, shall have the same rights as Xxxxxx Capital under the 7/1/99 SWSA
to enforce the obligations of the Servicer under the 7/1/99 SWSA and the term
"Purchaser" as used in the 7/1/99 SWSA in connection with any rights of the
Purchaser shall refer to the Master Servicer, except as otherwise specified in
Exhibit A hereto. The Master Servicer, with the prior consent of Xxxxxxx Mac,
shall be entitled to terminate the rights and obligations of the Servicer
under this Agreement upon the failure of the Servicer to perform any of its
obligations under this Agreement, as provided in Article X of the 7/1/99 SWSA.
Notwithstanding anything herein to the contrary, in no event shall the Master
Servicer assume any of the obligations of Xxxxxx Capital under the 7/1/99
SWSA; and in connection with the performance of the Master Servicer's duties
hereunder the parties and other signatories hereto agree that the Master
Servicer shall be entitled to all of the rights, protections and limitations
of liability afforded to the Master Servicer under the Trust Agreement.
4. Compliance with HOEPA. The Servicer is currently in compliance with
the Home Ownership and Equity Protection Act ("HOEPA") and will continue to
operate its business in compliance with HOEPA.
5. No Representations. Neither the Servicer nor the Master Servicer shall
be obligated or required to make any representations and warranties regarding
the characteristics of the Serviced Mortgage Loans in connection with the
transactions contemplated by the Trust Agreement and issuance of the
Certificates pursuant thereto.
6. Notices. All notices and communications between or among the parties
hereto (including any third party beneficiary thereof) or required to be
provided to the Trustee shall be in writing and shall be deemed received or
given when mailed first-class mail, postage prepaid, addressed to each other
party at its address specified below or, if sent by facsimile or electronic
mail, when facsimile or electronic confirmation of receipt by the recipient is
received by the sender of such notice. Each party may designate to the other
parties in writing, from time to time, other addresses to which notices and
communications hereunder shall be sent.
7. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, NOTWITHSTANDING NEW YORK
OR OTHER CHOICE OF LAW RULES TO THE CONTRARY.
8. Counterparts. This Agreement may be executed in any number of
counterparts, each of which when so executed shall be deemed to be an
original, but all of which counterparts shall together constitute but one and
the same instrument.
9. Reconstitution. Xxxxxx Capital and the Servicer agree that this
Agreement is a "Reconstitution Agreement" and that the date hereof is the
"Reconstitution Date", each as defined in the 7/1/99 SWSA.
10. Notices and Remittances to the Master Servicer and Trustee. All
notices required to be delivered to the Master Servicer under this Agreement
shall be delivered to the Master Servicer at the following address:
Xxxxx Fargo Bank Minnesota, National Association
00000 Xxxxxx Xxxx Xxxxxxx
Xxxxxxxx, Xxxxxxxx 00000
Attn: Master Servicing Department, ARC 2000-BC3
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
All remittances required to be made to the Master Servicer under this
Agreement shall be made to the following wire account:
Xxxxx Fargo Bank Minnesota, National Association
Minneapolis, Minnesota
ABA#: 000-000-000
Account Name: Corporate Trust Clearing
Account Number: 0000000000
For further credit to: Collection Account No. 00000000 (ARC 2000-BC3)
All notices required to be delivered to the Trustee hereunder shall be
delivered to the Trustee at the following address:
First Union National Bank
000 X. Xxxxx Xxxxxx XX.0000
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000-0000
Attention: Structured Finance Trust Services (ARC 2000-BC3)
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
All notices required to be delivered to the Guarantor hereunder shall
be delivered to the Guarantor at the following address:
Federal Home Loan Mortgage Corporation
0000 Xxxxx Xxxxxx Xxxx
XxXxxx, Xxxxxxxx 00000
Attention: Structured Finance - Director of Specialized Business
Services
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
Executed as of the day and year first above written.
XXXXXX CAPITAL, A DIVISION OF
XXXXXX BROTHERS HOLDINGS INC.
By: /s/ Xxxxxxx Xxxxxxxxxx
---------------------------------------
Name: Xxxxxxx X. Xxxxxxxxxx
Title: Authorized Signatory
HOMESIDE LENDING, INC.
By: /s/ X.X. Xxxx
--------------------------------------
Name: X.X. Xxxx
Title: Senior Vice President
Acknowledged by:
XXXXX FARGO BANK MINNESOTA, NATIONAL ASSOCIATION,
as Master Servicer
By: /s/ Xxxxx X. Xxxxxx
--------------------------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Assistant
FIRST UNION NATIONAL BANK,
as Trustee
By: /s/ Xxxxxxxxx X. Xxxxx
---------------------------------------------------------
Name: Xxxxxxxxx X. Xxxxx
Title: Trust Officer
FEDERAL HOME LOAN MORTGAGE CORPORATION,
as Guarantor
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Director-Securities Servicing & Processing
EXHIBIT A
Modifications to the 7/1/99 SWSA
1. Unless otherwise specified herein, any provisions of the 7/1/99 SWSA,
including definitions, relating to the original purchase and transfer of
the Serviced Mortgage Loans, including (i) representations and warranties
relating to the Mortgage Loans and not relating to servicing of the
Mortgage Loans, (ii) Mortgage Loan repurchase obligations, (iii) Agency
Transfers, Pass-Through Transfers and reconstitution, (iv) Closing Dates,
(v) First Remittance Date, (vi) Groups and Pools of Mortgage Loans, (vii)
Gross Margins, (viii) Assignments of Mortgage, (ix) First Payment Default
and (x) First Remittance Date shall be disregarded. The exhibits to the
7/1/99 SWSA and all references to such exhibits (other than Exhibit J)
shall also be disregarded.
2. For reporting purposes, a Mortgage Loan is "delinquent" when any payment
contractually due thereon has not been made by the close of business on
the Due Date therefor. Such Mortgage Loan is "30 days Delinquent" if such
payment has not been received by the close of business on the
corresponding day of the month immediately succeeding the month in which
such payment was first due, or, if there is no such corresponding day
(e.g., as when a 30-day month follows a 31-day month in which a payment
was due on the 31st day of such month), then on the last day of such
immediately succeeding month. Similarly for "60 days Delinquent" and the
second immediately succeeding month and "90 days Delinquent" and the
third immediately succeeding month.
3. A new definition of "Adverse REMIC Event" is hereby added to Article I
immediately following the definition of "Accepted Servicing Practices",
to read as follows:
Adverse REMIC Event: As defined in Article X of the Trust Agreement.
4. The definition of "Custodial Agreement" in Article I is hereby amended in
its entirety to read as follows:
Custodial Agreement: The custodial agreement relating to the custody
of the Serviced Mortgage Loans among U.S. Bank Trust National
Association, as Custodian, the Trustee and Structured Asset
Securities Corporation (the "Depositor").
5. The definition of "Custodian" in Article I is hereby amended in its
entirety to read as follows:
Custodian: U.S. Bank Trust National Association, any successor in
interest or any successor custodian appointed pursuant to the
Custodial Agreement.
6. The definition of "Determination Date" in Article I is hereby amended by
replacing the words "preceding the related Remittance Date" with "Due
Period immediately preceding the related Remittance Date".
7. The definition of "Monthly Advance" in Article I is hereby amended and
restated to read as follows:
With respect to each Remittance Date and each Mortgage Loan, an
amount equal to the Monthly Payment (with the interest portion of
such Monthly Payment adjusted to the Mortgage Loan Remittance Rate)
that was delinquent at the close of business on the first day of the
month in which such Remittance Date occurs.
8. The definition of "Mortgage Loan Remittance Rate" is hereby amended and
restated to read as follows:
Mortgage Loan Remittance Rate: With respect to each Mortgage Loan,
the annual rate of interest remitted to the Purchaser, which shall
be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.
9. The definition of "Opinion of Counsel" is hereby amended by inserting the
words "acceptable to the Trustee, the Guarantor and Xxxxxx Capital,"
after the word "counsel" in the first and fourth line thereof.
10. The definition of "Principal Prepayment Period" in Article I is hereby
amended and restated to read as follows:
Principal Prepayment Period: With respect to the Remittance Date,
the period commencing on the second day of the month preceding the
month of the Remittance Date and ending on the first day of the
month of the Remittance Date.
11. The definition of "Prepayment Interest Shortfall Amount" in Article I is
hereby amended by amending the parenthetical in the fourth line thereof
to read as follows:
(net of related Servicing Fee for Principal Prepayments in full
only).
12. The definition of "Prime Rate" in Article I is hereby amended by adding
"Northeast Edition" after the word "Journal".
13. The definition of "Qualified Depository" in Article I is hereby amended
in its entirety to read as follows:
"Qualified Depository: Either (i) a depository the accounts of which
are insured by the FDIC through the BIF or the SAIF and the
short-term unsecured debt obligations of which are rated "A-1" or
better by S&P or "Prime-1" or better by Xxxxx'x (or a comparable
rating if another rating agency is specified by the Master Servicer
by written notice to the Servicer) or (ii) the corporate trust
department of any bank the debt obligations of which are rated at
least "A-" or its equivalent by either of S&P or Xxxxx'x."
14. The definition of "Remittance Date" in Article I is hereby amended by
replacing the comma after the word "month" with a period and deleting the
words "beginning with the First Remittance Date".
15. The definition of "REO Property" in Article I is hereby amended by
replacing the word "Purchasers" with "the Trustee on behalf of the Trust
Fund".
16. New definitions of "Retained Interest", "Retained Interest Holder" and
"Retained Interest Rate" are hereby added to Article I after the
definition of "REO Property" to read as follows:
Retained Interest: With respect to each Mortgage Loan, interest in
respect of each such Mortgage Loan retained by the Retained Interest
Holder at the Retained Interest Rate.
Retained Interest Holder: Xxxxxx Capital or any successor in
interest by assignment or otherwise.
Retained Interest Rate: Initially, 0.125% per annum in the case of
1/29 Mortgage Loans and 0.25% per annum in the case of all other
Mortgage Loans. In the event that the Servicing Fee Rate is
modified, the Retained Interest Rate shall be modified by a
corresponding amount so that the sum of the Servicing Fee Rate and
the Retained Interest Rate applicable to each Mortgage Loan shall
always equal 0.50% per annum.
17. The definition of "Servicing Fee" in Article I is hereby amended by
deleting the words "The obligations of the Purchaser to pay" in the third
sentence and by adding the following sentences to immediately follow such
third sentence:
In the event servicing is transferred to a successor servicer,
clause (a) of the Servicing Fee may not exceed 0.50% per annum. For
purposes of the definitions of "Prepayment Interest Shortfall
Amount" and "Mortgage Loan Remittance Rate", calculation of amounts
remitted to the Custodial Account pursuant to Section 4.04 and
calculation of compensating interest pursuant to Section 5.05, the
rate per annum in clause (a) of the definition of "Servicing Fee"
shall be 0.50%.
18. The definition of "Servicing File" in Article I is hereby replaced by the
following:
Servicing File: With respect to each Mortgage Loan, the file
retained by the Servicer.
17. Article II (Conveyance of Mortgage Loans; Possession of Mortgage Files;
Books and Records; Custodial Agreement; Delivery of Documents) is hereby
deleted in its entirety as inapplicable to this reconstitution.
18. Article III (Representation and Warranties; Remedies and Breach) is
hereby amended as follows:
(a) by adding the words "is solvent and" after the word "Company" in the
first sentence of Section 3.01(f) and by deleting the second
sentence thereof;
(b) by deleting Section 3.01(i), (j), (l), (m), (n) and (o); and
(c) by adding as the last paragraph to Section 3.01 the following:
It is understood and agreed that the representations and
warranties set forth in Section 3.01 shall survive the engagement of
the Servicer to perform the servicing responsibilities hereunder and
the delivery of the Servicing Files to the Servicer and shall inure
to the benefit of the Trustee and the Trust Fund. Upon discovery by
either the Servicer, the Master Servicer or the Trustee of a breach
of any of the foregoing representations and warranties which
materially and adversely affects the ability of the Servicer to
perform its duties and obligations under this Agreement or otherwise
materially and adversely affects the value of the Mortgage Loans,
the Mortgaged Property or the priority of the security interest on
such Mortgaged Property or the interest of the Trustee or the Trust
Fund, the party discovering such breach shall give prompt written
notice to the other.
Within 60 days of the earlier of either discovery by or notice
to the Servicer of any breach of a representation or warranty set
forth in Section 3.01 which materially and adversely affects the
ability of the Servicer to perform its duties and obligations under
this Agreement or otherwise materially and adversely affects the
value of the Loans, the Mortgaged Property or the priority of the
security interest on such Mortgaged Property, the Servicer shall use
its best efforts promptly to cure such breach in all material
respects and, if such breach cannot be cured within such 60 days,
the Servicer shall, at the Trustee's option, assign the Servicer's
rights and obligations under this Agreement (or respecting the
affected Loans) to a successor Servicer selected by the Trustee with
the prior consent and approval of the Master Servicer and the
Guarantor. Such assignment shall be made in accordance with Section
12.01.
In addition, the Servicer shall indemnify the Trustee, the
Trust Fund, the Guarantor and Master Servicer and hold each of them
harmless against any costs resulting from any claim, demand, defense
or assertion based on or grounded upon, or resulting from, a breach
of the Servicer's representations and warranties contained in this
Agreement. It is understood and agreed that the remedies set forth
in this Section 3.01 constitute the sole remedies of the Master
Servicer, the Trust Fund and the Trustee respecting a breach of the
foregoing representations and warranties.
Any cause of action against the Servicer relating to or arising
out of the breach of any representations and warranties made in
Section 3.01 shall accrue upon (i) discovery of such breach by the
Servicer or notice thereof by the Trustee or Master Servicer to the
Servicer, (ii) failure by the Servicer to cure such breach within
the applicable cure period, and (iii) demand upon the Servicer by
the Trustee or the Master Servicer for compliance with this
Agreement.
19. Section 3.02 (Representations and Warranties Regarding Individual
Mortgage Loans); Section 3.03 (Remedies for Breach of Representations and
Warranties); and Section 3.04 (Restrictions and Requirements Applicable
in the Event that a Mortgage Loan is Acquired by a REMIC) shall be
disregarded for purposes of this reconstitution.
20. Section 4.01 (Company to Act as Servicer) is hereby amended as follows:
(a) The second paragraph of Section 4.01 (Company to Act as
Servicer) is hereby amended by replacing the word "Purchaser"
in (i) the fifth and twenty-second lines thereof with "Trustee
and the Trust Fund", (ii) in the eighth line thereof with
"Trustee" and (iii) in the twenty-fifth line thereof with
"Trustee";
(b) by changing the word "unless" in the sixth line of the second
paragraph to "except in the case where";
(c) by adding the following after the word "Loan" in the twelfth
line of the second paragraph:
"unless the Servicer shall have provided to the Master
Servicer, the Trustee and the Guarantor an Opinion of
Counsel in writing to the effect that such modification,
waiver or amendment would not cause an Adverse REMIC Event."
(d) The fourth paragraph of Section 4.01 is hereby amended by
replacing the word "Purchaser's" with "Master Servicer's".
21. Section 4.02 (Liquidation of Mortgage Loans) is hereby amended by
replacing the number "90" with "65" in each instance, by replacing the
word "Purchaser" in the seventh and twenty-third lines of the first
paragraph thereof with "Trustee and the Trust Fund", replacing the word
"Purchaser" in the twelfth, fourteenth and fifteenth lines of the first
paragraph thereof with "Master Servicer and Guarantor"; replacing the
word "Purchaser" in the fourth and sixth lines of the second paragraph
thereof with "Master Servicer and Guarantor" and by replacing all
references to "Purchaser" in the third paragraph with "Master Servicer,
with the Guarantor's consent".
22. Section 4.04 (Establishment of and Deposits to Custodial Account) is
hereby amended as follows:
the words "in trust for the Purchaser of Conventional Residential
Adjustable Rate Mortgage Loans, Group No. 1999-1 and various
Mortgagors" in the fourth, fifth and sixth lines of the first
sentence of the first paragraph shall be replaced by the following:
"in trust for Xxxxx Fargo Bank Minnesota, National Association, as
Master Servicer for ARC 2000-BC3 Trust".
23. Section 4.05 (Permitted Withdrawals From Custodial Account) is hereby
amended as follows:
(a) by adding the following to the beginning of clause (i): "to pay
any outstanding MGIC Insurance Premiums and"; and
(b) by restating clause (ii) as follows:
"to reimburse itself for Monthly Advances of the Servicer's
funds made pursuant to Section 5.03. The Servicer's right to
reimburse itself pursuant to this clause (ii) with respect
to any Mortgage Loan being limited to amounts received on
the related Mortgage Loan which represent late payments of
principal and/or interest respecting which any such advance
was made, it being understood that, in the case of any such
reimbursement, the Servicer's right to such reimbursement
shall be prior to the rights of the Trust Fund; provided,
however, that following the final liquidation of a Mortgage
Loan, the Servicer may reimburse itself for previously
unreimbursed Monthly Advances in excess of Liquidation
Proceeds or Insurance Proceeds with respect to such Mortgage
Loan from the Collection Account, it being understood, in
the case of any such reimbursement, that the Servicer's
right thereto shall be prior to the rights of the Trust
Fund"; and
(c) by adding the following paragraph immediately after the
original last paragraph of Section 4.05:
On each Remittance Date, the Servicer shall remit the
Retained Interest with respect to the Mortgage Loans to the
Master Servicer for distribution by the Master Servicer to the
Retained Interest Holder.
24. Section 4.06 (Establishment of and Deposits to Escrow Account) shall be
amended by deleting the words "the Purchaser of Conventional Residential
Adjustable Rate Mortgage Loans, Group No. 1999-1", in the fourth, fifth
and sixth lines of the first sentence of the first paragraph, and
replacing it with the following:
"Xxxxx Fargo Bank, Minnesota, National Association, as Master
Servicer for the ARC 2000-BC3 Trust".
25. Section 4.09 (Protection of Accounts) is hereby amended by replacing the
word "Purchaser" in the third line of the first paragraph with "Trustee"
and in the twelfth line of the third paragraph thereof with "Trustee and
the Trust Fund".
26. Section 4.10 (Maintenance of Hazard Insurance) is hereby amended by
replacing the words "a generally acceptable insurer" in the first
paragraph thereof with "an insurer reasonably acceptable to the Guarantor
(the Servicer shall be responsible for ascertaining whether the insurer
is acceptable to the Guarantor)", replacing the words "Xxxxxx Xxx" in the
second and third paragraphs thereof with "Xxxxxxx Mac", and adding the
words "on behalf of the Trust Fund" after the words "loss payee" in the
sixth paragraph thereof.
27. Section 4.11 (Maintenance of Mortgage Impairment Insurance) is hereby
amended by changing all references to "Purchaser" in the last sentence
thereof to "Master Servicer".
28. Section 4.12 (Maintenance of Fidelity Bond and Errors and Omissions
Insurance) is hereby amended by deleting the words "Xxxxxx Xxx in the
Xxxxxx Mae Guides" and by replacing all references to "Purchaser" with
"Master Servicer".
29. Section 4.14 (Restoration of Mortgaged Property) is hereby amended by
changing the reference to "Purchaser" in the first paragraph thereof to
"Master Servicer" and by restating the second paragraph to read as
follows:
If the Trustee or the Trust Fund is named as an additional loss
payee, the Company is hereby empowered to endorse any draft issued
in request of such claim in the name of the Trustee or the Trust
Fund.
30. Section 4.15 (Maintenance of PMI Policy: Claims) is hereby amended by
changing the references to "Purchaser" in the second line of the first
paragraph and the second line of the second paragraph to "Trust Fund".
31. Section 4.16 (Title, Management and Disposition of REO Property) is
hereby amended by replacing the word "Purchaser" in the first paragraph
with "Trustee"; replacing the word "Purchaser" in the second and fifth
paragraphs with "Trustee and the Trust Fund"; replacing the word
"Purchaser" in the sixth paragraph with "Trustee"; replacing the word
"Purchaser" in the seventh paragraph with "Trustee, with the prior
written consent of the Master Servicer, the Guarantor and the Rating
Agencies,"; and by replacing the third paragraph with the following
paragraphs:
In the event that the Trust Fund acquires any REO Property in
connection with a default or imminent default on a Mortgage Loan,
the Servicer shall dispose of such REO Property not later than the
end of the third taxable year after the year of its acquisition by
the Trust Fund unless the Servicer has applied for and received a
grant of extension from the Internal Revenue Service to the effect
that, under the REMIC Provisions and any relevant proposed
legislation and under applicable state law, the applicable Trust
REMIC may hold REO Property for a longer period without adversely
affecting the REMIC status of such REMIC or causing the imposition
of a federal or state tax upon such REMIC. If the Servicer has
received such an extension, then the Servicer shall continue to
attempt to sell the REO Property for its fair market value for such
period longer than three years as such extension permits (the
"Extended Period"). If the Servicer has not received such an
extension and the Servicer is unable to sell the REO Property within
the period ending 3 months before the end of such third taxable year
after its acquisition by the Trust Fund or if the Servicer has
received such an extension, and the Servicer is unable to sell the
REO Property within the period ending three months before the close
of the Extended Period, the Servicer shall, before the end of the
three year period or the Extended Period, as applicable, (i)
purchase such REO Property at a price equal to the REO Property's
fair market value or (ii) auction the REO Property to the highest
bidder (which may be the Servicer) in an auction reasonably designed
to produce a fair price prior to the expiration of the three-year
period or the Extended Period, as the case may be. The Trustee shall
sign any document or take any other action reasonably requested by
the Servicer which would enable the Servicer, on behalf of the Trust
Fund, to request such grant of extension.
Notwithstanding any other provisions of this Agreement, no REO
Property acquired by the Trust Fund shall be rented (or allowed to
continue to be rented) or otherwise used by or on behalf of the
Trust Fund in such a manner or pursuant to any terms that would: (i)
cause such REO Property to fail to qualify as "foreclosure property"
within the meaning of Section 860G(a)(8) of the Code; or (ii)
subject any Trust REMIC to the imposition of any federal income
taxes on the income earned from such REO Property, including any
taxes imposed by reason of Sections 860F or 860G(c) of the Code,
unless the Servicer has agreed to indemnify and hold harmless the
Trust Fund with respect to the imposition of any such taxes.
32. Section 4.17 (Real Estate Owned Reports) is hereby amended by replacing
the words "on or before the Remittance Date" with "10th calendar day of
each month" and replacing the word "Purchaser" with "Master Servicer".
33. Section 4.18 (Liquidation Reports) is hereby amended by changing the
first reference to "Purchaser" to "Trust Fund" and the second reference
to "Purchaser" to "Master Servicer".
34. Section 4.19 (Notification of Adjustments) is hereby amended by changing
each reference to "Purchaser" to "Master Servicer".
35. New Sections 4.21 and 4.22 are hereby added to Article IV as follows:
Section 4.21 Compensating Interest.
The Servicer shall deposit in the Custodial Account prior to
each Remittance Date with respect to each Principal Prepayment, the
Prepayment Interest Shortfall Amount, if any, for the month of such
distribution. Such deposit shall be made from the Servicer's own
funds, without reimbursement therefor up to a maximum amount per
month of the Servicing Fee actually received for such month for the
Mortgage Loans.
Section 4.22 Credit Reporting.
For each Mortgage Loan, in accordance with its current
servicing practices, the Servicer will accurately and fully report
its underlying borrower credit files to each of the following credit
repositories or their successors: Equifax Credit Information
Services, Inc., Trans Union, LLC and Experian Information Solution,
Inc., on a monthly basis in a timely manner.
36. Section 5.01 (Remittances) is hereby amended by:
(a) adding the words "on a scheduled/scheduled basis" after the
word "remit" in the first line of the first paragraph;
(b) replacing the word "Purchaser" with "Master Servicer" in the
second line of the first paragraph;
(c) adding the following paragraph after the second paragraph of
such section:
All remittances required to be made to the Master Servicer shall be
made to the following wire account:
Well Fargo Bank Minnesota, National Association
Minneapolis, Minnesota
ABA# 000-000-000
Account #: 0000000000
Account Name: Corporate Trust Clearing
For further credit to: Collection Account Xx. 00000000 (XXX 0000-XX0)
(x) by replacing the word "Purchaser" in the first sentence of the
second paragraph with the word "Master Servicer".
37. Section 5.02 (Statements to Purchaser) is hereby amended by:
(i) replacing the words "Remittance Date" in the first line thereof
with the words "10th calendar day (or if such 10th calendar day
is not a Business Day, the immediately preceding Business
Day)";
(ii) deleting the words "Exhibit F annexed hereto" with "Exhibit A-1
attached hereto or other mutually acceptable format";
(iii) inserting the following sentences immediately following the
first sentence in the first paragraph of such Section:
Such Monthly Remittance Advice shall also include on a
cumulative and aggregate basis (i) the amount of claims filed,
(ii) the amount of any claim payments made, (iii) the amount
of claims denied and (iv) policies cancelled with respect to
those Serviced Mortgage Loans covered by the loan-level
primary mortgage insurance policies provided by MGIC or any
other provider of primary mortgage insurance purchased by the
Trust. The Master Servicer will convert such data (and the
data provided pursuant to Section 6.07) into a format
acceptable to the Guarantor and provide monthly reports to the
Guarantor pursuant to the Trust Agreement;
(iv) by replacing the word "Purchaser" in the second paragraph with
"Master Servicer";
(v) by replacing the words "any Purchaser" in the first sentence of
the fourth paragraph with "Master Servicer"; and
(vi) by deleting the second, third and fourth paragraphs and by
restating the fourth paragraph to read as follows: In addition,
not more than 60 days after the end of each calendar year the
Servicer will furnish the Master Servicer such information
relating to the Mortgage Loans cumulative and annual
remittances to the Master Servicer as is necessary to enable
each Certificateholder to prepare its federal income tax return
and for the Master Servicer to prepare the federal income tax
return of the Trust Fund.
38. Section 5.03 (Monthly Advances) is hereby restated in its entirety to
read as follows:
Section 5.03 Monthly Advances: On the Business Day immediately
preceding each Remittance Date, the Servicer shall deposit in the
Custodial Account from its own funds or from amounts held for future
distribution an amount equal to all Monthly Payments which were due
on the Mortgage Loans during the applicable Due Period and which
were delinquent at the close of business on the immediately
preceding Determination Date. Any amounts held for future
distribution and so used shall be replaced by the Servicer by
deposit in the Custodial Account on or before any future Remittance
Date if funds in the Custodial Account on such Remittance Date shall
be less than remittances to the Master Servicer required to be made
on such Remittance Date. The Servicer shall keep appropriate records
of such amounts and will provide such records to the Master Servicer
and the Guarantor upon request. The Guarantor, in its reasonable
judgment, shall have the right to require the Servicer to remit from
its own funds to the Collection Account an amount equal to all
Monthly Advances previously made out of funds held in the Collection
Account and not previously reimbursed from collections on the
Mortgage Loans, and in such event, the Servicer shall thereafter
remit all Monthly Advances from its own funds. In no event shall the
preceding sentence be construed as limiting the Servicer's right to
(i) pass through late collections on the related Mortgage Loans in
lieu of making Monthly Advances or (ii) reimburse itself for such
Monthly Advances from late collections on the related Mortgage
Loans.
The Servicer shall make Monthly Advances through the Distribution
Date immediately preceding the distribution of all Liquidation
Proceeds and other payments or recoveries (including insurance
proceeds and condemnation proceeds) with respect to the related
Mortgage Loans.
39. Section 6.01 (Transfers of Mortgaged Property) is hereby amended by
replacing the word "Purchaser" in the second sentence of the second
paragraph thereof with "Trustee and the Trust Fund" and by replacing the
reference to "Xxxxxx Xxx" in the third paragraph with "Xxxxxxx Mac".
40. Section 6.02 (Satisfaction of Mortgages and Release of Mortgage Files) is
hereby amended by replacing the word "Purchaser" in the first paragraph
with "Trustee", and by replacing the first reference to "Purchaser" in
the first sentence of the second paragraph with "Trustee and the Trust
Fund" and the second and third references made therein with "Master
Servicer".
41. Section 6.03 (Servicing Compensation) is hereby amended by (a) deleting
the period after the word "Fee" in the first sentence and adding the
words "and the Retained Interest" and (b) adding the following as the
third paragraph of such Section:
On each Distribution Date, the Servicer shall remit the
applicable Retained Interest to the Master Servicer.
42. Section 6.04 (Annual Statement as to Compliance) is hereby amended by
changing each reference to "Purchaser" to "Master Servicer" and by
changing the reference to "March 31" and "March 31, 2000" therein to
"April 30" and "April 30, 2001", respectively.
43. Section 6.05 (Annual Independent Public Accountants' Servicing Report) is
hereby amended by changing the reference therein to "March 31" and "March
31, 2000" to "April 30" and "April 30, 2001", respectively, and by
changing each reference to "Purchaser" to "Master Servicer".
44. Article VII (Agency Transfer, Pass-Through Transfer) shall be disregarded
for purposes of this reconstitution.
45. Section 8.01 (Provision of Information) is hereby amended by replacing
each reference to "Purchaser" therein with "the Master Servicer, the
Trustee and the Guarantor".
46. Section 9.01 (Indemnification; Third Party Claims) is hereby amended by
changing the word "Purchaser" in the first, sixth and tenth lines thereof
to "the Master Servicer, the Guarantor and the Trust Fund"; by changing
the word "Purchaser" in the third, thirteenth and fourteenth lines
thereof to "the Master Servicer, the Guarantor or the Trust Fund"; and by
changing the word "Purchaser" in the last sentence thereof to the "Trust
Fund".
47. Section 9.02 (Merger or Consolidation of the Company) is hereby amended
by replacing the words "Xxxxxx Xxx-approved or" in the second paragraph
thereof with "Xxxxxxx Mac-approved".
48. Section 9.03 (Limitation on Liability of Company and Others) is hereby
amended by changing the word "Purchaser" in the second line thereof to
"Trust Fund, the Trustee and the Master Servicer"; and by changing the
word "Purchaser" in the fourteenth line thereof to "Master Servicer" and
in the last sentence thereof to "Trust Fund".
49. Section 9.04 (Limitation on Resignation and Assignment by Company) is
hereby amended by (i) deleting the first sentence, deleting the word
"Therefore," at the beginning of the second sentence, and replacing the
word "Purchaser" with "the parties and other signatories hereto" in each
instance and (ii) replacing the words "Xxxxxx Xxx-approved" in the second
paragraph with "Xxxxxxx Mac-approved".
50. Section 10.01 (Events of Default) is hereby amended by (a) changing "five
days" to "one day" in clause (i); (b) changing "30 days" to "15 days" in
clause (ii); (c) adding the words "within the applicable cure period"
after the word "remedied" in the second line of the second paragraph; (d)
changing each reference to "Purchaser" in the second and third paragraphs
thereof to "Master Servicer"; and (e) by adding the following sentence as
the last sentence to the third paragraph of Section 10.01:
Upon termination of the Servicer for cause pursuant to this
Section 10.01 or Section 12.14, all unreimbursed Servicing Fees,
Servicing Advances and Monthly Advances still owing to the
terminated Servicer at the time of such termination shall be paid by
the Trust Fund as such amounts are received from the related
Mortgage Loans.
51. Section 10.02 (Waiver of Defaults) is hereby amended by changing the
reference to "Purchaser" in the first sentence thereof to "the Master
Servicer with the prior written consent of the Trustee and the
Guarantor".
52. Section 11.01 (Termination) is hereby amended by restating subclause (ii)
thereof to read as below and adding the following sentence immediately
after clause (ii) of such Section:
(ii) mutual consent of the Servicer and the Trustee in writing,
provided such termination is also acceptable to the Master
Servicer, the Guarantor and the Rating Agencies.
Upon a termination of this Agreement pursuant to clause (ii) of
this Section 11.01 without cause, all unreimbursed Servicing Fees,
Servicing Advances and Monthly Advances still owing the terminated
Servicer shall be paid at the time of such termination by the Trust
Fund.
53. Section 11.02 (Termination Without Cause) is hereby amended as follows:
(a) The first paragraph thereof is hereby deleted and replaced with
the following:
With the prior written consent of Xxxxxxx Mac, the Directing
Holder may terminate the rights and obligations of the Servicer
under this Agreement without cause. Any such termination shall be
with 30 days' prior notice, in writing and delivered to the Trustee,
the Master Servicer and the Servicer by registered mail as provided
herein. The Servicer shall comply with the termination procedures
set forth in Section 12.01 hereof. The Master Servicer or the
Trustee shall have no right to terminate the Servicer pursuant to
the foregoing sentences of this Section 11.02. All unreimbursed
Servicing Fees, Servicing Advances and Monthly Advances still owing
the terminated Servicer shall be paid by the Directing Holder from
its own funds without right of reimbursement from the Trust Fund
within fifteen days following such termination of the Servicer.
(b) by replacing the word "Purchaser" each time it appears in the
second paragraph with "Directing Holder";
(c) by replacing all references to "Purchaser" in the third and
fourth paragraphs with "Directing Holder"; and
(d) by adding the words ", with the consent of the Guarantor and
the Master Servicer," after the word "shall" in the third
sentence.
54. Section 12.01 (Successor to Company) is hereby amended as follows:
(i) by replacing the words "Prior to" with "Upon" in the first line
of the first paragraph thereto;
(ii) by replacing the words "to Section 11.02 after the 90 day
period has expired" with "Section 12.14" in the second and
third lines of the first paragraph thereof;
(iii) by changing the word "Purchaser" to "Master Servicer, with the
consent of the Guarantor," in the third line of the first
paragraph and by adding the words ", in accordance with the
Trust Agreement," after the word "shall" in the third line of
the first paragraph thereto;
(iv) by adding the following new sentences immediately following the
first sentence of the first paragraph thereof to read as
follows:
Prior to the termination of the Servicer's
responsibilities, rights, duties and obligations under this
Agreement pursuant to the first paragraph of Section 11.02,
the Directing Holder shall appoint a successor which shall
succeed to all rights and assume all of the responsibilities,
duties and liabilities of the Servicer under this Agreement.
Any successor to the Servicer shall be subject to the approval
of the Master Servicer, the Depositor, the Guarantor and each
Rating Agency as evidenced by a letter from such Rating Agency
delivered to the Trustee that the transfer of servicing will
not result in a qualification, withdrawal or downgrade of the
then-current rating of any of the Certificates.
(v) by amending the second sentence of the first paragraph thereof
by (a) changing the word "Purchaser" to "Depositor and the
Master Servicer" and (b) by adding the following proviso at the
end of such sentence:
; provided, however, that no such compensation shall be in
excess of that permitted the Servicer under this Agreement.
(vi) by replacing the word "promptly" in the first line of the third
paragraph thereof with "within three (3) Business Days";
(vii) by adding the following new sentence at the end of the third
paragraph of such Section.
In the event the Servicer is terminated pursuant to
Section 11.02, the Directing Holder shall be responsible for
payment from its own funds without reimbursement of any
out-of-pocket costs incurred by the Servicer and the Master
Servicer in connection with the transfer of the Serviced
Mortgage Loans to a successor servicer.
Except as otherwise provided in this Agreement, all
reasonable costs and expenses incurred in connection with any
transfer of servicing hereunder (whether as a result of
termination or removal of the Servicer for cause or
resignation of the Servicer or otherwise), including, without
limitation, the costs and expenses of the Master Servicer or
any other Person in appointing a successor servicer, or of the
Master Servicer in assuming the responsibilities of the
Servicer hereunder, or of transferring the Servicing Files and
the other necessary data to the successor servicer shall be
paid by the terminated, removed or resigning Servicer from its
own funds without reimbursement.
55. Section 12.07 (Relationship of Parties) is hereby amended by replacing
the word "Purchaser" with "Trustee, the Trust Fund, the Master Servicer,
the Guarantor or Xxxxxx Capital".
56. New Sections 12.12 (Intended Third Party Beneficiaries), 12.13 (Guarantor
Right of Termination or Declaration of Event of Default), 12.14 (Fees for
Failure to Provide Timely Reports), 12.15 (Confidentiality) and 12.16
(Deficiency Judgments) are added to the 7/1/99 SWSA to read as follows:
Section 12.12 Intended Third Party Beneficiaries.
Notwithstanding any provision herein to the contrary, the parties to
this Agreement agree that it is appropriate, in furtherance of the
intent of such parties as set forth herein, that the Master
Servicer, the Trustee, the Guarantor and the Directing Holder
receive the benefit of the provisions of this Agreement as intended
third party beneficiaries of this Agreement to the extent of such
provisions. The Servicer shall have the same obligations to the
Master Servicer, the Trustee, the Guarantor and the Directing Holder
as if they were parties to this Agreement, and the Master Servicer,
the Trustee, the Guarantor and the Directing Holder shall have the
same rights and remedies to enforce the provisions of this Agreement
as if they were parties to this Agreement. The Servicer shall only
take direction from the Master Servicer (if direction by the Master
Servicer is required under this Agreement) unless otherwise directed
by this Agreement or the Loss Mitigation Advisory Agreement.
Notwithstanding the foregoing, all rights and obligations of the
Master Servicer and the Trustee hereunder (other than the right to
indemnification) shall terminate upon termination of the Trust
Agreement and of the Trust Fund pursuant to the Trust Agreement, and
all rights of the Guarantor hereunder (other than the right to
indemnification) shall terminate upon termination of the Guaranty.
Section 12.13 Guarantor Right of Termination or Declaration of
Event of Default.
Notwithstanding any other provision of this Agreement, in the
event either (i) any Class of Certificates issued by the Trust Fund
with an initial rating assigned by the Rating Agencies of "AA" (or an
equivalent rating) is downgraded to "A" (or an equivalent rating) or
lower, or (ii) a Realized Loss is applied to reduce the principal
balance of the Class B Certificates, the Guarantor, in its sole
discretion, shall have the right to terminate the Servicer or
Servicers (or any subservicers) of the Serviced Mortgage Loans to
which such applied Realized Loss is attributable and to appoint a
successor servicer in accordance with the procedures set forth in
Section 12.01.
Section 12.14 Fees for Failure to Provide Timely Reports.
In the event the Master Servicer fails to provide certain
reports to the Guarantor accurately, completely and timely due to the
Servicer's failure to timely provide the necessary information to the
Master Servicer, and the Master Servicer is required to pay a fee to
the Guarantor, such fee shall be paid by the Servicer. The fees are
as follows:
1. For the first such failure, the amount of $500.
2. For the second such failure, the amount of $750.
3. For the third such failure, the amount of $1,000.
4. The fourth such failure shall constitute a Servicer Event
of Default under this Agreement.
Neither the Servicer nor the Master Servicer shall be required
to make any such payments upon the first such failure during each
successive two-year period following the Closing Date.
Section 12.15 Confidentiality.
The Servicer and the Master Servicer shall keep the terms of
this Agreement and the Trust Agreement regarding fees and expenses
confidential to the extent such information is not otherwise
disclosed in or pursuant to the Trust Agreement or any publicly
available documents.
Section 12.16 Deficiency Judgments.
Pursuant to the Trust Agreement, the Holders of the
Subordinate Certificates that are or may be affected by a Realized
Loss on a Liquidated Mortgage Loan are deemed to have repurchased the
ownership interest in such Liquidated Mortgage Loan held by Holders
of the Senior Certificates. In connection with the liquidation of a
Mortgage Loan, if (i) the Servicer is directed by the Master Servicer
to seek a deficiency judgment, (ii) the Servicer is offered suitable
indemnification and reimbursement for expenses from the Holders of
Subordinate Certificates, and (iii) such action is permitted by law,
the Servicer shall seek a deficiency judgment under such Liquidated
Mortgage Loan on behalf of the Holders of the Subordinate
Certificates to the extent of any Realized Loss.
EXHIBIT A-1
MONTHLY REPORTING FORMAT TO XXXXX FARGO BANK
The format for the tape should be:
1. Record length of 240
2. Blocking factor of 07 records per block
3. ASCII
4. Unlabeled tape
5. 6250 or 1600 BPI (please indicate)
COBOL
Field Name Position Length "picture"
---------- -------- ------ ---------
Master Servicer No. 001-002 2 "01"
Unit Code 003-004 2 " "
Loan Number 005-014 10 X(10)
Borrower Name 015-034 20 X(20)
Old Payment Amount 035-045 11 S9(9)V9(02)
Old Loan Rate 046-051 6 9(2)V9(04)
Servicer Fee Rate 052-057 6 9(2)V9(04)
Servicer Ending Balance 058-068 11 S9(9)V9(02)
Servicer Next Due Date 069-076 8 CCYYMMDD
Curtail Amt 1 - Before 077-087 11 S9(9)V9(02)
Curtail Date 1 088-095 8 CCYYMMDD
Curtail Amt 1 - After 096-106 11 S9(9)V9(02)
Curtail Amt 2 - Before 107-117 11 S9(9)V9(02)
Curtail Date 2 118-125 8 CCYYMMDD
Curtail Amt 2 - After 126-136 11 S9(9)V9(02)
Curtail Amt 3 - Before 137-147 11 S9(9)V9(02)
Curtail Date 3 148-155 8 CCYYMMDD
Curtail Amt 3 - After 156-166 11 S9(9)V9(02)
New Payment Amount 167-177 11 S9(9)V9(02)
New Loan Rate 178-183 6 9(2)V9(04)
Index Rate 184-189 6 9(2)V9(04)
Remaining Term 190-192 3 9(3)
Liquidation Amount 193-203 11 S9(9)V9(02)
Action Code 204-205 2 X(02)
Scheduled Principal 206-216 11 S9(9)V9(02)
Scheduled Interest 217-227 11 S9(9)V9(02)
Scheduled Ending Balance 228-238 11 S9(9)V9(02)
FILLER 239-240 2 X(02)
Trailer Record:
Number of Records 001-006 6 9(06)
FILLER 000-000 000 X(234)
Field Names and Descriptions:
Field Name Description
---------- -----------
Master Servicer No. Hard code as "01" used internally
Unit Code Hard code as " " used internally
Loan Number Investor's loan number
Borrower Name Last name of borrower
Old Payment Amount P&I amount used for the applied payment
Old Loan Rate Gross interest rate used for the applied
payment
Servicer Fee Rate Servicer's fee rate
Servicer Ending Balance Ending actual balance after a payment
has been applied
Servicer Next Due Date Borrower's next due date for a payment
Curtailment Amount 1 - Before Amount of curtailment applied before the
payment
Curtailment Date 1 Date of curtailment should coincide with
the payment date applicable to the
curtailment
Curtailment Amount 1 - After Amount of curtailment applied after the
payment
Curtailment Amount 2 - Before Amount of curtailment applied before the
payment
Curtailment Date 2 Date of curtailment should coincide with
the payment date applicable to the
curtailment
Curtailment Amount 2 - After Amount of curtailment applied after the
payment
Curtailment Amount 3 - Before Amount of curtailment applied before the
payment
Curtailment Date 3 Date of curtailment should coincide with
the payment date applicable to the
curtailment
Curtailment Amount 3 - After Amount of curtailment applied after the
payment
New Payment Amount For ARM, Equal, or Buydown loans, when a
payment change occurs, this is the
scheduled payment
New Loan Rate For ARM loans, when the gross interest
rate change occurs, this is the
scheduled rate
Index Rate For ARM loans, the index rate used in
calculating the new gross interest
rate
Remaining Term For ARM loans, the number of months left
on the loan used to determine the new
P&I amount
Liquidation Amount The payoff amount of the loan
Action Code For delinquent loans:
12 -- Relief Provisions
15 -- Bankruptcy/Litigation
20 -- Referred for Deed-in-lieu, short
sale
30 -- Referred to attorney to begin
foreclosure
60 -- Loan Paid in full
70 -- Real Estate Owned
Scheduled Principal Amount of principal from borrower
payment due to bondholder
Scheduled Interest Amount of interest from borrower payment
due to bondholder
Scheduled Ending Balance Ending scheduled balance of loan
FILLER Should be filled with spaces
Delinquency Reporting Data Fields to be
provided to Master Servicer
Servicer Loan #
Investor Loan #
Borrower Name
Address
State
Due Date
Action Code
FC Received
File Referred to Atty
NOD
Complaint Filed
Sale Published
Target Sale Date
Actual Sale Date
Loss Mit Approval Date
Loss Mit Type
Loss Mit Estimated Completion Date
Loss Mit Actual Completion Date
Loss Mit Broken Plan Date
BK Chapter
BK Filed Date
Post Petition Due
Motion for Relief
Lift of Stay
RFD
Occupant Code
Eviction Start Date
Eviction Completed Date
List Price
List Date
Accepted Offer Price
Accepted Offer Date
Estimated REO Closing Date
Actual REO Sale Date
XXXXX FARGO BANK MINNESOTA, N.A.
Form 332
------------------------------------------------------------------------------
Calculation of Realized Loss
Purpose
To provide the Servicer with a form for the calculation of any Realized Loss
(or gain) as a result of a Mortgage Loan having been foreclosed and
Liquidated.
Distribution
The Servicer will prepare the form in duplicate and send the original together
with evidence of conveyance of title and appropriate supporting documentation
to the Master Servicer with the Monthly Accounting Reports which supports the
Mortgage Loan's removal from the Mortgage Loan Activity Report. The Servicer
will retain the duplicate for its own records.
Due Date
The form will be submitted to the Master Servicer no later than the tenth
calendar day of the month after the Mortgage Loan has been liquidated.
Preparation Instructions
The numbers on the form correspond with the numbers listed below.
1. The actual Unpaid Principal Balance of the Mortgage Loan.
2. The Total Interest Due less the aggregate amount of servicing fee that
would have been earned if all delinquent payments had been made as
agreed.
3-7. Complete as necessary. All line entries must be supported by copies of
appropriate statements, vouchers, receipts, canceled checks, etc., to
document the expense. Entries not properly documented will not be
reimbursed to the Servicer.
8. Accrued Servicing Fees based upon the Scheduled Principal Balance of the
Mortgage Loan as calculated on a monthly basis.
10. The total of lines 1 through 9.
Credits
11-17. Complete as necessary. All line entries must be supported by copies of
the appropriate claims forms, statements, payment checks, etc. to
document the credit. If the Mortgage Loan is subject to a Bankruptcy
Deficiency, the difference between the Unpaid Principal Balance of
the Note prior to the Bankruptcy Deficiency and the Unpaid Principal
Balance as reduced by the Bankruptcy Deficiency should be input on
line 16.
18. The total of lines 11 through 17.
Total Realized Loss (or Amount of Any Gain)
19. The total derived from subtracting line 18 from 10. If the amount
represents a realized gain, show the amount in parenthesis ( ).
XXXXX FARGO BANK MINNESOTA, N.A.
CALCULATION OF REALIZED LOSS
-----------------------------------------------------------------------------------------------------------
XXXXX FARGO BANK MINNESOTA, N.A. Trust: ___________________________
Prepared by: __________________ Date: _______________
Phone: ______________________
---------------------------- -------------------------- -----------------------------
| Servicer Loan No. | | Servicer Name | | Servicer Address |
| | | | | |
| | | | | |
---------------------------- -------------------------- -----------------------------
XXXXX FARGO BANK MINNESOTA, N.A.
Loan No._____________________________
Borrower's Name:________________________________________________________
Property
Address:________________________________________________________________
Liquidation and Acquisition Expenses:
Actual Unpaid Principal Balance of Mortgage Loan $ _______________(1)
Interest accrued at Net Rate ________________(2)
Attorney's Fees ________________(3)
Taxes ________________(4)
Property Maintenance ________________(5)
MI/Hazard Insurance Premiums ________________(6)
Hazard Loss Expenses ________________(7)
Accrued Servicing Fees ________________(8)
Other (itemize) ________________(9)
_________________________________________ $__________________
_________________________________________ __________________
_________________________________________ __________________
_________________________________________ __________________
Total Expenses $ ______________(10)
Credits:
Escrow Balance $ ______________(11)
HIP Refund ________________(12)
Rental Receipts ________________(13)
Hazard Loss Proceeds ________________(14)
Primary Mortgage Insurance Proceeds ________________(15)
Proceeds from Sale of Acquired Property ________________(16)
Other (itemize) ________________(17)
_________________________________________ ____________________
_________________________________________ ____________________
Total Credits $________________(18)
Total Realized Loss (or Amount of Gain) $________________(19)
Schedule I
Schedule of Serviced Mortgage Loans
