RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.,
Depositor,
RESIDENTIAL FUNDING CORPORATION,
Master Servicer,
and
JPMORGAN CHASE BANK
Trustee
POOLING AND SERVICING AGREEMENT
Dated as of September 1, 2003
Mortgage Asset-Backed Pass-Through Certificates
Series 2003-RS8
TABLE OF CONTENTS
ARTICLE I
DEFINITIONS
Section 1.01. Definitions............................................................5
Accrued Certificate Interest..................................................5
Adjusted Mortgage Rate........................................................5
Adjusted Net Mortgage Rate....................................................5
Adjustment Date...............................................................6
Advance.......................................................................6
Affiliate.....................................................................6
Agreement.....................................................................6
Amount Held for Future Distribution...........................................6
Appraised Value...............................................................6
Assignment....................................................................6
Assignment Agreement..........................................................7
Assignment of Proprietary Lease...............................................7
Balloon Loan..................................................................7
Balloon Payment...............................................................7
Bankruptcy Code...............................................................7
Book-Entry Certificate........................................................7
Business Day..................................................................7
Capitalization Reimbursement Amount...........................................7
Cash Liquidation..............................................................7
Certificate...................................................................7
Certificate Account...........................................................7
Certificate Account Deposit Date..............................................7
Certificateholder or Holder...................................................8
Certificate Owner.............................................................8
Certificate Principal Balance.................................................8
Certificate Register and Certificate Registrar................................9
Class.........................................................................9
Class A Certificates..........................................................9
Class A-I Certificates........................................................9
Class A-I Interest Distribution Amount........................................9
Class A-I Principal Distribution Amount.......................................9
Class A-I-1 Certificate.......................................................9
Class A-I-1 Margin............................................................9
Class A-I-2 Certificate......................................................10
Class A-I-3 Certificate......................................................10
Class A-I-4 Certificate......................................................10
Class A-I-5 Certificate......................................................10
Class A-I-6A Certificate.....................................................10
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Class A-I-6B Certificate.....................................................10
Class A-I-7 Certificate......................................................11
Class A-I-7 Lockout Distribution Amount......................................11
Class A-I-7 Lockout Percentage...............................................11
Class A-I-7 Pro Rata Distribution Amount.....................................12
Class A-I-8 Certificate......................................................12
Class A-II Certificate.......................................................12
Class A-II-A Certificate.....................................................12
Class A-II-B Certificate.....................................................12
Class A-II Interest Distribution Amount......................................12
Class A-II Margin............................................................13
Class A-II Principal Distribution Amount.....................................13
Class A-II-A Principal Distribution Amount...................................13
Class A-II-B Principal Distribution Amount...................................13
Class M Certificate..........................................................13
Class M-I Certificates.......................................................14
Class M-I-1 Certificate......................................................14
Class M-I-1 Interest Distribution Amount.....................................14
Class M-I-1 Principal Distribution Amount....................................14
Class M-I-2 Certificate......................................................14
Class M-I-2 Interest Distribution Amount.....................................14
Class M-I-2 Principal Distribution Amount....................................15
Class M-I-3 Certificate......................................................15
Class M-I-3 Interest Distribution Amount.....................................15
Class M-I-3 Principal Distribution Amount....................................15
Class M-II Certificates......................................................16
Class M-II-1 Certificate.....................................................16
Class M-II-1 Interest Distribution Amount....................................16
Class M-II-1 Principal Distribution Amount...................................16
Class M-II-2 Certificate.....................................................17
Class M-II-2 Interest Distribution Amount....................................17
Class M-II-2 Principal Distribution Amount...................................17
Class M-II-3 Certificate.....................................................17
Class M-II-3 Interest Distribution Amount....................................18
Class M-II-3 Principal Distribution Amount...................................18
Class M-II-4 Certificate.....................................................18
Class M-II-4 Interest Distribution Amount....................................18
Class M-II-4 Principal Distribution Amount...................................19
Class M-II-5 Certificate.....................................................19
Class M-II-5 Interest Distribution Amount....................................19
Class M-II-5 Principal Distribution Amount...................................19
Class M-II Basis Risk Shortfall..............................................20
Class M-II Basis Risk Shortfall Carry-Forward Amount.........................20
Class M-II Margin............................................................20
Class R Certificate..........................................................21
Class R-I Certificate........................................................21
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Class R-II Certificate.......................................................21
Class R-III Certificate......................................................21
Class R-IV Certificate.......................................................21
Class SB Certificates........................................................21
Class SB-I Certificate.......................................................21
Class SB-II Certificate......................................................21
Closing Date.................................................................22
Code.........................................................................22
Commission...................................................................22
Compensating Interest........................................................22
Cooperative..................................................................22
Cooperative Apartment........................................................22
Cooperative Lease............................................................22
Cooperative Loans............................................................22
Cooperative Stock............................................................22
Cooperative Stock Certificate................................................23
Corporate Trust Office.......................................................23
Corresponding Class..........................................................23
Cumulative Insurance Payments................................................23
Curtailment..................................................................23
Custodial Account............................................................23
Custodial Agreement..........................................................23
Custodian....................................................................23
Cut-off Date.................................................................23
Cut-off Date Principal Balance...............................................23
Debt Service Reduction.......................................................23
Deficient Valuation..........................................................23
Definitive Certificate.......................................................24
Deleted Mortgage Loan........................................................24
Delinquent...................................................................24
Depository...................................................................24
Depository Participant.......................................................24
Derivative Contract..........................................................24
Derivative Counterparty......................................................24
Destroyed Mortgage Note......................................................24
Determination Date...........................................................24
Disqualified Organization....................................................24
Distribution Date............................................................25
Due Date.....................................................................25
Due Period...................................................................25
Eligible Account.............................................................25
ERISA........................................................................26
Event of Default.............................................................26
Exchange Act.................................................................26
Xxxxxx Xxx...................................................................26
FASIT........................................................................26
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FDIC.........................................................................26
FHA..........................................................................26
Final Certification..........................................................26
Final Distribution Date......................................................26
Final Scheduled Distribution Date............................................26
Fitch........................................................................26
Foreclosure Profits..........................................................27
Xxxxxxx Mac..................................................................27
Gross Margin.................................................................27
Group I Available Distribution Amount........................................27
Group II Available Distribution Amount.......................................27
Group I Cut-off Date Balance.................................................28
Group II Cut-off Date Balance................................................28
Group I Diverted Excess Spread...............................................28
Group II Diverted Excess Spread..............................................28
Group I Excess Cash Flow.....................................................28
Group II Excess Cash Flow....................................................28
Group I Excess Overcollateralization Amount..................................29
Group II Excess Overcollateralization Amount.................................29
Group I Interest Distribution Amount.........................................29
Group II Interest Distribution Amount........................................29
Group I Loan.................................................................29
Group II Loan................................................................29
Group II-A Loan..............................................................29
Group II-B Loan..............................................................29
Group II Basis Risk Shortfall................................................29
Group II-A Basis Risk Shortfall..............................................29
Group II-A Basis Risk Shortfall Carry-Forward Amount.........................29
Group II-B Basis Risk Shortfall..............................................30
Group II-B Basis Risk Shortfall Carry-Forward Amount.........................30
Group II Marker Rate.........................................................30
Group I Net WAC Cap Shortfall Carry-Forward Amount...........................30
Group I Net WAC Cap Rate.....................................................30
Group II Net WAC Cap Rate....................................................31
Group I Optional Termination Date............................................31
Group II Optional Termination Date...........................................31
Group I Overcollateralization Amount.........................................31
Group II Overcollateralization Amount........................................31
Group I Overcollateralization Increase Amount................................31
Group II Overcollateralization Increase Amount...............................32
Group I Overcollateralization Reduction Amount...............................32
Group II Overcollateralization Reduction Amount..............................32
Group I Pool Stated Principal Balance........................................32
Group II Pool Stated Principal Balance.......................................32
Group I Principal Distribution Amount........................................32
Group II Principal Allocation Amount.........................................33
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Group II Principal Distribution Amount.......................................33
Group I Principal Remittance Amount..........................................34
Group II Principal Remittance Amount.........................................34
Group I Required Overcollateralization Amount................................34
Group II Required Overcollateralization Amount...............................34
Group I Senior Enhancement Percentage........................................34
Group II Senior Enhancement Percentage.......................................35
Group I Sixty-Plus Delinquency Percentage....................................35
Group II Sixty-Plus Delinquency Percentage...................................35
Group I Stepdown Date........................................................35
Group II Stepdown Date.......................................................35
Group I Trigger Event........................................................35
Group II Trigger Event.......................................................36
Group I Uncertificated Regular Interests.....................................36
Group II Uncertificated Regular Interests....................................36
Guaranteed Distribution......................................................36
Hazardous Materials..........................................................37
Independent..................................................................37
Index........................................................................37
Initial Certificate Principal Balance........................................37
Insurance Account............................................................37
Insurance Payment............................................................37
Insurance Proceeds...........................................................37
Insured Certificates.........................................................37
Insurer......................................................................37
Insurer Default..............................................................37
Insurer Premium..............................................................37
Insurer Premium Rate.........................................................38
Interest Accrual Period......................................................38
Interim Certification........................................................38
Interested Person............................................................38
Late Collections.............................................................38
LIBOR........................................................................38
LIBOR Business Day...........................................................38
LIBOR Rate Adjustment Date...................................................38
Limited Repurchase Right Holder..............................................38
Liquidation Proceeds.........................................................38
Loan Group...................................................................39
Loan-to-Value Ratio..........................................................39
Maturity Date................................................................39
Maximum Group II Rate........................................................39
Maximum Mortgage Rate........................................................39
Maximum Net Mortgage Rate....................................................39
MERS.........................................................................39
MERS(R)System................................................................39
MIN..........................................................................39
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Minimum Mortgage Rate........................................................39
Modified Mortgage Loan.......................................................39
Modified Net Mortgage Rate...................................................40
MOM Loan.....................................................................40
Monthly Payment..............................................................40
Xxxxx'x......................................................................40
Mortgage.....................................................................40
Mortgage File................................................................40
Mortgage Loan Schedule.......................................................40
Mortgage Loans...............................................................41
Mortgage Note................................................................42
Mortgage Rate................................................................42
Mortgaged Property...........................................................42
Mortgagor....................................................................42
Net Mortgage Rate............................................................42
Non-Primary Residence Loans..................................................42
Non-United States Person.....................................................42
Nonrecoverable Advance.......................................................42
Nonsubserviced Mortgage Loan.................................................43
Note Margin..................................................................43
Notice.......................................................................43
Officers' Certificate........................................................43
Opinion of Counsel...........................................................43
Outstanding Mortgage Loan....................................................43
Overcollateralization Floor..................................................43
Ownership Interest...........................................................43
Pass-Through Rate............................................................43
Paying Agent.................................................................45
Percentage Interest..........................................................45
Periodic Cap.................................................................45
Permitted Investments........................................................45
Permitted Transferee.........................................................46
Person.......................................................................46
Policy.......................................................................46
Prepayment Assumption........................................................46
Prepayment Interest Shortfall................................................47
Prepayment Period............................................................47
Primary Insurance Policy.....................................................47
Principal Prepayment.........................................................47
Principal Prepayment in Full.................................................47
Program Guide................................................................47
Purchase Price...............................................................47
Qualified Insurer............................................................48
Qualified Substitute Mortgage Loan...........................................48
Rating Agency................................................................48
Realized Loss................................................................48
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Record Date..................................................................49
Regular Certificates.........................................................49
Regular Interest.............................................................49
Relief Act...................................................................49
Relief Act Shortfalls........................................................49
REMIC........................................................................50
REMIC Administrator..........................................................50
REMIC I......................................................................50
REMIC I Regular Interest.....................................................50
REMIC I Regular Interest A...................................................50
REMIC II.....................................................................50
REMIC II Regular Interest....................................................50
REMIC II Regular Interest B..................................................50
REMIC III....................................................................51
REMIC III Group I Diverted Excess Spread.....................................51
REMIC III Group II Diverted Excess Spread....................................51
REMIC III Group I Interest Loss Allocation Amount............................51
REMIC III Group II Interest Loss Allocation Amount...........................51
REMIC III Group I Overcollateralized Amount..................................51
REMIC III Group II Overcollateralized Amount.................................51
REMIC III Group I Principal Loss Allocation Amount...........................51
REMIC III Group II Principal Loss Allocation Amount..........................51
REMIC III Group I Regular Interests..........................................52
REMIC III Group II Regular Interests.........................................52
REMIC III Group I Required Overcollateralization Amount......................52
REMIC III Group II Required Overcollateralized Amount........................52
REMIC III Regular Interests..................................................52
REMIC III Regular Interest I-AA..............................................52
REMIC III Regular Interest A-I-1.............................................52
REMIC III Regular Interest A-I-2.............................................52
REMIC III Regular Interest A-I-3.............................................52
REMIC III Regular Interest A-I-4.............................................52
REMIC III Regular Interest A-I-5.............................................53
REMIC III Regular Interest A-I-6A............................................53
REMIC III Regular Interest A-I-6B............................................53
REMIC III Regular Interest A-I-7.............................................53
REMIC III Regular Interest A-I-8.............................................53
REMIC III Regular Interest M-I-1.............................................53
REMIC III Regular Interest M-I-2.............................................53
REMIC III Regular Interest M-I-3.............................................53
REMIC III Regular Interest I-ZZ..............................................53
REMIC III Regular Interest II-AA.............................................54
REMIC III Regular Interest A-II-A............................................54
REMIC III Regular Interest A-II-B............................................54
REMIC III Regular Interest M-II-1............................................54
REMIC III Regular Interest M-II-2............................................54
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REMIC III Regular Interest M-II-3............................................54
REMIC III Regular Interest M-II-4............................................54
REMIC III Regular Interest M-II-5............................................54
REMIC III Regular Interest II-ZZ.............................................54
REMIC III Regular Interest I-ZZ Maximum Interest Deferral Amount.............55
REMIC III Regular Interest II-ZZ Maximum Interest Deferral Amount............55
REMIC IV.....................................................................55
REMIC Provisions.............................................................55
REO Acquisition..............................................................55
REO Disposition..............................................................55
REO Imputed Interest.........................................................55
REO Proceeds.................................................................56
REO Property.................................................................56
Reportable Modified Mortgage Loan............................................56
Repurchase Event.............................................................56
Request for Release..........................................................56
Required Insurance Policy....................................................56
Reserve Fund.................................................................56
Reserve Fund Deposit.........................................................56
Reserve Fund Residual Right..................................................56
Residential Funding..........................................................56
Responsible Officer..........................................................56
Security Agreement...........................................................57
Servicing Accounts...........................................................57
Servicing Advances...........................................................57
Servicing Fee................................................................57
Servicing Fee Rate...........................................................57
Servicing Modification.......................................................57
Servicing Officer............................................................57
Simple Interest Loan.........................................................57
Standard & Poor's............................................................58
Startup Date.................................................................58
Stated Principal Balance.....................................................58
Sub-Group....................................................................58
Subordination................................................................58
Subsequent Recoveries........................................................58
Subordination Percentage.....................................................58
Subserviced Mortgage Loan....................................................58
Subservicer..................................................................58
Subservicer Advance..........................................................59
Subservicing Account.........................................................59
Subservicing Agreement.......................................................59
Subservicing Fee.............................................................59
Subservicing Fee Rate........................................................59
Tax Returns..................................................................59
Transfer.....................................................................59
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Transferee...................................................................59
Transferor...................................................................59
Trust Fund...................................................................59
Uniform Single Attestation Program for Mortgage Bankers......................60
Uncertificated Accrued Interest..............................................60
Uncertificated Pass-Through Rate.............................................60
Uncertificated Principal Balance.............................................60
Uncertificated Regular Interests.............................................60
Uncertificated REMIC II Pass-Through Rate....................................61
Uncertificated REMIC III Pass-Through Rate...................................61
Uninsured Cause..............................................................61
United States Person.........................................................61
VA...........................................................................61
Voting Rights................................................................61
Section 1.02. Determination of LIBOR................................................61
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01. Conveyance of Mortgage Loans..........................................63
Section 2.02. Acceptance by Trustee.................................................67
Section 2.03. Representations, Warranties and Covenants of the Master Servicer and the
Depositor.............................................................68
Section 2.04. Representations and Warranties of Residential Funding.................71
Section 2.05. Execution and Authentication of Certificates; Conveyance of Uncertificated
REMIC Regular Interests...............................................73
ARTICLE III
ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
Section 3.01. Master Servicer to Act as Servicer....................................75
Section 3.02. Subservicing Agreements Between Master Servicer and Subservicers;
Enforcement of Subservicers' Obligations..............................76
Section 3.03. Successor Subservicers................................................77
Section 3.04. Liability of the Master Servicer......................................78
Section 3.05. No Contractual Relationship Between Subservicer and Trustee or
Certificateholders....................................................78
Section 3.06. Assumption or Termination of Subservicing Agreements by Trustee.......78
Section 3.07. Collection of Certain Mortgage Loan Payments; Deposits to Custodial
Account...............................................................78
Section 3.08. Subservicing Accounts; Servicing Accounts.............................81
ix
Section 3.09. Access to Certain Documentation and Information Regarding the Mortgage
Loans.................................................................82
Section 3.10. Permitted Withdrawals from the Custodial Account......................83
Section 3.11. Maintenance of Primary Insurance Coverage.............................85
Section 3.12. Maintenance of Fire Insurance and Omissions and Fidelity Coverage.....85
Section 3.13. Enforcement of Due-on-Sale Clauses; Assumption and Modification
Agreements; Certain Assignments.......................................87
Section 3.14. Realization Upon Defaulted Mortgage Loans.............................88
Section 3.15. Trustee to Cooperate; Release of Mortgage Files.......................91
Section 3.16. Servicing and Other Compensation; Compensating Interest...............92
Section 3.17. Reports to the Trustee and the Depositor..............................93
Section 3.18. Annual Statement as to Compliance.....................................94
Section 3.19. Annual Independent Public Accountants' Servicing Report...............94
Section 3.20. Right of the Depositor in Respect of the Master Servicer..............95
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
Section 4.01. Certificate Account...................................................96
Section 4.02. Distributions.........................................................96
Section 4.03. Statements to Certificateholders; Statements to Rating Agencies; Exchange
Act Reporting........................................................110
Section 4.04. Distribution of Reports to the Trustee and the Depositor; Advances by the
Master Servicer......................................................113
Section 4.05. Allocation of Realized Losses........................................115
Section 4.06. Reports of Foreclosures and Abandonment of Mortgaged Property........118
Section 4.07. Optional Purchase of Defaulted Mortgage Loans........................118
Section 4.08. Limited Mortgage Loan Repurchase Right...............................119
Section 4.09. Distribution of Group I Net WAC Cap Shortfall Carry-Forward Amounts,
Group II-A Basis Risk Shortfall Carry-Forward Amounts, Group II-B Basis
Risk Shortfall Carry-Forward Amounts and Class M-II Basis Risk Shortfall
Carry-Forward Amounts; Reserve Fund..................................119
Section 4.10. [Reserved]...........................................................120
Section 4.11. Derivative Contracts.................................................120
ARTICLE V
THE CERTIFICATES
Section 5.01. The Certificates.....................................................122
Section 5.02. Registration of Transfer and Exchange of Certificates................123
Section 5.03. Mutilated, Destroyed, Lost or Stolen Certificates....................128
Section 5.04. Persons Deemed Owners................................................129
x
Section 5.05. Appointment of Paying Agent..........................................129
ARTICLE VI
THE DEPOSITOR AND THE MASTER SERVICER
Section 6.01. Respective Liabilities of the Depositor and the Master Servicer......130
Section 6.02. Merger or Consolidation of the Depositor or the Master Servicer; Assignment
of Rights and Delegation of Duties by Master Servicer................130
Section 6.03. Limitation on Liability of the Depositor, the Master Servicer and Others
....................................................................131
Section 6.04. Depositor and Master Servicer Not to Resign..........................132
ARTICLE VII
DEFAULT
Section 7.01. Events of Default....................................................133
Section 7.02. Trustee or Depositor to Act; Appointment of Successor................134
Section 7.03. Notification to Certificateholders...................................136
Section 7.04. Waiver of Events of Default..........................................136
ARTICLE VIII
CONCERNING THE TRUSTEE
Section 8.01. Duties of Trustee....................................................137
Section 8.02. Certain Matters Affecting the Trustee................................138
Section 8.03. Trustee Not Liable for Certificates or Mortgage Loans................140
Section 8.04. Trustee May Own Certificates.........................................140
Section 8.05. Master Servicer to Pay Trustee's Fees and Expenses; Indemnification
....................................................................140
Section 8.06. Eligibility Requirements for Trustee.................................141
Section 8.07. Resignation and Removal of the Trustee...............................141
Section 8.08. Successor Trustee....................................................142
Section 8.09. Merger or Consolidation of Trustee...................................143
Section 8.10. Appointment of Co-Trustee or Separate Trustee........................143
Section 8.11. Appointment of Custodians............................................144
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ARTICLE IX
TERMINATION
Section 9.01. Termination Upon Purchase by the Master Servicer or Liquidation of All
Mortgage Loans.......................................................145
Section 9.02. Additional Termination Requirements..................................147
ARTICLE X
REMIC PROVISIONS
Section 10.01.REMIC Administration.................................................149
Section 10.02.Master Servicer, REMIC Administrator and Trustee Indemnification
....................................................................152
ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.01.Amendment............................................................154
Section 11.02.Recordation of Agreement; Counterparts...............................156
Section 11.03.Limitation on Rights of Certificateholders...........................157
Section 11.04.Governing Law........................................................157
Section 11.05. Notices.............................................................157
Section 11.06.Notices to Rating Agencies...........................................158
Section 11.07.Severability of Provisions...........................................159
Section 11.08.Supplemental Provisions for Resecuritization.........................159
Section 11.09.[Reserved]...........................................................160
Section 11.10.Third Party Beneficiary..............................................160
ARTICLE XII
CERTAIN MATTERS REGARDING THE INSURER
Section 12.01.Rights of the Insurer to Exercise Rights of Insured Certificateholders
....................................................................161
Section 00.00.Xxxxxx Upon the Policy; Insurance Account............................161
Section 12.03.Effect of Payments by the Insurer; Subrogation......................162
Section 12.04.Notices and Information to the Insurer...............................162
Section 12.05.Trustee to Hold Policy...............................................163
Section 12.06.Payment of Insurance Premium.........................................163
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Exhibit A Form of Class A Certificate
Exhibit B Form of Class M Certificate
Exhibit C Form of Class SB Certificate
Exhibit D Form of Class R Certificate
Exhibit E Form of Custodial Agreement
Exhibit F-1 Group I Loan Schedule
Exhibit F-2 Group II-A Loan Schedule
Exhibit F-3 Group II-B Loan Schedule
Exhibit G Forms of Request for Release
Exhibit H-1 Form of Transfer Affidavit and Agreement
Exhibit H-2 Form of Transferor Certificate
Exhibit I Form of Investor Representation Letter
Exhibit J Form of Transferor Representation Letter
Exhibit K Text of Amendment to Pooling and Servicing Agreement Pursuant to Section
11.01(e) for a Limited Guaranty
Exhibit L Form of Limited Guaranty
Exhibit M Form of Lender Certification for Assignment of Mortgage Loan
Exhibit N Form of Rule 144A Investment Representation
Exhibit O [Reserved]
Exhibit P Form of ERISA Representation Letter (Class M Certificates)
Exhibit Q Certificate Guaranty Insurance Policy
Exhibit R-1 Form 10-K Certification
Exhibit R-2 Form 10-K Back-up Certification
Exhibit S Information to be Provided by the Master Servicer to the Rating Agencies Relating
to Reportable Modified Mortgage Loans
xiii
This Pooling and Servicing Agreement, effective as of September 1, 2003,
among RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as the depositor (together with
its permitted successors and assigns, the "Depositor"), RESIDENTIAL FUNDING
CORPORATION, as master servicer (together with its permitted successors and
assigns, the "Master Servicer"), and JPMORGAN CHASE BANK, a New York banking
corporation, as trustee (together with its permitted successors and assigns, the
"Trustee").
PRELIMINARY STATEMENT:
The Depositor intends to sell mortgage asset-backed pass-through
certificates (collectively, the "Certificates"), to be issued hereunder in
twenty-five classes, which in the aggregate will evidence the entire beneficial
ownership interest in the Mortgage Loans (as defined herein).
REMIC I
As provided herein, the REMIC Administrator will make an election to
treat the segregated pool of assets consisting of the Group I Loans and certain
other related assets (exclusive of the Reserve Fund) subject to this Agreement
as a real estate mortgage investment conduit (a "REMIC") for federal income tax
purposes, and such segregated pool of assets will be designated as "REMIC I."
The Class R-I Certificates will represent the sole class of "residual interests"
in REMIC I for purposes of the REMIC Provisions (as defined herein) under
federal income tax law. The following table irrevocably sets forth the
designation, remittance rate (the "Uncertificated REMIC I Pass- Through Rate")
and initial Uncertificated Principal Balance for "regular interest" in REMIC I
(the "REMIC I Regular Interest"). The "latest possible maturity date"
(determined solely for purposes of satisfying Treasury regulation Section
1.860G-1(a)(4)(iii)) for the REMIC I Regular Interest shall be the 360th
Distribution Date. The REMIC I Regular Interest will not be certificated.
Uncertificated REMIC I Uncertificated REMIC I Latest Possible
DESIGNATION Pass-Through Rate Principal Balance Maturity Date
REMIC I Regular Variable(1) $750,001,297.18 September 25, 2033
Interest A
_______________
(1) Calculated as provided in the definition of Uncertificated REMIC I
Pass-Through Rate.
REMIC II
As provided herein, the REMIC Administrator will make an election to
treat the segregated pool of assets consisting of the Group II Loans and certain
other related assets (exclusive of the Reserve Fund) subject to this Agreement
as a REMIC for federal income tax purposes, and such segregated pool of assets
will be designated as "REMIC II." The Class R-II Certificates will represent the
sole class of "residual interests" in REMIC II for purposes of the REMIC
Provisions under federal income tax law. The following table irrevocably sets
forth the designation, remittance rate (the "Uncertificated REMIC II
Pass-Through Rate") and initial Uncertificated Principal Balance for the
"regular interest" in REMIC II (the "REMIC II Regular Interest"). The "latest
possible
1
maturity date" (determined solely for purposes of satisfying Treasury regulation
Section 1.860G- 1(a)(4)(iii)) for the REMIC II Regular Interests shall be the
360th Distribution Date. The REMIC II Regular Interest will not be certificated.
Uncertificated REMIC II Uncertificated REMIC II Latest Possible
DESIGNATION Pass-Through Rate Principal Balance Maturity Date
REMIC II Regular Variable(1) $710,003,397.16 September 25, 2033
Interest B
_______________
(1) Calculated as provided in the definition of Uncertificated REMIC II
Pass-Through Rate.
REMIC III
As provided herein, the REMIC Administrator will make an election to
treat the segregated pool of assets consisting of the REMIC I Regular Interest
and the REMIC II Regular Interest and certain other related assets (exclusive of
the Reserve Fund) subject to this Agreement as a real estate mortgage investment
conduit (a "REMIC") for federal income tax purposes, and such segregated pool of
assets will be designated as "REMIC III." The Class R-III Certificates will
represent the sole class of "residual interests" in REMIC III for purposes of
the REMIC Provisions (as defined herein) under federal income tax law. The
following table irrevocably sets forth the designation, remittance rate (the
"Uncertificated REMIC III Pass-Through Rate") and initial Uncertificated
Principal Balance for each of the "regular interests" in REMIC III (the "REMIC
III Regular Interests"). The "latest possible maturity date" (determined solely
for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for
each REMIC III Regular Interest shall be the 360th Distribution Date. None of
the REMIC III Regular Interests will be certificated.
Uncertificated
REMIC III Uncertificated REMIC III Latest Possible
DESIGNATION Pass-Through Rate Principal Balance Maturity Date
I-AA Variable(1) $735,001,271.24 September 25, 2033
A-I-1 Variable(1) $ 2,198,000.00 September 25, 2033
A-I-2 Variable(1) $ 419,000.00 September 25, 2033
A-I-3 Variable(1) $ 855,000.00 September 25, 2033
A-I-4 Variable(1) $ 221,000.00 September 25, 2033
A-I-5 Variable(1) $ 494,000.00 September 25, 2033
A-I-6A Variable(1) $ 564,500.00 September 25, 0000
X-X-0X Variable(1) $ 300,000.00 September 25, 2033
A-I-7 Variable(1) $ 561,000.00 September 25, 2033
A-I-8 Variable(1) $ 1,250,000.00 September 25, 2033
M-I-1 Variable(1) $ 262,500.00 September 25, 2033
M-I-2 Variable(1) $ 206,250.00 September 25, 2033
M-I-3 Variable(1) $ 168,750.00 September 25, 2033
I-ZZ Variable(1) $ 7,500,025.94 September 25, 2033
II-AA Variable(1) $695,803,329.22 September 25, 2033
2
A-II-A Variable(1) $ 3,500,000.00 September 25, 2033
A-II-B Variable(1) $ 2,339,750.00 September 25, 2033
M-II-1 Variable(1) $ 514,750.00 September 25, 2033
M-II-2 Variable(1) $ 426,000.00 September 25, 2033
M-II-3 Variable(1) $ 106,500.00 September 25, 2033
M-II-4 Variable(1) $ 106,500.00 September 25, 2033
M-II-5 Variable(1) $ 106,500.00 September 25, 2033
II-ZZ Variable(1) $ 7,100,067.94 September 25, 2033
_______________
(1) Calculated as provided in the definition of Uncertificated REMIC III
Pass-Through Rate.
REMIC IV
As provided herein, the REMIC Administrator will elect to treat the
segregated pool of assets consisting of the REMIC III Regular Interests as a
REMIC for federal income tax purposes, and such segregated pool of assets will
be designated as REMIC IV. The Class R-IV Certificates will represent the sole
class of "residual interests" in REMIC IV for purposes of the REMIC Provisions
under federal income tax law. The following table irrevocably sets forth the
designation, Pass-Through Rate, aggregate Initial Certificate Principal Balance,
certain features, Final Scheduled Distribution Date and initial ratings for each
Class of Certificates comprising the interests representing "regular interests"
in REMIC IV and the Class R Certificates. The "latest possible maturity date"
(determined solely for purposes of satisfying Treasury Regulation Section
1.860G-1(a)(4)(iii)) for each Class of REMIC IV Regular Certificates shall be
the 360th Distribution Date.
AGGREGATE INITIAL FINAL SCHEDULED
CERTIFICATE DISTRIBUTION DATE
PASS-THROUGH PRINCIPAL FEATURES
DESIGNATION TYPE RATE BALANCE INITIAL RATINGS(4)
S&P XXXXX'X
Class A-I-1 Senior Adjustable Rate(1)$219,800,000.00 Senior August 25, 2021 AAA Aaa
Class A-I-2 Senior 2.904% $ 41,900,000.00 Senior November 25, 2023 AAA Aaa
Class A-I-3 Senior 3.479% $ 85,500,000.00 Senior October 25, 2027 AAA Aaa
Class A-I-4 Senior 4.223%(1) $ 22,100,000.00 Senior October 25, 2028 AAA Aaa
Class A-I-5 Senior 4.864%(1) $ 49,400,000.00 Senior September 25, 2030 AAA Aaa
Class A-I-6A Senior 5.960%(1)(2) $ 56,450,000.00 Senior September 25, 2033 AAA Aaa
Class A-I-6B Senior 5.880%(1)(2) $ 30,000,000.00 Senior/InsuredSeptember 25, 2033 AAA Aaa
Class A-I-7 Senior 5.015%(1) $ 56,100,000.00 Senior/LockoutSeptember 25, 2033 AAA Aaa
Class A-I-8 Senior 4.568%(1)(2) $125,000,000.00 Senior September 25, 2033 AAA Aaa
Class A-II-A Senior Adjustable(1)(2) $350,000,000.00 Senior September 25, 2033 AAA Aaa
Class A-II-B Senior Adjustable(1)(2) $233,975,000.00 Senior September 25, 2033 AAA Aaa
Class M-I-1 Mezzanine 5.683%(1)(2) $ 26,250,000.00 Xxxxxxxxx Xxxxxxxxx 00, 0000 XX Aa2
Class M-I-2 Mezzanine 6.200%(1)(2) $ 20,625,000.00 Mezzanine September 25, 2033 A A2
Class M-I-3 Mezzanine 6.200%(1)(2) $ 16,875,000.00 Mezzanine September 25, 2033 BBB Baa2
Class M-II-1 Mezzanine Adjustable(1)(2) $ 51,475,000.00 Xxxxxxxxx Xxxxxxxxx 00, 0000 XX Aa2
Class M-II-2 Mezzanine Adjustable(1)(2) $ 42,600,000.00 Mezzanine September 25, 2033 A A2
Class M-II-3 Mezzanine Adjustable(1)(2) $ 10,650,000.00 Mezzanine September 25, 2033 A- A3
Class M-II-4 Mezzanine Adjustable(1)(2) $ 10,650,000.00 Mezzanine September 25, 2033 BBB+ Baa1
3
Class M-II-5 Mezzanine Adjustable(1)(2) $ 10,650,000.00 Mezzanine September 25, 2033 BBB Baa2
Class SB-I Subordinate Variable(3) $ 1,297.18 Subordinate September 25, 2033 N/R N/R
Class SB-II Subordinate Variable(3) $ 3,397.16 Subordinate September 25, 2033 N/R N/R
Class R-I Residual N/A N/A Residual N/A N/R N/R
Class R-II Residual N/A N/A Residual N/A N/R N/R
Class R-III Residual N/A N/A Residual N/A N/R N/R
Class R-IV Residual N/A N/A Residual N/A N/R N/R
_______________
(1) Subject to a cap as described in the definition of "Pass-Through Rate"
herein. Calculated in accordance with the definition of "Pass-Through
Rate" herein.
(2) On and after the second Distribution Date after the first possible Group
I Optional Termination Date, the Pass-Through Rates on the Class A-I-6A,
Class A-I-6B, Class M-I-1, Class M-I-2 and Class M-I-3 Certificates will
increase by a per annum rate equal to 0.50%. On and after the second
Distribution Date after the first possible Group I Optional Termination
Date, the Pass-Through Rate on the Class A-I-8 Certificates will
increase by a per annum rate equal to 1.00%. On and after the second
Distribution Date after the first possible Group II Optional Termination
Date, the margin on each of the Class A-II Certificates will double and
the margin on each of the Class M-II Certificates will increase by 1.5
times.
(3) The Class SB Certificates will accrue interest as described in the
definition of Accrued Certificate Interest. The Class SB Certificates
will not accrue interest on their Certificate Principal Balance.
(4) The ratings on the Class A-I-6B Certificates have been determined
without regard to the Policy issued by the Insurer.
The Group I Loans have an aggregate Cut-off Date Principal Balance equal
to $750,001,297.18. The Group I Loans are fixed-rate, fully amortizing and
balloon payment, first lien mortgage loans having terms to maturity at
origination or modification of generally not more than 30 years. The Group II
Loans have an aggregate Cut-off Date Principal Balance equal to $710,003,397.16.
The Group II Loans are adjustable-rate, fully amortizing, first lien mortgage
loans having terms to maturity at origination or modification of generally not
more than 30 years.
In consideration of the mutual agreements herein contained, the
Depositor, the Master Servicer and the Trustee agree as follows:
4
ARTICLE I
DEFINITIONS
Section 1.01. Definitions.
Whenever used in this Agreement, the following words and phrases, unless
the context otherwise requires, shall have the meanings specified in this
Article.
Accrued Certificate Interest: With respect to each Distribution Date and
the Class A Certificates and Class M Certificates, interest accrued during the
preceding Interest Accrual Period on its Certificate Principal Balance
immediately prior to such Distribution Date at the related Pass- Through Rate.
The amount of Accrued Certificate Interest on each Class of Certificates
shall be reduced by the amount of (a) Prepayment Interest Shortfalls on the
Mortgage Loans during the prior calendar month (to the extent not covered by
Compensating Interest pursuant to Section 3.16) and Relief Act Shortfalls on
Mortgage Loans during the related Due Period, in each case to the extent
allocated to that Class of Certificates pursuant to Section 4.02(i); and (b) the
interest portion of Realized Losses allocated to such Class through
Subordination as described in Section 4.05.
With respect to each Distribution Date and the Class SB Certificates,
interest accrued during the preceding Interest Accrual Period at the related
Pass-Through Rate on the Notional Amount as specified in the definition of
Pass-Through Rate, immediately prior to such Distribution Date in each case,
reduced by any interest shortfalls with respect to the Mortgage Loans in the
related Loan Group including Prepayment Interest Shortfalls to the extent not
covered by Compensating Interest pursuant to Section 3.16 or by Group I or Group
II Excess Cash Flow pursuant to clauses (xii) through (xv) of Section 4.02(c)
and (d). In addition, Accrued Certificate Interest with respect to each
Distribution Date, as to the Class SB Certificates, shall be reduced by an
amount equal to the interest portion of Realized Losses allocated to the Group I
Overcollateralization Amount or Group II Overcollateralization Amount, as
applicable, pursuant to Section 4.05 hereof. Accrued Certificate Interest on the
Class A-I Certificates (other than the Class A-I-1 Certificates), Class M-I
Certificates and Class SB-I Certificates shall accrue on the basis of a 360-day
year consisting of twelve 30-day months. Accrued Certificate Interest on the
Class A-I-1, Class A-II, Class M-II and Class SB-II Certificates shall accrue on
the basis of a 360-day year and the actual number of days in the related
Interest Accrual Period.
Adjusted Mortgage Rate: With respect to any Mortgage Loan and any date
of determination, the Mortgage Rate borne by the related Mortgage Note, less the
related Subservicing Fee Rate.
Adjusted Net Mortgage Rate: With respect to any Group I Loan, (a) the
related Net Mortgage Rate minus (b) the Insurer Premium Rate times a fraction
equal to (x) the aggregate Certificate Principal Balance of the Insured
Certificates as of such date over (y) the aggregate Stated Principal Balance of
the Group I Loans.
5
Adjustment Date: As to each adjustable rate Mortgage Loan, each date set
forth in the related Mortgage Note on which an adjustment to the interest rate
on such Mortgage Loan becomes effective.
Advance: As to any Mortgage Loan, any advance made by the Master
Servicer, pursuant to Section 4.04.
Affiliate: With respect to any Person, any other Person controlling,
controlled by or under common control with such first Person. For the purposes
of this definition, "control" means the power to direct the management and
policies of such Person, directly or indirectly, whether through the ownership
of voting securities, by contract or otherwise; and the terms "controlling" and
"controlled" have meanings correlative to the foregoing.
Agreement: This Pooling and Servicing Agreement and all amendments hereof
and supplements hereto.
Amount Held for Future Distribution: As to any Distribution Date, the
total of the amounts held in the Custodial Account at the close of business on
the preceding Determination Date on account of (i) Liquidation Proceeds,
Subsequent Recoveries, REO Proceeds, Insurance Proceeds, Principal Prepayments,
Mortgage Loan purchases made pursuant to Section 2.02, 2.03, 2.04, 4.07 or 4.08
and Mortgage Loan substitutions made pursuant to Section 2.03 or 2.04 received
or made in the month of such Distribution Date (other than such Liquidation
Proceeds, Insurance Proceeds, REO Proceeds, Subsequent Recoveries and purchases
of Mortgage Loans that the Master Servicer has deemed to have been received in
the preceding month in accordance with Section 3.07(b)) and (ii) payments which
represent early receipt of scheduled payments of principal and interest due on a
date or dates subsequent to the Due Date in the related Due Period.
Appraised Value: As to any Mortgaged Property, one of the following: (i)
the lesser of (a) the appraised value of such Mortgaged Property based upon the
appraisal made at the time of the origination of the related Mortgage Loan, and
(b) the sales price of the Mortgaged Property at such time of origination, (ii)
in the case of a Mortgaged Property securing a refinanced or modified Mortgage
Loan, one of (1) the appraised value based upon the appraisal made at the time
of origination of the loan which was refinanced or modified, (2) the appraised
value determined in an appraisal made at the time of refinancing or modification
or (3) the sales price of the Mortgaged Property, or (iii) with respect to the
Mortgage Loans for which a broker's price opinion was obtained, the value
contained in such opinion.
Assignment: An assignment of the Mortgage, notice of transfer or
equivalent instrument, in recordable form, sufficient under the laws of the
jurisdiction wherein the related Mortgaged Property is located to reflect of
record the sale of the Mortgage Loan to the Trustee for the benefit of
Certificateholders, which assignment, notice of transfer or equivalent
instrument may be in the form of one or more blanket assignments covering
Mortgages secured by Mortgaged Properties located in the same county, if
permitted by law and accompanied by an Opinion of Counsel to that effect.
6
Assignment Agreement: The Assignment and Assumption Agreement, dated the
Closing Date, between Residential Funding and the Depositor relating to the
transfer and assignment of the Mortgage Loans.
Assignment of Proprietary Lease: With respect to a Cooperative Loan, the
assignment of the related Cooperative Lease from the Mortgagor to the originator
of the Cooperative Loan.
Balloon Loan: Each of the Mortgage Loans having an original term to
maturity that is shorter than the related amortization term.
Balloon Payment: With respect to any Balloon Loan, the related Monthly
Payment payable on the stated maturity date of such Balloon Loan.
Bankruptcy Code: The Bankruptcy Code of 1978, as amended.
Book-Entry Certificate: Any Certificate registered in the name of the
Depository or its nominee.
Business Day: Any day other than (i) a Saturday or a Sunday or (ii) a
day on which banking institutions in the States of New York, Minnesota,
Illinois, Texas or Michigan (and such other state or states in which the
Custodial Account or the Certificate Account are at the time located) are
required or authorized by law or executive order to be closed.
Capitalization Reimbursement Amount: As to any Distribution Date and
each Loan Group, the amount of unreimbursed Advances or Servicing Advances that
were added to the Stated Principal Balance of the related Mortgage Loans during
the preceding calendar month and reimbursed to the Master Servicer or
Subservicer pursuant to Section 3.10(a)(vii) on or prior to such Distribution
Date.
Cash Liquidation: As to any defaulted Mortgage Loan other than a
Mortgage Loan as to which an REO Acquisition occurred, a determination by the
Master Servicer that it has received all Insurance Proceeds, Liquidation
Proceeds and other payments or cash recoveries which the Master Servicer
reasonably and in good faith expects to be finally recoverable with respect to
such Mortgage Loan.
Certificate: Any Class A Certificate, Class M Certificate, Class SB
Certificate or Class R Certificate.
Certificate Account: The account or accounts created and maintained
pursuant to Section 4.01, which shall be entitled "JPMorgan Chase Bank, as
trustee, in trust for the registered holders of Residential Asset Mortgage
Products, Inc., Mortgage Asset-Backed Pass-Through Certificates, Series
2003-RS8" and which must be an Eligible Account.
Certificate Account Deposit Date: As to any Distribution Date, the
Business Day prior thereto.
7
Certificateholder or Holder: The Person in whose name a Certificate is
registered in the Certificate Register and, in respect of the Insured
Certificates, the Insurer to the extent of Cumulative Insurance Payments, except
that neither a Disqualified Organization nor a Non-United States Person shall be
a holder of a Class R Certificate for any purpose hereof. Solely for the purpose
of giving any consent or direction pursuant to this Agreement, any Certificate,
other than a Class R Certificate, registered in the name of the Depositor, the
Master Servicer or any Subservicer or any Affiliate thereof shall be deemed not
to be outstanding and the Percentage Interest or Voting Rights evidenced thereby
shall not be taken into account in determining whether the requisite amount of
Percentage Interests or Voting Rights necessary to effect any such consent or
direction has been obtained. All references herein to "Holders" or
"Certificateholders" shall reflect the rights of Certificate Owners as they may
indirectly exercise such rights through the Depository and participating members
thereof, except as otherwise specified herein; provided, however, that the
Trustee shall be required to recognize as a "Holder" or "Certificateholder" only
the Person in whose name a Certificate is registered in the Certificate
Register. Unless otherwise indicated in this Agreement, the Custodial Agreement
or the Assignment Agreement, whenever reference is made to the actions taken by
the Trustee on behalf of the Certificateholders, such reference shall include
the Insurer as long as there is no Insurer Default continuing.
Certificate Owner: With respect to a Book-Entry Certificate, the Person
who is the beneficial owner of such Certificate, as reflected on the books of an
indirect participating brokerage firm for which a Depository Participant acts as
agent, if any, and otherwise on the books of a Depository Participant, if any,
and otherwise on the books of the Depository.
Certificate Principal Balance: With respect to any Class A Certificate
or Class M Certificate, on any date of determination, an amount equal to (i) the
Initial Certificate Principal Balance of such Certificate as specified on the
face thereof minus (ii) the sum of (x) the aggregate of all amounts previously
distributed with respect to such Certificate (or any predecessor Certificate)
(including amounts paid pursuant to the Policy) and applied to reduce the
Certificate Principal Balance thereof pursuant to Sections 4.02(c) or 4.02(d)
and (y) the aggregate of all reductions in Certificate Principal Balance deemed
to have occurred in connection with Realized Losses which were previously
allocated to such Certificate (or any predecessor Certificate) pursuant to
Section 4.05; provided, however, that solely for purposes of determining the
Insurer's rights as subrogee to the Insured Certificateholders, the Certificate
Principal Balance of any Insured Certificate shall be deemed not to be reduced
by any principal amounts paid to the Holder thereof from Insurance Payments,
unless such amounts have been reimbursed to the Insurer pursuant to Section
4.02(c)(viii) or 4.02(d)(viii). With respect to each Class SB-I Certificate, on
any date of determination, an amount equal to the Percentage Interest evidenced
by such Certificate times an amount equal to (i) the excess, if any, of (A) the
then aggregate Stated Principal Balance of the Group I Loans over (B) the then
aggregate Certificate Principal Balance of the Class A-I Certificates and Class
M-I Certificates then outstanding, plus (ii) any Group I Diverted Excess Spread
and minus (iii) any Group II Diverted Excess Spread. With respect to each Class
SB-II Certificate, on any date of determination, an amount equal to the
Percentage Interest evidenced by such Certificate times an amount equal to (i)
the excess, if any, of (A) the then aggregate Stated Principal Balance of the
Group II Loans over (B) the then aggregate Certificate Principal Balance of the
Class A-II Certificates and Class M-II Certificates then outstanding, plus (ii)
any Group II Diverted Excess Spread and minus (iii) any Group I Diverted Excess
Spread. The Class R Certificates will not have a Certificate Principal Balance.
8
Certificate Register and Certificate Registrar: The register maintained and
the registrar appointed pursuant to Section 5.02.
Class: Collectively, all of the Certificates or uncertificated interests
bearing the same designation.
Class A Certificates: Any one of the Class A-I or Class A-II Certificates.
Class A-I Certificates: Any one of the Class A-I-1, Class A-I-2, Class
A-I-3, Class A-I-4, Class A-I-5, Class A-I-6A, Class A-I-6B, Class A-I-7 or
Class A-I-8 Certificates.
Class A-I Interest Distribution Amount: With respect to each class of
Class A-I Certificates and any Distribution Date, the aggregate amount of
Accrued Certificate Interest to be distributed to the holders of such class of
Class A-I Certificates for such Distribution Date, plus any related Accrued
Certificate Interest remaining unpaid from any prior Distribution Date, less any
related Prepayment Interest Shortfalls for such Distribution Date not covered by
Compensating Interest allocated as described herein, allocated among the Class
A-I Certificates on a pro rata basis.
Class A-I Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group I Stepdown Date or on or after the
Group I Stepdown Date if a Group I Trigger Event is in effect for that
Distribution Date, the Group I Principal Distribution Amount for that
Distribution Date or (ii) on or after the Group I Stepdown Date if a Group I
Trigger Event is not in effect for that Distribution Date, the lesser of:
(i) the Group I Principal Distribution Amount for that
Distribution Date; and
(ii) the excess, if any, of (A) the aggregate Certificate
Principal Balance of the Class A-I Certificates immediately prior to
that Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date, less the related
Overcollateralization Floor.
Class A-I-1 Certificate: Any one of the Class A-I-1 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
Class A-I-1 Margin: With respect to the Class A-I-1 Certificates and any
Distribution Date, 0.16% per annum.
9
Class A-I-2 Certificate: Any one of the Class A-I-2 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions.
Class A-I-3 Certificate: Any one of the Class A-I-3 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions.
Class A-I-4 Certificate: Any one of the Class A-I-4 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
Class A-I-5 Certificate: Any one of the Class A-I-5 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
Class A-I-6A Certificate: Any one of the Class A-I-6A Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
Class A-I-6B Certificate: Any one of the Class A-I-6B Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
10
Class A-I-7 Certificate: Any one of the Class A-I-7 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
Class A-I-7 Lockout Distribution Amount: For any Distribution Date, the
product of (x) the Class A-I-7 Lockout Percentage for that Distribution Date and
(y) the Class A-I-7 Pro Rata Distribution Amount for that Distribution Date. In
no event shall the Class A-I-7 Lockout Distribution Amount for a Distribution
Date exceed the Class A-I Principal Distribution Amount for that Distribution
Date or the Certificate Principal Balance of the Class A-I-7 Certificates
immediately prior to that Distribution Date.
Class A-I-7 Lockout Percentage: For each Distribution Date, the
applicable percentage set forth below:
(i) for any Distribution Date from October 2003 through and including
September 2006, 0%,
(ii) for any Distribution Date from October 2006 through and including
September 2008, 45%,
(iii) for any Distribution Date from October 2008 through and including
September 2009, 80%,
(iv) for any Distribution Date from October 2009 through and including
September 2010, 100%, and
11
(v) for any Distribution Date on or after October 2010, 300%.
Class A-I-7 Pro Rata Distribution Amount: For any Distribution Date, an
amount equal to the product of (x) a fraction, the numerator of which is the
Certificate Principal Balance of the Class A-I-7 Certificates immediately prior
to that Distribution Date and the denominator of which is the aggregate
Certificate Principal Balance of the Class A-I-1 Certificates through Class
A-I-7 Certificates immediately prior to that Distribution Date and (y) the Class
A-I Principal Distribution Amount for that Distribution Date.
Class A-I-8 Certificate: Any one of the Class A-I-8 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-I
Certificates, Class SB-I Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
I as set forth in Section 4.05, and evidencing (i) an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii) the
right to receive the Group I Net WAC Cap Shortfall Carry-Forward Amount from the
Reserve Fund.
Class A-II Certificate: Any one of the Class A-II-A Certificates and
Class A-II-B Certificates.
Class A-II-A Certificate: Any one of the Class A-II-A Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-II
Certificates, Class SB-II Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
II-A as set forth in Section 4.05, and evidencing (i) an interest designated as
a "regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii)
the right to receive the Group II-A Basis Risk Shortfall Carry-Forward Amount
from the Reserve Fund.
Class A-II-B Certificate: Any one of the Class A-II-B Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit A, senior to the Class M-II
Certificates, Class SB-II Certificates and Class R-IV Certificates with respect
to distributions and the allocation of Realized Losses in respect of Loan Group
II-B as set forth in Section 4.05, and evidencing (i) an interest designated as
a "regular interest" in REMIC IV for purposes of the REMIC Provisions and (ii)
the right to receive the Group II-B Basis Risk Shortfall Carry-Forward Amount
from the Reserve Fund.
Class A-II Interest Distribution Amount: With respect to each Class of
Class A-II Certificates and any Distribution Date, the aggregate amount of
Accrued Certificate Interest to be distributed to the holders of such Class of
Class A-II Certificates for such Distribution Date, plus any related Accrued
Certificate Interest thereon remaining unpaid from any prior Distribution Date,
less any related Prepayment Interest Shortfalls for such Distribution Date not
covered by Compensating Interest, allocated among the Class A-II Certificates in
the amounts and priority as follows:
(i) first, from the Interest Remittance Amount derived from the
related Sub- Group;
12
(ii) second, from the Interest Remittance Amount derived from the
non-related Sub-Group after taking into account any payments in respect
of interest on the other Class of Class A-II Certificates made in clause
(i) above;
(iii) third, from the Principal Remittance Amount derived from
the related Sub- Group; and
(iv) fourth, from the Principal Remittance Amount derived from
the non-related Sub-Group after taking into account any payments in
respect of interest on the other Class of Class A-II Certificates made
in clause (iii) above.
Class A-II Margin: With respect to the Class A-II-A Certificates,
initially 0.330% per annum, and on any Distribution Date on or after the second
Distribution Date after the first possible Group II Optional Termination Date,
0.660% per annum. With respect to the Class A-II-B Certificates, initially
0.340% per annum, and on any Distribution Date on or after the second
Distribution Date after the first possible Group II Optional Termination Date,
0.680% per annum.
Class A-II Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group II Stepdown Date or on or after the
Group II Stepdown Date if a Group II Trigger Event is in effect for that
Distribution Date, the Group II Principal Distribution Amount for that
Distribution Date or (ii) on or after the Group II Stepdown Date if a Group II
Trigger Event is not in effect for that Distribution Date, the lesser of:
(i) the Group II Principal Distribution Amount for that
Distribution Date; and
(ii) the excess, if any, of (A) the aggregate Certificate
Principal Balance of the Class A-II Certificates immediately prior to
that Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group II Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group II Loans after giving effect to
distributions to be made on that Distribution Date, less the related
Overcollateralization Floor.
Class A-II-A Principal Distribution Amount: On any Distribution Date,
the Class A-II Principal Distribution Amount multiplied by a fraction, the
numerator of which is the portion of the Group II Principal Allocation Amount
related to the Group II-A Loans for such Distribution Date and the denominator
of which is the Group II Principal Allocation Amount for all of the Group II
Loans for such Distribution Date.
Class A-II-B Principal Distribution Amount: On any Distribution Date,
the Class A-II Principal Distribution Amount multiplied by a fraction, the
numerator of which is the portion of the Group II Principal Allocation Amount
related to the Group II-B Loans for such Distribution Date and the denominator
of which is the Group II Principal Allocation Amount for all of the Group II
Loans for such Distribution Date.
Class M Certificate: Any one of the Class M-I or Class M-II Certificates.
13
Class M-I Certificates: Any one of the Class M-I-1, Class M-I-2 or Class
M-I-3 Certificates.
Class M-I-1 Certificate: Any one of the Class M-I-1 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class
M-I-2, Class M-I-3, Class SB-I and Class R-IV Certificates with respect to
distributions and the allocation of Realized Losses in respect of Loan Group I
as set forth in Section 4.05, and evidencing an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions.
Class M-I-1 Interest Distribution Amount: With respect to the Class
M-I-1 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such Distribution Date not covered by Compensating Interest allocated as
described herein to the Class M-I-1 Certificates.
Class M-I-1 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group I Stepdown Date or on or after the
Group I Stepdown Date if a Group I Trigger Event is in effect for that
Distribution Date, the remaining Group I Principal Distribution Amount for that
Distribution Date after distribution of the Class A-I Principal Distribution
Amount or (ii) on or after the Group I Stepdown Date if a Group I Trigger Event
is not in effect for that Distribution Date, the lesser of:
(i) the remaining Group I Principal Distribution Amount for that
Distribution Date after distribution of the Class A-I Principal
Distribution Amount; and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-I Certificates (after
taking into account the payment of the Class A-I Principal Distribution
Amount for that Distribution Date) and (2) the Certificate Principal
Balance of the Class M-I-1 Certificates immediately prior to that
Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date, less the related
Overcollateralization Floor.
Class M-I-2 Certificate: Any one of the Class M-I-2 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class
M-I-3, Class SB-I and Class R-IV Certificates with respect to distributions and
the allocation of Realized Losses in respect of Loan Group I as set forth in
Section 4.05, and evidencing an interest designated as a "regular interest" in
REMIC IV for purposes of the REMIC Provisions.
Class M-I-2 Interest Distribution Amount: With respect to the Class
M-I-2 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest
14
remaining unpaid from any prior Distribution Date, less any Prepayment Interest
Shortfalls for such Distribution Date not covered by Compensating Interest
allocated as described herein to the Class M-I-2 Certificates..
Class M-I-2 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group I Stepdown Date or on or after the
Group I Stepdown Date if a Group I Trigger Event is in effect for that
Distribution Date, the remaining Group I Principal Distribution Amount for that
Distribution Date after distribution of the Class A-I Principal Distribution
Amount and the Class M- I-1 Principal Distribution Amount or (ii) on or after
the Group I Stepdown Date if a Group I Trigger Event is not in effect for that
Distribution Date, the lesser of:
(i) the remaining Group I Principal Distribution Amount for that
Distribution Date after distribution of the Class A-I Principal
Distribution Amount and the Class M-I-1 Principal Distribution Amount;
and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-I Certificates and Class
M-I-1 Certificates (after taking into account the payment of the Class
A-I Principal Distribution Amount and the Class M-I-1 Principal
Distribution Amount for that Distribution Date) and (2) the Certificate
Principal Balance of the Class M-I-2 Certificates immediately prior to
that Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date, less the related
Overcollateralization Floor.
Class M-I-3 Certificate: Any one of the Class M-I-3 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class SB-I
Certificates and Class R-IV Certificates with respect to distributions and the
allocation of Realized Losses in respect of Loan Group I as set forth in Section
4.05, and evidencing an interest designated as a "regular interest" in REMIC IV
for purposes of the REMIC Provisions.
Class M-I-3 Interest Distribution Amount: With respect to the Class
M-I-3 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such Distribution Date not covered by Compensating Interest allocated as
described herein to the Class M-I-3 Certificates.
Class M-I-3 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group I Stepdown Date or on or after the
Group I Stepdown Date if a Group I Trigger Event is in effect for that
Distribution Date, the remaining Group I Principal Distribution Amount for that
Distribution Date after distribution of the Class A-I Principal Distribution
Amount, the Class M-I-1 Principal Distribution Amount and the Class M-I-2
Principal Distribution Amount or (ii) on or after the Group I Stepdown Date if a
Group I Trigger Event is not in effect for that Distribution Date, the lesser
of:
15
(i) the remaining Group I Principal Distribution Amount for that
Distribution Date after distribution of the Class A-I Principal
Distribution Amount, the Class M-I-1 Principal Distribution Amount and
the Class M-I-2 Principal Distribution Amount; and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-I Certificates, Class M-I-1
Certificates and Class M-I-2 Certificates (after taking into account the
payment of the Class A-I Principal Distribution Amount, the Class M-I-1
Principal Distribution Amount and the Class M-I-2 Principal Distribution
Amount for that Distribution Date) and (2) the Certificate Principal
Balance of the Class M- I-3 Certificates immediately prior to that
Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group I Loans after giving effect to
distributions to be made on that Distribution Date, less the related
Overcollateralization Floor.
Class M-II Certificates: Any one of the Class M-II-1, Class M-II-2,
Class M-II-3, Class M-II- 4 or Class M-II-5 Certificates.
Class M-II-1 Certificate: Any one of the Class M-II-1 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class
M-II-2, Class M-II-3, Class M-II-4, Class M-II-5, Class SB-II and Class R-IV
Certificates with respect to distributions and the allocation of Realized Losses
in respect of Loan Group II as set forth in Section 4.05, and evidencing an
interest designated as a "regular interest" in REMIC IV for purposes of the
REMIC Provisions.
Class M-II-1 Interest Distribution Amount: With respect to the Class
M-II-1 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such Distribution Date not covered by Compensating Interest allocated as
described herein to the Class M-II-1 Certificates.
Class M-II-1 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group II Stepdown Date or on or after the
Group II Stepdown Date if a Group II Trigger Event is in effect for that
Distribution Date, the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal Distribution
Amount or (ii) on or after the Group II Stepdown Date if a Group II Trigger
Event is not in effect for that Distribution Date, the lesser of:
(i) the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal
Distribution Amount; and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-II Certificates (after
taking into account the payment of the Class A-II Principal Distribution
Amount for that Distribution Date) and (2) the Certificate Principal
16
Balance of the Class M-II-1 Certificates immediately prior to that
Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group II Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group II Loans after giving effect to
distributions to be made that Distribution Date, less the related
Overcollateralization Floor.
Class M-II-2 Certificate: Any one of the Class M-II-2 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class
M-II-3, Class M-II-4, Class M-II-5, Class SB-II and Class R-IV Certificates with
respect to distributions and the allocation of Realized Losses in respect of
Loan Group II as set forth in Section 4.05, and evidencing an interest
designated as a "regular interest" in REMIC IV for purposes of the REMIC
Provisions.
Class M-II-2 Interest Distribution Amount: With respect to the Class
M-II-2 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such Distribution Date not covered by Compensating Interest allocated as
described herein to the Class M-II-2 Certificates.
Class M-II-2 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group II Stepdown Date or on or after the
Group II Stepdown Date if a Group II Trigger Event is in effect for that
Distribution Date, the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal Distribution
Amount and the Class M-II-1 Principal Distribution Amount or (ii) on or after
the Group II Stepdown Date if a Group II Trigger Event is not in effect for that
Distribution Date, the lesser of:
(i) the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal
Distribution Amount and the Class M-II-1 Principal Distribution Amount;
and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-II Certificates and Class
M-II-1 Certificates (after taking into account the payment of the Class
A-II Principal Distribution Amount and the Class M-II-1 Principal
Distribution Amount for that Distribution Date) and (2) the Certificate
Principal Balance of the Class M-II-2 Certificates immediately prior to
that Distribution Date over (B) the lesser of (x) the product of (1) the
applicable Subordination Percentage and (2) the aggregate Stated
Principal Balance of the Group II Loans after giving effect to
distributions to be made on that Distribution Date and (y) the aggregate
Stated Principal Balance of the Group II Loans after giving effect to
distributions to be made that Distribution Date, less the related
Overcollateralization Floor.
Class M-II-3 Certificate: Any one of the Class M-II-3 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class
M-II-4, Class M-II-5, Class SB-II and Class R-IV Certificates with respect to
17
distributions and the allocation of Realized Losses in respect of Loan Group II
as set forth in Section 4.05, and evidencing an interest designated as a
"regular interest" in REMIC IV for purposes of the REMIC Provisions.
Class M-II-3 Interest Distribution Amount: With respect to the Class
M-II-3 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such Distribution Date not covered by Compensating Interest allocated as
described herein to the Class M-II-3 Certificates.
Class M-II-3 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group II Stepdown Date or on or after the
Group II Stepdown Date if a Group II Trigger Event is in effect for that
Distribution Date, the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal Distribution
Amount, the Class M-II-1 Principal Distribution Amount and the Class M-II-2
Principal Distribution Amount or (ii) on or after the Group II Stepdown Date if
a Group II Trigger Event is not in effect for that Distribution Date, the lesser
of:
(i) the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal
Distribution Amount, the Class M-II-1 Principal Distribution Amount and
the Class M-II-2 Principal Distribution Amount; and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-II Certificates, Class
M-II-1 Certificates and Class M-II-2 Certificates (after taking into
account the payment of the Class A-II Principal Distribution Amount, the
Class M-II-1 Principal Distribution Amount and the Class M-II-2
Principal Distribution Amount for that Distribution Date) and (2) the
Certificate Principal Balance of the Class M- II-3 Certificates
immediately prior to that Distribution Date over (B) the lesser of (x)
the product of (1) the applicable Subordination Percentage and (2) the
aggregate Stated Principal Balance of the Group II Loans after giving
effect to distributions to be made on that Distribution Date and (y) the
aggregate Stated Principal Balance of the Group II Loans after giving
effect to distributions to be made that Distribution Date, less the
related Overcollateralization Floor.
Class M-II-4 Certificate: Any one of the Class M-II-4 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class
M-II-5, Class SB-II and Class R-IV Certificates with respect to distributions
and the allocation of Realized Losses in respect of Loan Group II as set forth
in Section 4.05, and evidencing an interest designated as a "regular interest"
in REMIC IV for purposes of the REMIC Provisions.
Class M-II-4 Interest Distribution Amount: With respect to the Class
M-II-4 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such
18
Distribution Date not covered by Compensating Interest allocated as described
herein to the Class M-II-4 Certificates.
Class M-II-4 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group II Stepdown Date or on or after the
Group II Stepdown Date if a Group II Trigger Event is in effect for that
Distribution Date, the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal Distribution
Amount, the Class M-II-1 Principal Distribution Amount, the Class M-II-2
Principal Distribution Amount and the Class M-II-3 Principal Distribution Amount
or (ii) on or after the Group II Stepdown Date if a Group II Trigger Event is
not in effect for that Distribution Date, the lesser of:
(i) the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal
Distribution Amount, the Class M-II-1 Principal Distribution Amount, the
Class M-II-2 Principal Distribution Amount and the Class M-II-3
Principal Distribution Amount; and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-II Certificates, Class
M-II-1 Certificates, Class M-II-2 Certificates and Class M-II-3
Certificates (after taking into account the payment of the Class A-II
Principal Distribution Amount, the Class M-II-1 Principal Distribution
Amount, the Class M-II-2 Principal Distribution Amount and the Class
M-II-3 Principal Distribution Amount for that Distribution Date) and (2)
the Certificate Principal Balance of the Class M-II-4 Certificates
immediately prior to that Distribution Date over (B) the lesser of (x)
the product of (1) the applicable Subordination Percentage and (2) the
aggregate Stated Principal Balance of the Group II Loans after giving
effect to distributions to be made on that Distribution Date and (y) the
aggregate Stated Principal Balance of the Group II Loans after giving
effect to distributions to be made that Distribution Date, less the
related Overcollateralization Floor.
Class M-II-5 Certificate: Any one of the Class M-II-5 Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit B, senior to the Class SB-II
Certificates and Class R-IV Certificates with respect to distributions and the
allocation of Realized Losses in respect of Loan Group II as set forth in
Section 4.05, and evidencing an interest designated as a "regular interest" in
REMIC IV for purposes of the REMIC Provisions.
Class M-II-5 Interest Distribution Amount: With respect to the Class
M-II-5 Certificates and any Distribution Date, the aggregate amount of Accrued
Certificate Interest to be distributed to the holders of such class for such
Distribution Date, plus any related Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls
for such Distribution Date not covered by Compensating Interest allocated as
described herein to the Class M-II-5 Certificates.
Class M-II-5 Principal Distribution Amount: With respect to any
Distribution Date (i) prior to the Group II Stepdown Date or on or after the
Group II Stepdown Date if a Group II Trigger Event is in effect for that
Distribution Date, the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal Distribution
Amount, the Class M-II-1
19
Principal Distribution Amount, the Class M-II-2 Principal Distribution Amount,
the Class M-II-3 Principal Distribution Amount and the Class M-II-4 Principal
Distribution Amount or (ii) on or after the Group II Stepdown Date if a Group II
Trigger Event is not in effect for that Distribution Date, the lesser of:
(i) the remaining Group II Principal Distribution Amount for that
Distribution Date after distribution of the Class A-II Principal
Distribution Amount, the Class M-II-1 Principal Distribution Amount, the
Class M-II-2 Principal Distribution Amount, the Class M-II-3 Principal
Distribution Amount and the Class M-II-4 Principal Distribution Amount;
and
(ii) the excess, if any, of (A) the sum of (1) the aggregate
Certificate Principal Balance of the Class A-II Certificates, Class
M-II-1 Certificates, Class M-II-2 Certificates, Class M-II-3
Certificates and Class M-II-4 Certificates (after taking into account
the payment of the Class A-II Principal Distribution Amount, the Class
M-II-1 Principal Distribution Amount, the Class M-II-2 Principal
Distribution Amount, the Class M-II-3 Principal Distribution Amount and
the Class M-II-4 Principal Distribution Amount for that Distribution
Date) and (2) the Certificate Principal Balance of the Class M-II-5
Certificates immediately prior to that Distribution Date over (B) the
lesser of (x) the product of (1) the applicable Subordination Percentage
and (2) the aggregate Stated Principal Balance of the Group II Loans
after giving effect to distributions to be made on that Distribution
Date and (y) the aggregate Stated Principal Balance of the Group II
Loans after giving effect to distributions to be made that Distribution
Date, less the related Overcollateralization Floor.
Class M-II Basis Risk Shortfall: With respect to the Class M-II-1, Class
M-II-2, Class M-II-3, Class M-II-4 and Class M-II-5 Certificates and any
Distribution Date for which the Pass-Through Rate for any such Class of
Certificates is equal to the Group II Net WAC Cap Rate, the excess, if any, of
(x) Accrued Certificate Interest on that Class of Certificates on such
Distribution Date, using the lesser of (a) LIBOR plus the related Class M-II
Margin, as calculated for such Distribution Date, and (b) the Maximum Group II
Rate, over (y) Accrued Certificate Interest on such Class of Class M- II
Certificates for such Distribution Date calculated at the Group II Net WAC Cap
Rate.
Class M-II Basis Risk Shortfall Carry-Forward Amount: With respect to
the Class M-II-1, Class M-II-2, Class M-II-3, Class M-II-4 and Class M-II-5
Certificates and any Distribution Date, the sum of (a) the aggregate amount of
Class M-II Basis Risk Shortfall for each such Class on such Distribution Date
plus (b) any Class M-II Basis Risk Shortfall Carry-Forward Amount for such
Classes remaining unpaid from the preceding Distribution Date, plus (c) one
month's interest on the amount in clause (b) (based on the number of days in the
preceding Interest Accrual Period), to the extent previously unreimbursed by
Group I Excess Cash Flow pursuant to Section 4.02(c)(xvii) or Group II Excess
Cash Flow pursuant to Section 4.02(d)(xviii), at a rate equal to the related
Pass- Through Rate.
Class M-II Margin: With respect to the Class M-II-1 Certificates,
initially 0.730% per annum, and on any Distribution Date on or after the second
Distribution Date after the first possible Group II Optional Termination Date,
1.095% per annum. With respect to the Class M-II-2 Certificates, initially
1.800% per annum, and on any Distribution Date on or after the second
Distribution Date
20
after the first possible Group II Optional Termination Date, 2.700% per annum.
With respect to the Class M-II-3 Certificates, initially 2.150% per annum, and
on any Distribution Date on or after the second Distribution Date after the
first possible Group II Optional Termination Date, 3.225% per annum. With
respect to the Class M-II-4 Certificates, initially 3.350% per annum, and on any
Distribution Date on or after the second Distribution Date after the first
possible Group II Optional Termination Date, 5.025% per annum. With respect to
the Class M-II-5 Certificates, initially 3.500% per annum, and on any
Distribution Date on or after the second Distribution Date after the first
possible Group II Optional Termination Date, 5.250% per annum.
Class R Certificate: Any one of the Class R-I, Class R-II, Class R-III
or Class R-IV Certificates.
Class R-I Certificate: Any one of the Class R-I Certificates executed by
the Trustee and authenticated by the Certificate Registrar substantially in the
form annexed hereto as Exhibit D and evidencing an interest designated as a
"residual interest" in REMIC I for purposes of the REMIC Provisions.
Class R-II Certificate: Any one of the Class R-II Certificates executed
by the Trustee and authenticated by the Certificate Registrar substantially in
the form annexed hereto as Exhibit D and evidencing an interest designated as a
"residual interest" in REMIC II for purposes of the REMIC Provisions.
Class R-III Certificate: Any one of the Class R-III Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit D and evidencing an interest
designated as a "residual interest" in REMIC III for purposes of the REMIC
Provisions.
Class R-IV Certificate: Any one of the Class R-IV Certificates executed
by the Trustee and authenticated by the Certificate Registrar substantially in
the form annexed hereto as Exhibit D and evidencing an interest designated as a
"residual interest" in REMIC IV for purposes of the REMIC Provisions.
Class SB Certificates: Any one of the Class SB-I and Class SB-II
Certificates.
Class SB-I Certificate: Any one of the Class SB-I Certificates executed
by the Trustee and authenticated by the Certificate Registrar substantially in
the form annexed hereto as Exhibit C, subordinate to the Class A-I Certificates
and Class M-I Certificates with respect to distributions and the allocation of
Realized Losses in respect of Loan Group I as set forth in Section 4.05, and
evidencing an interest designated as a "regular interest" in REMIC IV for
purposes of the REMIC Provisions.
Class SB-II Certificate: Any one of the Class SB-II Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit C, subordinate to the Class
A-II Certificates and Class M-II Certificates with respect to distributions and
the allocation of Realized Losses in respect of Loan Group II as set forth in
Section 4.05, and
21
evidencing an interest designated as a "regular interest" in REMIC IV for
purposes of the REMIC Provisions.
Closing Date: September 29, 2003.
Code: The Internal Revenue Code of 1986.
Commission: The Securities and Exchange Commission.
Compensating Interest: With respect to any Distribution Date, an amount
equal to Prepayment Interest Shortfalls resulting from Principal Prepayments in
Full or Curtailments during the related Prepayment Period, but not more than the
lesser of (a) one-twelfth of 0.125% of the Stated Principal Balance of the
Mortgage Loans immediately preceding such Distribution Date and (b) the sum of
the Servicing Fee, all income and gain on amounts held in the Custodial Account
and the Certificate Account and amounts payable to the Certificateholders with
respect to such Distribution Date and servicing compensation to which the Master
Servicer may be entitled pursuant to Section 3.10(a)(v) and (vi), in each case
with respect to the related Loan Group; provided that for purposes of this
definition the amount of the Servicing Fee will not be reduced pursuant to
Section 7.02 except as may be required pursuant to the last sentence of Section
7.02(a).
Cooperative: A private, cooperative housing corporation which owns or
leases land and all or part of a building or buildings, including apartments,
spaces used for commercial purposes and common areas therein and whose board of
directors authorizes, among other things, the sale of Cooperative Stock.
Cooperative Apartment: A dwelling unit in a multi-dwelling building
owned or leased by a Cooperative, which unit the Mortgagor has an exclusive
right to occupy pursuant to the terms of a proprietary lease or occupancy
agreement.
Cooperative Lease: With respect to a Cooperative Loan, the proprietary
lease or occupancy agreement with respect to the Cooperative Apartment occupied
by the Mortgagor and relating to the related Cooperative Stock, which lease or
agreement confers an exclusive right to the holder of such Cooperative Stock to
occupy such apartment.
Cooperative Loans: Any of the Mortgage Loans made in respect of a
Cooperative Apartment, evidenced by a Mortgage Note and secured by (i) a
Security Agreement, (ii) the related Cooperative Stock Certificate, (iii) an
assignment of the Cooperative Lease, (iv) financing statements and (v) a stock
power (or other similar instrument), and ancillary thereto, a recognition
agreement between the Cooperative and the originator of the Cooperative Loan,
each of which was transferred and assigned to the Trustee pursuant to Section
2.01 and are from time to time held as part of the Trust Fund.
Cooperative Stock: With respect to a Cooperative Loan, the single
outstanding class of stock, partnership interest or other ownership instrument
in the related Cooperative.
22
Cooperative Stock Certificate: With respect to a Cooperative Loan, the
stock certificate or other instrument evidencing the related Cooperative Stock.
Corporate Trust Office: The principal office of the Trustee at which at
any particular time its corporate trust business with respect to this Agreement
shall be administered, which office at the date of the execution of this
instrument is located at 0 Xxx Xxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000,
Attention: Institutional Trust Services/Structured Finance Services, RAMP,
Series 2003-RS8.
Corresponding Class: With respect to each REMIC III Regular Interest
other than REMIC III Regular Interests I-AA, I-ZZ, II-AA and II-ZZ, the
Certificate with the corresponding designation.
Cumulative Insurance Payments: As of any time of determination, the
aggregate amount of all Insurance Payments previously paid by the Insurer under
the Policy minus (a) the aggregate of all payments previously made to the
Insurer pursuant to Section 4.02(c)(viii) and 4.02(d)(x) hereof as reimbursement
for Insurance Payments.
Curtailment: Any Principal Prepayment made by a Mortgagor which is not a
Principal Prepayment in Full.
Custodial Account: The custodial account or accounts created and
maintained pursuant to Section 3.07 in the name of a depository institution, as
custodian for the holders of the Certificates, for the holders of certain other
interests in mortgage loans serviced or sold by the Master Servicer and for the
Master Servicer, into which the amounts set forth in Section 3.07 shall be
deposited directly. Any such account or accounts shall be an Eligible Account.
Custodial Agreement: An agreement that may be entered into among the
Depositor, the Master Servicer, the Trustee and a Custodian in substantially the
form of Exhibit E hereto.
Custodian: A custodian appointed pursuant to a Custodial Agreement.
Cut-off Date: September 1, 2003.
Cut-off Date Principal Balance: As to any Mortgage Loan, the unpaid
principal balance thereof at the Cut-off Date after giving effect to all
installments of principal due on or prior thereto (or due during the month of
September 2003), whether or not received.
Debt Service Reduction: With respect to any Mortgage Loan, a reduction
in the scheduled Monthly Payment for such Mortgage Loan by a court of competent
jurisdiction in a proceeding under the Bankruptcy Code, except such a reduction
constituting a Deficient Valuation or any reduction that results in a permanent
forgiveness of principal.
Deficient Valuation: With respect to any Mortgage Loan, a valuation by a
court of competent jurisdiction of the Mortgaged Property in an amount less than
the then outstanding indebtedness under the Mortgage Loan, or any reduction in
the amount of principal to be paid in connection with
23
any scheduled Monthly Payment that constitutes a permanent forgiveness of
principal, which valuation or reduction results from a proceeding under the
Bankruptcy Code.
Definitive Certificate: Any definitive, fully registered Certificate.
Deleted Mortgage Loan: A Mortgage Loan replaced or to be replaced with a
Qualified Substitute Mortgage Loan.
Delinquent: As used herein, a Mortgage Loan is considered to be: "30 to
59 days" or "30 or more days" delinquent when a payment due on any scheduled due
date remains unpaid as of the close of business on the next following monthly
scheduled due date; "60 to 89 days" or "60 or more days" delinquent when a
payment due on any scheduled due date remains unpaid as of the close of business
on the second following monthly scheduled due date; and so on. The determination
as to whether a Mortgage Loan falls into these categories is made as of the
close of business on the last business day of each month. For example, a
Mortgage Loan with a payment due on July 1 that remained unpaid as of the close
of business on August 31 would then be considered to be 30 to 59 days
delinquent. Delinquency information as of the Cut-off Date is determined and
prepared as of the close of business on the last business day immediately prior
to the Cut-off Date.
Depository: The Depository Trust Company, or any successor Depository
hereafter named. The nominee of the initial Depository for purposes of
registering those Certificates that are to be Book-Entry Certificates is Cede &
Co. The Depository shall at all times be a "clearing corporation" as defined in
Section 8-102(5) of the Uniform Commercial Code of the State of New York and a
"clearing agency" registered pursuant to the provisions of Section 17A of the
Exchange Act.
Depository Participant: A broker, dealer, bank or other financial
institution or other Person for whom from time to time a Depository effects
book-entry transfers and pledges of securities deposited with the Depository.
Derivative Contract: Any ISDA Master Agreement, together with the
related Schedule and Confirmation, entered into by the Trustee and a Derivative
Counterparty in accordance with Section 4.11.
Derivative Counterparty: Any counterparty to a Derivative Contract as
provided in Section 4.11.
Destroyed Mortgage Note: A Mortgage Note the original of which was
permanently lost or destroyed and has not been replaced.
Determination Date: With respect to any Distribution Date, the 20th day
(or if such 20th day is not a Business Day, the Business Day immediately
following such 20th day) of the month of the related Distribution Date.
Disqualified Organization: Any organization defined as a "disqualified
organization" under Section 860E(e)(5) of the Code, which includes any of the
following: (i) the United States, any State or political subdivision thereof,
any possession of the United States, or any agency or instrumentality
24
of any of the foregoing (other than an instrumentality which is a corporation if
all of its activities are subject to tax and, except for Xxxxxxx Mac, a majority
of its board of directors is not selected by such governmental unit), (ii) a
foreign government, any international organization, or any agency or
instrumentality of any of the foregoing, (iii) any organization (other than
certain farmers' cooperatives described in Section 521 of the Code) which is
exempt from the tax imposed by Chapter 1 of the Code (including the tax imposed
by Section 511 of the Code on unrelated business taxable income) and (iv) rural
electric and telephone cooperatives described in Section 1381(a)(2)(C) of the
Code. A Disqualified Organization also includes any "electing large
partnership," as defined in Section 775(a) of the Code and any other Person so
designated by the Trustee based upon an Opinion of Counsel that the holding of
an Ownership Interest in a Class R Certificate by such Person may cause any
REMIC or any Person having an Ownership Interest in any Class of Certificates
(other than such Person) to incur a liability for any federal tax imposed under
the Code that would not otherwise be imposed but for the Transfer of an
Ownership Interest in a Class R Certificate to such Person. The terms "United
States", "State" and "international organization" shall have the meanings set
forth in Section 7701 of the Code or successor provisions.
Distribution Date: The 25th day of any month beginning in the month
immediately following the month of the initial issuance of the Certificates or,
if such 25th day is not a Business Day, the Business Day immediately following
such 25th day.
Due Date: With respect to any Distribution Date and any Mortgage Loan,
the day during the related Due Period on which the Monthly Payment is due.
Due Period: With respect to any Distribution Date, the calendar month of
such Distribution Date.
Eligible Account: An account that is any of the following: (i)
maintained with a depository institution the debt obligations of which have been
rated by each Rating Agency in its highest rating available, or (ii) an account
or accounts in a depository institution in which such accounts are fully insured
to the limits established by the FDIC, provided that any deposits not so insured
shall, to the extent acceptable to each Rating Agency, as evidenced in writing,
be maintained such that (as evidenced by an Opinion of Counsel delivered to the
Trustee and each Rating Agency) the registered Holders of Certificates have a
claim with respect to the funds in such account or a perfected first security
interest against any collateral (which shall be limited to Permitted
Investments) securing such funds that is superior to claims of any other
depositors or creditors of the depository institution with which such account is
maintained, or (iii) in the case of the Custodial Account, either (A) a trust
account or accounts maintained in the corporate trust department of Bank One,
National Association, or (B) an account or accounts maintained in the corporate
asset services department of Bank One, National Association as long as its short
term debt obligations are rated P-1 (or the equivalent) or better by each Rating
Agency, and its long term debt obligations are rated A2 (or the equivalent) or
better, by each Rating Agency, or (iv) in the case of the Certificate Account
and the Reserve Fund, a trust account or accounts maintained in the corporate
trust division of JPMorgan Chase Bank, or (v) an account or accounts of a
depository institution acceptable to each Rating Agency (as evidenced in writing
by each Rating Agency that use of any such account as the Custodial Account or
the Certificate Account will not reduce the rating assigned to any Class of
Certificates by such Rating
25
Agency below the lower of the then-current rating or the rating assigned to such
Certificates as of the Closing Date by such Rating Agency).
ERISA: The Employee Retirement Income Security Act of 1974, as amended.
Event of Default: As defined in Section 7.01.
Exchange Act: The Securities Exchange Act of 1934, as amended.
Xxxxxx Xxx: Xxxxxx Xxx, a federally chartered and privately owned
corporation organized and existing under the Federal National Mortgage
Association Charter Act, or any successor thereto.
FASIT: A "financial asset securitization investment trust" within the
meaning of Section 860L of the Code.
FDIC: The Federal Deposit Insurance Corporation or any successor thereto.
FHA: The Federal Housing Administration, or its successor.
Final Certification: As defined in Section 2.02.
Final Distribution Date: The Distribution Date on which the final
distribution in respect of the Certificates will be made pursuant to Section
9.01, which Final Distribution Date shall in no event be later than the end of
the 90-day liquidation period described in Section 9.02.
Final Scheduled Distribution Date: Solely for purposes of the face of
the Certificates, as follows: with respect to the Class A-I-1 Certificates,
August 25, 2021; with respect to the Class A-I-2 Certificates, November 25,
2023; with respect to the Class A-I-3 Certificates, October 25, 2027; with
respect to the Class A-I-4 Certificates, October 25, 2028; with respect to the
Class A-I-5 Certificates, September 25, 2030; with respect to the Class A-I-6A
Certificates, September 25, 2033; with respect to the Class A-I-6B Certificates,
September 25, 2033; with respect to the Class A-I-7 Certificates, September 25,
2033; with respect to the Class A-I-8 Certificates, September 25, 2033; with
respect to the Class A-II-A Certificates, September 25, 2033; with respect to
the Class A-II-B Certificates, September 25, 2033; with respect to the Class
M-I-1 Certificates, September 25, 2033; with respect to the Class M-I-2
Certificates, September 25, 2033; with respect to the Class M-I-3 Certificates,
September 25, 2033; with respect to the Class M-II-1 Certificates, September 25,
2033; with respect to the Class M-II-2 Certificates, September 25, 2033; with
respect to the Class M-II-3 Certificates, September 25, 2033; with respect to
the Class M-II-4 Certificates, September 25, 2033; with respect to the Class
M-II-5 Certificates, September 25, 2033; with respect to the Class SB-I
Certificates, September 25, 2033; and with respect to the Class SB-II
Certificates, September 25, 2033. No event of default under this Agreement will
arise or become applicable solely by reason of the failure to retire the entire
Certificate Principal Balance of any Class of Class A Certificates or Class M
Certificates on or before its Final Scheduled Distribution Date.
Fitch: Fitch, Inc.
26
Foreclosure Profits: As to any Distribution Date or related
Determination Date and any Mortgage Loan, the excess, if any, of Liquidation
Proceeds, Insurance Proceeds and REO Proceeds (net of all amounts reimbursable
therefrom pursuant to Section 3.10(a)(ii)) in respect of each Mortgage Loan or
REO Property for which a Cash Liquidation or REO Disposition occurred in the
related Prepayment Period over the sum of the unpaid principal balance of such
Mortgage Loan or REO Property (determined, in the case of an REO Disposition, in
accordance with Section 3.14) plus accrued and unpaid interest at the Mortgage
Rate on such unpaid principal balance from the Due Date to which interest was
last paid by the Mortgagor to the first day of the month following the month in
which such Cash Liquidation or REO Disposition occurred.
Xxxxxxx Mac: The Federal Home Loan Mortgage Corporation, a corporate
instrumentality of the United States created and existing under Title III of the
Emergency Home Finance Act of 1970, as amended, or any successor thereto.
Gross Margin: As to each adjustable rate Mortgage Loan, the fixed
percentage set forth in the related Mortgage Note and indicated in Exhibit F-2
hereto as the "NOTE MARGIN," which percentage is added to the related Index on
each Adjustment Date to determine (subject to rounding in accordance with the
related Mortgage Note, the Periodic Cap, the Maximum Mortgage Rate and the
Minimum Mortgage Rate) the interest rate to be borne by such Mortgage Loan until
the next Adjustment Date.
Group I Available Distribution Amount: As to any Distribution Date, an
amount equal to (a) the sum of (i) the amount relating to the Group I Loans on
deposit in the Custodial Account as of the close of business on the immediately
preceding Determination Date, including any Subsequent Recoveries, and amounts
deposited in the Custodial Account in connection with the substitution of
Qualified Substitute Mortgage Loans that are Group I Loans, (ii) the amount of
any Advance made on the immediately preceding Certificate Account Deposit Date
with respect to the Group I Loans, (iii) any amount deposited in the Certificate
Account on the related Certificate Account Deposit Date pursuant to Section
3.12(a) in respect of the Group I Loans, (iv) any amount that the Master
Servicer is not permitted to withdraw from the Custodial Account pursuant to
Section 3.16(e) in respect of the Group I Loans and (v) any amount deposited in
the Certificate Account pursuant to Section 4.07, 4.08 or 9.01 in respect of the
Group I Loans, reduced by (b) the sum as of the close of business on the
immediately preceding Determination Date of (w) any payments or collections
consisting of prepayment charges on the Group I Loans that were received during
the related Prepayment Period, (x) the Amount Held for Future Distribution with
respect to the Group I Loans, (y) amounts permitted to be withdrawn by the
Master Servicer from the Custodial Account in respect of the Group I Loans
pursuant to clauses (ii)-(x), inclusive, of Section 3.10(a) and (z) the Insurer
Premium payable with respect to the Insured Certificates on such Distribution
Date.
Group II Available Distribution Amount: As to any Distribution Date, an
amount equal to (a) the sum of (i) the amount relating to the Group II Loans on
deposit in the Custodial Account as of the close of business on the immediately
preceding Determination Date, including any Subsequent Recoveries, and amounts
deposited in the Custodial Account in connection with the substitution of
Qualified Substitute Mortgage Loans that are Group II Loans, (ii) the amount of
any Advance made on the immediately preceding Certificate Account Deposit Date
with respect to the Group II Loans, (iii) any amount deposited in the
Certificate Account on the related Certificate Account Deposit Date
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pursuant to Section 3.12(a) in respect of the Group II Loans, (iv) any amount
that the Master Servicer is not permitted to withdraw from the Custodial Account
pursuant to Section 3.16(e) in respect of the Group II Loans and (v) any amount
deposited in the Certificate Account pursuant to Section 4.07, 4.08 or 9.01 in
respect of the Group II Loans, reduced by (b) the sum as of the close of
business on the immediately preceding Determination Date of: (w) any payments or
collections consisting of prepayment charges on the Group II Loans that were
received during the related Prepayment Period, (x) the Amount Held for Future
Distribution with respect to the Group II Loans and (y) amounts permitted to be
withdrawn by the Master Servicer from the Custodial Account in respect of the
Group II Loans pursuant to clauses (ii)-(x), inclusive, of Section 3.10(a).
Group I Cut-off Date Balance: $750,001,297.18.
Group II Cut-off Date Balance: $710,003,397.16.
Group I Diverted Excess Spread: Any amount otherwise payable as Accrued
Certificate Interest on the Class SB-I Certificate that, pursuant to Section
4.02(c), is used to increase the Group II Overcollateralization Amount or is
used to offset Realized Losses on any Group II Loans. Any reduction in the Group
II Overcollateralization Amount shall first reduce the Group I Diverted Excess
Spread until it is reduced to zero. In the event of a distribution in respect of
a Group II Overcollateralization Reduction Amount to the Class SB-I
Certificates, such reduction shall be deemed to be applied to reduce any Group I
Diverted Excess Spread. No interest will accrue on the Group I Diverted Excess
Spread.
Group II Diverted Excess Spread: Any amount otherwise payable as Accrued
Certificate Interest on the Class SB-II Certificate that, pursuant to Section
4.02(d), is used to increase the Group I Overcollateralization Amount or is used
to offset Realized Losses on any Group I Loans. Any reduction in the Group I
Overcollateralization Amount shall first reduce the Group II Diverted Excess
Spread until it is reduced to zero. In the event of a distribution in respect of
a Group I Overcollateralization Reduction Amount to the Class SB-II Certificates
such reduction shall be deemed to be applied to reduce any the Group II Diverted
Excess Spread. No interest will accrue on the Group II Diverted Excess Spread.
Group I Excess Cash Flow: With respect to the Group I Loans and any
Distribution Date, an amount equal to the sum of (A) the excess of (i) the Group
I Available Distribution Amount for that Distribution Date over (ii) the sum of
(a) the Group I Interest Distribution Amount for that Distribution Date and (b)
the Group I Principal Remittance Amount for that Distribution Date and (B) the
Group I Overcollateralization Reduction Amount, if any, for that Distribution
Date.
Group II Excess Cash Flow: With respect to the Group II Loans and any
Distribution Date, an amount equal to the sum of (A) the excess of (i) the Group
II Available Distribution Amount for that Distribution Date over (ii) the sum of
(a) the Group II Interest Distribution Amount for that Distribution Date and (b)
the Group II Principal Remittance Amount for that Distribution Date and (B) the
Group II Overcollateralization Reduction Amount, if any, for that Distribution
Date.
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Group I Excess Overcollateralization Amount: With respect to any
Distribution Date, the excess, if any, of (a) the Group I Overcollateralization
Amount on such Distribution Date over (b) the Group I Required
Overcollateralization Amount.
Group II Excess Overcollateralization Amount: With respect to any
Distribution Date, the excess, if any, of (a) the Group II Overcollateralization
Amount on such Distribution Date over (b) the Group II Required
Overcollateralization Amount.
Group I Interest Distribution Amount: The sum of the Class A-I, Class
M-I-1, Class M-I-2 and Class M-I-3 Interest Distribution Amounts.
Group II Interest Distribution Amount: The sum of the Class A-II, Class
M-II-1, Class M-II- 2, Class M-II-3, Class M-II-4 and Class M-II-5 Interest
Distribution Amounts.
Group I Loan: The Mortgage Loans designated on the Mortgage Loan
Schedule attached hereto as Exhibit F-1.
Group II Loan: The Mortgage Loans designated on the Mortgage Loan
Schedule attached hereto as Exhibit F-2 and Exhibit F-3, consisting of two
sub-groups of mortgage loans referred to as the Group II-A Loans and the Group
II-B Loans.
Group II-A Loan: The Mortgage Loans designated as Group II-A Loans on
the Mortgage Loan Schedule attached hereto as Exhibit F-2.
Group II-B Loan: The Mortgage Loans designated as Group II-B Loans on
the Mortgage Loan Schedule attached hereto as Exhibit F-3.
Group II Basis Risk Shortfall: Any Class M-II Basis Risk Shortfall,
Group II-A Basis Risk Shortfall or Group II-B Basis Risk Shortfall, as
applicable.
Group II-A Basis Risk Shortfall: With respect to the Class A-II-A
Certificates and any Distribution Date for which the Pass-Through Rate for such
Certificates is equal to the Group II Net WAC Cap Rate, the excess, if any, of
(x) Accrued Certificate Interest on that Class of Certificates on such
Distribution Date, using the lesser of (a) LIBOR plus the related Class A-II
Margin, as calculated for such Distribution Date, and (b) the Maximum Group II
Rate, over (y) Accrued Certificate Interest on the Class A-II-A Certificates for
such Distribution Date calculated at the Group II Net WAC Cap Rate.
Group II-A Basis Risk Shortfall Carry-Forward Amount: With respect to
the Class A-II-A Certificates and any Distribution Date, the sum of (a) the
aggregate amount of Group II-A Basis Risk Shortfall for such Class on such
Distribution Date plus (b) any Group II-A Basis Risk Shortfall Carry-Forward
Amount for such Class remaining unpaid from the preceding Distribution Date,
plus (c) one month's interest on the amount in clause (b) (based on the number
of days in the preceding Interest Accrual Period), to the extent previously
unreimbursed by Group I Excess Cash Flow pursuant to Section 4.02(c)(xvii) or
Group II Excess Cash Flow pursuant to Section 4.02(d)(xviii), at a rate equal to
the related Pass-Through Rate.
29
Group II-B Basis Risk Shortfall: With respect to the Class A-II-B
Certificates and any Distribution Date for which the Pass-Through Rate for such
Certificates is equal to the Group II Net WAC Cap Rate, the excess, if any, of
(x) Accrued Certificate Interest on that Class of Certificates on such
Distribution Date, using the lesser of (a) LIBOR plus the related Class A-II
Margin, as calculated for such Distribution Date, and (b) the Maximum Group II
Rate, over (y) Accrued Certificate Interest on the Class A-II-B Certificates for
such Distribution Date calculated at the Group II Net WAC Cap Rate.
Group II-B Basis Risk Shortfall Carry-Forward Amount: With respect to
the Class A-II-B Certificates and any Distribution Date, the sum of (a) the
aggregate amount of Group II-B Basis Risk Shortfall for such Class on such
Distribution Date plus (b) any Group II-B Basis Risk Shortfall Carry-Forward
Amount for such Class remaining unpaid from the preceding Distribution Date,
plus (c) one month's interest on the amount in clause (b) (based on the number
of days in the preceding Interest Accrual Period), to the extent previously
unreimbursed by Group I Excess Cash Flow pursuant to Section 4.02(c)(xvii) or
Group II Excess Cash Flow pursuant to Section 4.02(d)(xviii), at a rate equal to
the related Pass-Through Rate.
Group I Marker Rate: With respect to the Class SB-I Certificates and any
Distribution Date, a per annum rate equal to two (2) multiplied by the weighted
average of the Pass-Through Rates for each REMIC III Group I Regular Interest
(other than REMIC III Regular Interest I-AA), with the rates on each such REMIC
III Regular Interest (other than REMIC III Regular Interest I-ZZ) subject to a
cap equal to the Pass-Through Rate for the Corresponding Class for such REMIC
III Regular Interest, and the rate on REMIC III Regular Interest I-ZZ subject to
a cap of zero, in each case for purposes of this calculation.
Group II Marker Rate: With respect to the Class SB-II Certificates and
any Distribution Date, a per annum rate equal to two (2) multiplied by the
weighted average of the Pass-Through Rates for each REMIC III Group II Regular
Interest (other than REMIC III Regular Interest II-AA), with the rates on each
such REMIC III Regular Interest (other than REMIC III Regular Interest II-ZZ)
subject to a cap equal to the Pass-Through Rate for the Corresponding Class for
such REMIC III Regular Interest, and the rate on REMIC III Regular Interest
II-ZZ subject to a cap of zero, in each case for purposes of this calculation.
Group I Net WAC Cap Shortfall Carry-Forward Amount: With respect to the
Class A-I-1, Class A-I-4, Class A-I-5, Class A-I-6A, Class A-I-6B, Class A-I-7,
Class A-I-8, Class M-I-1, Class M-I-2 and Class M-I-3 Certificates and each
Distribution Date, the sum of (a) the aggregate amount of Group I Net WAC Cap
Shortfall for such Class on such Distribution Date plus (b) any Group I Net WAC
Cap Shortfall Carry-Forward Amount for such Class remaining unpaid from the
preceding Distribution Date, plus (c) one month's interest on the amount in
clause (b) (based on the number of days in the preceding Interest Accrual
Period), to the extent previously unreimbursed by Group I Excess Cash Flow
pursuant to Section 4.02(c)(xvi) or Group II Excess Cash Flow pursuant to
Section 4.02(d)(xix), at a rate equal to the related Pass-Through Rate.
Group I Net WAC Cap Rate: With respect to any Distribution Date, a per
annum rate equal to the weighted average of the Adjusted Net Mortgage Rates (or,
if applicable, the Modified Net Mortgage Rates) on the Group I Loans using the
Adjusted Net Mortgage Rates in effect for the
30
Monthly Payments due on such Mortgage Loans during the related Due Period,
weighted on the basis of the respective Stated Principal Balances thereof for
such Distribution Date, and in the case of the Class A-I-1 Certificates,
multiplied by a fraction equal to 30 divided by the actual number of days in the
related Interest Accrual Period.
Group II Net WAC Cap Rate: With respect to any Distribution Date, the
product of (i) a per annum rate equal to the weighted average of the Net
Mortgage Rates (or, if applicable, the Modified Net Mortgage Rates) on the Group
II Loans using the Net Mortgage Rates in effect for the Monthly Payments due on
such Mortgage Loans during the related Due Period, weighted on the basis of the
respective Stated Principal Balances thereof for such Distribution Date and (ii)
a fraction equal to 30 divided by the actual number of days in the related
Interest Accrual Period.
Group I Net WAC Cap Shortfall: With respect to the Class A-I-1, Class
A-I-4, Class A-I-5, Class A-I-6A, Class A-I-6B, Class A-I-7, Class A-I-8, Class
M-I-1, Class M-I-2 or Class M-I-3 Certificates and any Distribution Date for
which the Pass-Through Rate for such Certificates is equal to the Group I Net
WAC Cap Rate, the excess, if any, of (x) Accrued Certificate Interest on that
Class of Certificates calculated at a rate equal to the rate determined in
clause (i) of the definition of Pass-Through Rate for such Class of Class A-I
Certificates or Class M-I Certificates over (y) Accrued Certificate Interest on
such Class of Class A-I Certificates or Class M-I Certificates for such
Distribution Date calculated at the Group I Net WAC Cap Rate.
Group I Optional Termination Date: Any Distribution Date on or after
which the Stated Principal Balance (before giving effect to distributions to be
made on such Distribution Date) of the Group I Loans is less than 10.00% of the
Group I Cut-off Date Balance.
Group II Optional Termination Date: Any Distribution Date on or after
which the Stated Principal Balance (before giving effect to distributions to be
made on such Distribution Date) of the Group II Loans is less than 10.00% of the
Group II Cut-off Date Balance.
Group I Overcollateralization Amount: With respect to any Distribution
Date, the excess, if any, of (a) the aggregate Stated Principal Balance of the
Group I Loans before giving effect to distributions of principal to be made on
such Distribution Date over (b) the aggregate Certificate Principal Balance of
the Class A-I Certificates and Class M-I Certificates as of such date, before
taking into account distributions of principal to be made on that Distribution
Date.
Group II Overcollateralization Amount: With respect to any Distribution
Date, the excess, if any, of (a) the aggregate Stated Principal Balance of the
Group II Loans before giving effect to distributions of principal to be made on
such Distribution Date over (b) the Certificate Principal Balance of the Class
A-II Certificates and Class M-II Certificates as of such date, before taking
into account distributions of principal to be made on that Distribution Date.
Group I Overcollateralization Increase Amount: With respect to any
Distribution Date, an amount equal to the lesser of (i) the Group I Excess Cash
Flow for that Distribution Date available to make payments pursuant to Section
4.02(c)(x) plus the Group II Excess Cash Flow for such Distribution Date
available to make payments pursuant to Section 4.02(d)(xi) and (xiii), and (ii)
the
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excess, if any, of (x) the Group I Required Overcollateralization Amount for
that Distribution Date over (y) the Group I Overcollateralization Amount for
that Distribution Date.
Group II Overcollateralization Increase Amount: With respect to any
Distribution Date, an amount equal to the lesser of (i) the Group II Excess Cash
Flow for that Distribution Date available to make payments pursuant to Section
4.02(d)(xii) plus the Group I Excess Cash Flow for such Distribution Date
available to make payments pursuant to Section 4.02(c)(ix) and (xi), and (ii)
the excess, if any, of (x) the Group II Required Overcollateralization Amount
for that Distribution Date over (y) the Group II Overcollateralization Amount
for that Distribution Date.
Group I Overcollateralization Reduction Amount: With respect to any
Distribution Date for which the Group I Excess Overcollateralization Amount is,
or would be, after taking into account all other distributions to be made on
that Distribution Date, greater than zero, an amount equal to the lesser of (i)
the Group I Excess Overcollateralization Amount for that Distribution Date and
(ii) the Group I Principal Remittance Amount for that Distribution Date.
Group II Overcollateralization Reduction Amount: With respect to any
Distribution Date for which the Group II Excess Overcollateralization Amount is,
or would be, after taking into account all other distributions to be made on
that Distribution Date, greater than zero, an amount equal to the lesser of (i)
the Group II Excess Overcollateralization Amount for that Distribution Date and
(ii) the Group II Principal Remittance Amount for that Distribution Date.
Group I Pool Stated Principal Balance: As to any date of determination,
the aggregate of the Stated Principal Balances of each Group I Loan that was an
Outstanding Mortgage Loan on the Due Date immediately preceding the Due Period
preceding such date of determination.
Group II Pool Stated Principal Balance: As to any date of determination,
the aggregate of the Stated Principal Balances of each Group II Loan that was an
Outstanding Mortgage Loan on the Due Date immediately preceding the Due Period
preceding such date of determination.
Group I Principal Distribution Amount: With respect to any Distribution
Date, the lesser of (a) the sum of (i) the excess of (x) the Group I Available
Distribution Amount over (y) the Group I Interest Distribution Amount and (ii)
any Group II Excess Cash Flow used to pay principal on the Group I Certificates
pursuant to Section 4.02(d)(ix), (xi) and (xiii) and (b) the sum of:
(i) the principal portion of each Monthly Payment received or Advanced
with respect to the related Due Period on each Outstanding Mortgage Loan that is
a Group I Loan;
(ii) the Stated Principal Balance of any Group I Loan repurchased during
the related Prepayment Period (or deemed to have been so repurchased in
accordance with Section 3.07(b)) pursuant to Section 2.02, 2.03, 2.04, 4.07 or
4.08 and the amount of any shortfall deposited in the Custodial Account in
connection with the substitution of a Deleted Mortgage Loan that is a Group I
Loan pursuant to Section 2.03 or 2.04 during the related Prepayment Period;
(iii) the principal portion of all other unscheduled collections, other
than Subsequent Recoveries, on the Group I Loans (including, without limitation,
Principal Prepayments in Full,
32
Curtailments, Insurance Proceeds, Liquidation Proceeds and REO Proceeds)
received during the related Prepayment Period to the extent applied by the
Master Servicer as recoveries of principal of the Group I Loans pursuant to
Section 3.14;
(iv) the principal portion of any Realized Losses incurred (or deemed to
have been incurred) on any Group I Loans in the calendar month preceding such
Distribution Date to the extent covered by Group I Excess Cash Flow or Group II
Excess Cash Flow for such Distribution Date; and
(v) the amount of any Group I Overcollateralization Increase Amount for
such Distribution Date to the extent covered by Group I Excess Cash Flow or
Group II Excess Cash Flow;
minus
(vi) the amount of any related Group I Overcollateralization Reduction
Amount for such Distribution Date; and
(vii) the amount of any Capitalization Reimbursement Amount for such
Distribution Date relating to the Group I Loans.
Group II Principal Allocation Amount: With respect to any distribution
date, the sum of (a) the Group II Principal Remittance Amount for such
Distribution Date on the Group II Loans and (b) the aggregate amount of Realized
Losses on the Group II Loans in the calendar month preceding such Distribution
Date, to the extent covered by Excess Cash Flow for such Distribution Date;
provided, that on any Distribution Date on which there is insufficient Excess
Cashflow to cover all Realized Losses on the Group II Loans, in determining the
Class A-II-A Principal Distribution Amount and Class A-II-B Principal
Distribution Amount, the available Excess Cash Flow will be allocated to the
Class A-II-A Certificates and Class A-II-B Certificates, pro rata, based on the
principal portion of Realized Losses on the Group II-A Loans and the Group II-B
Loans, respectively.
Group II Principal Distribution Amount: With respect to any Distribution
Date, the lesser of (a) the sum of (i) the excess of (x) the Group II Available
Distribution Amount over (y) the Group II Interest Distribution Amount and (ii)
any Group I Excess Cash Flow used to pay principal on the Group II Certificates
pursuant to Section 4.02(c)(vii), (ix) and (xi) and (b) the sum of:
(i) the principal portion of each Monthly Payment received or Advanced
with respect to the related Due Period on each Outstanding Mortgage Loan that is
a Group II Loan;
(ii) the Stated Principal Balance of any Group II Loan repurchased
during the related Prepayment Period (or deemed to have been so repurchased in
accordance with Section 3.07(b)) pursuant to Section 2.02, 2.03, 2.04, 4.07 or
4.08 and the amount of any shortfall deposited in the Custodial Account in
connection with the substitution of a Deleted Mortgage Loan that is a Group II
Loan pursuant to Section 2.03 or 2.04 during the related Prepayment Period;
(iii) the principal portion of all other unscheduled collections, other
than Subsequent Recoveries, on the Group II Loans (including, without
limitation, Principal Prepayments in Full,
33
Curtailments, Insurance Proceeds, Liquidation Proceeds and REO Proceeds)
received during the related Prepayment Period to the extent applied by the
Master Servicer as recoveries of principal of the Group II Loans pursuant to
Section 3.14;
(iv) the principal portion of any Realized Losses incurred (or deemed to
have been incurred) on any Group II Loans in the calendar month preceding such
Distribution Date to the extent covered by Group I Excess Cash Flow or Group II
Excess Cash Flow for such Distribution Date; and
(v) the amount of any Group II Overcollateralization Increase Amount for
such Distribution Date to the extent covered by Group I Excess Cash Flow or
Group II Excess Cash Flow;
minus
(vi) the amount of any related Group II Overcollateralization Reduction
Amount for such Distribution Date; and
(vii) the amount of any Capitalization Reimbursement Amount for such
Distribution Date relating to the Group II Loans.
Group I Principal Remittance Amount: With respect to any Distribution
Date, the sum of the amounts described in clauses (i), (ii) and (iii) of the
definition of Group I Principal Distribution Amount for that Distribution Date.
Group II Principal Remittance Amount: With respect to any Distribution
Date, the sum of the amounts described in clauses (i), (ii) and (iii) of the
definition of Group II Principal Distribution Amount for that Distribution Date.
Group I Required Overcollateralization Amount: As of any Distribution
Date, (a) if such Distribution Date is prior to the Group I Stepdown Date, 2.05%
of the Group I Cut-off Date Balance, or (b) if such Distribution Date is on or
after the Group I Stepdown Date, the greater of (i) 4.10% of the then current
aggregate Stated Principal Balance of the Group I Loans as of the end of the
related Due Period and (ii) the related Overcollateralization Floor. The Group I
Required Overcollateralization Amount may be reduced with notification to each
of the Rating Agencies and without the consent of the Certificateholders.
Group II Required Overcollateralization Amount: As of any Distribution
Date, (a) if such Distribution Date is prior to the Group II Stepdown Date,
4.10% of the Group II Cut-off Date Balance, or (b) if such Distribution Date is
on or after the Group II Stepdown Date, the greater of (i) 8.20% of the then
current aggregate Stated Principal Balance of the Group II Loans as of the end
of the related Due Period and (ii) the related Overcollateralization Floor. The
Group II Required Overcollateralization Amount may be reduced with notification
to each of the Rating Agencies and without the consent of the
Certificateholders.
Group I Senior Enhancement Percentage: For any Distribution Date, the
percentage obtained by dividing (x) the sum of (i) the aggregate Certificate
Principal Balance of the Class M-I-1, Class M-I-2 and Class M-I-3 Certificates
and (ii) the Group I Overcollateralization Amount, in each case
34
prior to the distribution of the Group I Principal Distribution Amount on such
Distribution Date, by (y) the aggregate Stated Principal Balance of the Group I
Loans after giving effect to distributions to be made on that Distribution Date.
Group II Senior Enhancement Percentage: For any Distribution Date, the
percentage obtained by dividing (x) the sum of (i) the aggregate Certificate
Principal Balance of the Class M-II-1, Class M-II-2, Class M-II-3, Class M-II-4
and Class M-II-5 Certificates and (ii) the Group II Overcollateralization
Amount, in each case prior to the distribution of the Group II Principal
Distribution Amount on such Distribution Date, by (y) the aggregate Stated
Principal Balance of the Group II Loans after giving effect to distributions to
be made on that Distribution Date.
Group I Sixty-Plus Delinquency Percentage: With respect to any
Distribution Date, the fraction, expressed as a percentage, equal to (x) the
aggregate Stated Principal Balance of the Group I Loans that are 60 or more days
delinquent in payment of principal and interest for that Distribution Date,
including Group I Loans in foreclosure and REO Properties, over (y) the
aggregate Stated Principal Balance of all of the Group I Loans immediately
preceding that Distribution Date.
Group II Sixty-Plus Delinquency Percentage: With respect to any
Distribution Date, the fraction, expressed as a percentage, equal to (x) the
aggregate Stated Principal Balance of the Group II Loans that are 60 or more
days delinquent in payment of principal and interest for that Distribution Date,
including Group II Loans in foreclosure and REO Properties, over (y) the
aggregate Stated Principal Balance of all of the Group II Loans immediately
preceding that Distribution Date.
Group I Stepdown Date: The Distribution Date which is the later to occur
of (i) the Distribution Date occurring in October 2006 and (ii) the first
Distribution Date on which the aggregate Stated Principal Balance of the Group I
Loans as of the end of the related Due Period is less than one-half of the Group
I Cut-off Date Balance.
Group II Stepdown Date: The Distribution Date which is the later to
occur of (i) the Distribution Date occurring in October 2006 and (ii) the first
Distribution Date on which the aggregate Stated Principal Balance of the Group
II Loans as of the end of the related Due Period is less than one-half of the
Group II Cut-off Date Balance.
Group I Trigger Event: A Group I Trigger Event is in effect with respect
to any Distribution Date if either (i) (A) with respect to any Distribution Date
(other than the first Distribution Date), the three-month average (or two
month-average in the case of the second Distribution Date) of the Group I
Sixty-Plus Delinquency Percentage, as determined on that Distribution Date and
the immediately preceding two Distribution Dates (or immediately preceding
Distribution Date in the case of the second Distribution Date), equals or
exceeds 50.00% of the Group I Senior Enhancement Percentage or (B) with respect
to the first Distribution Date, the Group I Sixty-Plus Delinquency Percentage,
as determined on that Distribution Date, equals or exceeds 50.00% of the Group I
Senior Enhancement Percentage or (ii) the aggregate amount of Realized Losses on
the Group I Loans as a percentage of the Group I Cut-off Date Balance exceeds
the applicable amount set forth below:
35
October 2006 to September 1.30% with respect to October 2006, plus an additional
2007.............................. 1/12th of 0.85% for each month thereafter.
October 2007 to September 2.15% with respect to October 2007, plus an additional
2008.............................. 1/12th of 0.60% for each month thereafter.
October 2008 to September 2.75% with respect to October 2008, plus an additional
2009.............................. 1/12th of 0.35% for each month thereafter.
October 2009 to September 3.10% with respect to October 2009, plus an additional
2010.............................. 1/12th of 0.25% for each month thereafter.
October 2010 and thereafter....... 3.35%.
Group II Trigger Event: A Group II Trigger Event is in effect with
respect to any Distribution Date if either (i) (A) with respect to any
Distribution Date (other than the first Distribution Date), the three-month
average (or two month-average in the case of the second Distribution Date) of
the Group II Sixty-Plus Delinquency Percentage, as determined on that
Distribution Date and the immediately preceding two Distribution Dates (or
immediately preceding Distribution Date in the case of the second Distribution
Date), equals or exceeds 45.00% of the Group II Senior Enhancement Percentage or
(B) with respect to the first Distribution Date, the Group II Sixty-Plus
Delinquency Percentage, as determined on that Distribution Date, equals or
exceeds 45.00% of the Group II Senior Enhancement Percentage or (ii) the
aggregate amount of Realized Losses on the Group II Loans as a percentage of the
Group II Cut-off Date Balance exceeds the applicable amount set forth below:
October 2006 to September 4.40% with respect to October 2006, plus an additional
2007.............................. 1/12th of 2.15% for each month thereafter.
October 2007 to September 6.55% with respect to October 2007, plus an additional
2008.............................. 1/12th of 1.75% for each month thereafter.
October 2008 to September 8.30% with respect to October 2008, plus an additional
2009.............................. 1/12th of 0.45% for each month thereafter.
October 2009 and thereafter....... 8.75%.
Group I Uncertificated Regular Interests: The REMIC I Regular Interest
and the REMIC III Group I Regular Interests.
Group II Uncertificated Regular Interests: The REMIC II Regular Interest
and the REMIC III Group II Regular Interests.
Guaranteed Distribution: With respect to any Insured Certificates and any
Distribution Date, as defined in the Policy.
36
Hazardous Materials: Any dangerous, toxic or hazardous pollutants,
chemicals, wastes, or substances, including, without limitation, those so
identified pursuant to the Comprehensive Environmental Response, Compensation
and Liability Act, 42 U.S.C. Section 9601 et seq., or any other environmental
laws now existing, and specifically including, without limitation, asbestos and
asbestos-containing materials, polychlorinated biphenyls, radon gas, petroleum
and petroleum products, urea formaldehyde and any substances classified as being
"in inventory", "usable work in progress" or similar classification which would,
if classified unusable, be included in the foregoing definition.
Independent: When used with respect to any specified Person, means such
a Person who (i) is in fact independent of the Depositor, the Master Servicer
and the Trustee, or any Affiliate thereof, (ii) does not have any direct
financial interest or any material indirect financial interest in the Depositor,
the Master Servicer or the Trustee or in an Affiliate thereof, and (iii) is not
connected with the Depositor, the Master Servicer or the Trustee as an officer,
employee, promoter, underwriter, trustee, partner, director or person performing
similar functions.
Index: With respect to any adjustable rate Mortgage Loan and as to any
Adjustment Date therefor, the related index as stated in the related Mortgage
Note.
Initial Certificate Principal Balance: With respect to each Class of
Certificates (other than the Class R Certificates), the Certificate Principal
Balance of such Class of Certificates as of the Cut- off Date as set forth in
the Preliminary Statement hereto.
Insurance Account: The account established pursuant to Section 12.02(b)
hereof.
Insurance Payment: Any payment made by the Insurer with respect to any
Insured Certificates under the Policy.
Insurance Proceeds: Proceeds paid in respect of the Mortgage Loans
pursuant to any Primary Insurance Policy or any other related insurance policy
covering a Mortgage Loan (excluding the Policy), to the extent such proceeds are
payable to the mortgagee under the Mortgage, any Subservicer, the Master
Servicer or the Trustee and are not applied to the restoration of the related
Mortgaged Property (or, with respect to a Cooperative Loan, the related
Cooperative Apartment) or released to the Mortgagor in accordance with the
procedures that the Master Servicer would follow in servicing mortgage loans
held for its own account.
Insured Certificates: The Class A-I-6B Certificates.
Insurer: Ambac Assurance Corporation, a Wisconsin-domiciled stock insurance
corporation or its successors in interest.
Insurer Default: The existence and continuance of any failure by the
Insurer to make a payment required under the Policy in accordance with its
terms.
Insurer Premium: With respect to the Class A-I-6B Certificates, the premium
payable to the Insurer on each Distribution Date in an amount equal to
one-twelfth of the product of the Insurer
37
Premium Rate and the Certificate Principal Balance of the Class A-I-6B
Certificates immediately prior to such Distribution Date.
Insurer Premium Rate: The per annum rate specified in the Policy.
Interest Accrual Period: With respect to the Class A-I Certificates
(other than the Class A-I-1 Certificates), Class M-I Certificates and Class SB-I
Certificates and any Distribution Date, the prior calendar month. With respect
to the Class A-I-1, Class A-II, Class M-II and Class SB-II Certificates, (i)
with respect to the Distribution Date in October 2003, the period commencing on
the Closing Date and ending on the day preceding the Distribution Date in
October 2003, and (ii) with respect to any Distribution Date after the
Distribution Date in October 2003, the period commencing on the Distribution
Date in the month immediately preceding the month in which such Distribution
Date occurs and ending on the day preceding such Distribution Date.
Interest Remittance Amount: With respect to any Distribution Date and
any Sub-Group, the portion of the Available Distribution Amount for such
Distribution Date attributable to interest received or advanced with respect to
the mortgage loans.
Interim Certification: As defined in Section 2.02.
Interested Person: As of any date of determination, the Depositor, the
Master Servicer, the Insurer, the Trustee, any Mortgagor, any Manager of a
Mortgaged Property, or any Person known to a Responsible Officer of the Trustee
to be an Affiliate of any of them.
Late Collections: With respect to any Mortgage Loan, all amounts
received during any Due Period, whether as late payments of Monthly Payments or
as Insurance Proceeds, Liquidation Proceeds or otherwise, which represent late
payments or collections of Monthly Payments due but delinquent for a previous
Due Period and not previously recovered.
LIBOR: With respect to any Distribution Date, the arithmetic mean of the
London interbank offered rate quotations for one-month U.S. Dollar deposits,
expressed on a per annum basis, determined in accordance with Section 1.02.
LIBOR Business Day: Any day other than (i) a Saturday or Sunday or (ii)
a day on which banking institutions in London, England are required or
authorized to by law to be closed.
LIBOR Rate Adjustment Date: With respect to each Distribution Date, the
second LIBOR Business Day immediately preceding the commencement of the related
Interest Accrual Period.
Limited Repurchase Right Holder: RFC Asset Holdings II, Inc., or its
successor.
Liquidation Proceeds: Amounts (other than Insurance Proceeds) received
by the Master Servicer in connection with the taking of an entire Mortgaged
Property by exercise of the power of eminent domain or condemnation or in
connection with the liquidation of a defaulted Loan through trustee's sale,
foreclosure sale or otherwise, other than REO Proceeds and Subsequent
Recoveries.
38
Loan Group: With respect to the Class A-I, Class M-I and Class SB-I
Certificates, the Group I Loans, and with respect to the Class A-II, Class M-II
and Class SB-II Certificates, the Group II Loans.
Loan-to-Value Ratio: As of any date, the fraction, expressed as a
percentage, the numerator of which is the current principal balance of the
related Mortgage Loan at the date of determination and the denominator of which
is the Appraised Value of the related Mortgaged Property.
Maturity Date: With respect to each Class of Certificates of regular
interest or Uncertificated Regular Interest issued by each of REMIC I, REMIC II,
REMIC III and REMIC IV, the latest possible maturity date, solely for purposes
of Section 1.860G-1(a)(4)(iii) of the Treasury Regulations, by which the
Certificate Principal Balance of each such Class of Certificates representing a
regular interest in the Trust Fund would be reduced to zero, which is, for each
such regular interest September 25, 2033, which is the Distribution Date
following the last scheduled monthly payment of the Group I Loans and the Group
II Loans.
Maximum Group II Rate: With respect to the Class A-II Certificates and
Class M-II Certificates and any Interest Accrual Period, 14.00% per annum.
Maximum Mortgage Rate: As to any adjustable rate Mortgage Loan, the rate
indicated in Exhibit F-2 hereto as the "NOTE CEILING," which rate is the maximum
interest rate that may be applicable to such adjustable rate Mortgage Loan at
any time during the life of such Mortgage Loan.
Maximum Net Mortgage Rate: As to any Group II Loan and any date of
determination, the Maximum Mortgage Rate minus the sum of (i) the Subservicing
Fee Rate and (ii) the Servicing Fee Rate.
MERS: Mortgage Electronic Registration Systems, Inc., a corporation
organized and existing under the laws of the State of Delaware, or any successor
thereto.
MERS(R) System: The system of recording transfers of Mortgages
electronically maintained by MERS.
MIN: The Mortgage Identification Number for Mortgage Loans registered
with MERS on the MERS(R)System.
Minimum Mortgage Rate: As to any adjustable rate Mortgage Loan, the
greater of (i) the Note Margin and (ii) the rate indicated in Exhibit F-2 hereto
as the "NOTE FLOOR", which rate may be applicable to such adjustable rate
Mortgage Loan at any time during the life of such adjustable rate Mortgage Loan.
Modified Mortgage Loan: Any Mortgage Loan that has been the subject of a
Servicing Modification.
39
Modified Net Mortgage Rate: As to any Mortgage Loan that is the subject
of a Servicing Modification, the Net Mortgage Rate or Adjusted Net Mortgage
Rate, with respect to a Group I Loan, minus the rate per annum by which the
Mortgage Rate on such Mortgage Loan was reduced.
MOM Loan: With respect to any Mortgage Loan, MERS acting as the
mortgagee of such Mortgage Loan, solely as nominee for the originator of such
Mortgage Loan and its successors and assigns, at the origination thereof.
Monthly Payment: With respect to any Mortgage Loan (including any REO
Property) and the Due Date in any Due Period, the payment of principal and
interest due thereon in accordance with the amortization schedule at the time
applicable thereto (after adjustment, if any, for Curtailments and for Deficient
Valuations occurring prior to such Due Date but before any adjustment to such
amortization schedule by reason of any bankruptcy, other than a Deficient
Valuation, or similar proceeding or any moratorium or similar waiver or grace
period and before any Servicing Modification that constitutes a reduction of the
interest rate on such Mortgage Loan).
Moody's: Xxxxx'x Investors Service, Inc., or its successor in interest.
Mortgage: With respect to each Mortgage Note related to a Mortgage Loan
which is not a Cooperative Loan, the mortgage, deed of trust or other comparable
instrument creating a first or junior lien on an estate in fee simple interest
in real property securing a Mortgage Note.
Mortgage File: The mortgage documents listed in Section 2.01 pertaining
to a particular Mortgage Loan and any additional documents required to be added
to the Mortgage File pursuant to this Agreement.
Mortgage Loan Schedule: The lists of the Mortgage Loans attached hereto
as Exhibit F-1 and Exhibit F-2 (as amended from time to time to reflect the
addition of Qualified Substitute Mortgage Loans), which lists shall set forth at
a minimum the following information as to each Mortgage Loan:
(i) the Mortgage Loan identifying number ("RFC LOAN #");
(ii) [reserved];
(iii) the maturity of the Mortgage Note ("MATURITY DATE", or "MATURITY
DT" for Mortgage Loans and if such Mortgage Loan is a Balloon Loan, the
amortization term thereof;
(iv) the Mortgage Rate as of the Cut-off Date ("ORIG RATE")
(v) the Mortgage Rate as of the Cut-off Date for an adjustable rate
Mortgage Loan ("CURR RATE");
(vi) the Net Mortgage Rate as of the Cut-off Date ("CURR NET");
40
(vii) the scheduled monthly payment of principal, if any, and interest
as of the Cut-off Date ("ORIGINAL P & I" or "CURRENT P & I" for the
adjustable rate Mortgage Loans);
(viii) the Cut-off Date Principal Balance ("PRINCIPAL BAL");
(ix) the Loan-to-Value Ratio at origination ("LTV");
(x) a code "T", "BT" or "CT" under the column "LN FEATURE," indicating
that the Mortgage Loan is secured by a second or vacation residence (the
absence of any such code means the Mortgage Loan is secured by a primary
residence);
(xi) a code "N" under the column "OCCP CODE", indicating that the
Mortgage Loan is secured by a non-owner occupied residence (the absence
of any such code means the Mortgage Loan is secured by an owner occupied
residence);
(xii) the Maximum Mortgage Rate for the adjustable rate Mortgage Loans
("NOTE CEILING");
(xiii) the Maximum Net Mortgage Rate for the adjustable rate Mortgage
Loans ("NET CEILING");
(xiv) the Note Margin for the adjustable rate Mortgage Loans ("NOTE
MARGIN");
(xv) the first Adjustment Date after the Cut-off Date for the adjustable
rate Mortgage Loans ("NXT INT CHG DT");
(xvi) the Periodic Cap for the adjustable rate Mortgage Loans ("PERIODIC
DECR" or "PERIODIC INCR"); and
(xvii) the rounding of the semi-annual or annual adjustment to the
Mortgage Rate with respect to the adjustable rate Mortgage Loans ("NOTE
METHOD").
Such schedules may consist of multiple reports that collectively set
forth all of the information required.
Mortgage Loans: Such of the mortgage loans transferred and assigned to
the Trustee pursuant to Section 2.01 as from time to time are held or deemed to
be held as a part of the Trust Fund, the Mortgage Loans originally so held being
identified in the initial Mortgage Loan Schedule, and Qualified Substitute
Mortgage Loans held or deemed held as part of the Trust Fund including, without
limitation, (i) with respect to each Cooperative Loan, the related Mortgage
Note, Security Agreement, Assignment of Proprietary Lease, Cooperative Stock
Certificate, Cooperative Lease and Mortgage File and all rights appertaining
thereto, and (ii) with respect to each Mortgage Loan other than a Cooperative
Loan, each related Mortgage Note, Mortgage and Mortgage File and all rights
appertaining thereto.
41
Mortgage Note: The originally executed note or other evidence of
indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan,
together with any modification thereto.
Mortgage Rate: As to any Mortgage Loan, the interest rate borne by the
related Mortgage Note, or any modification thereto other than a Servicing
Modification. The Mortgage Rate on the adjustable rate Mortgage Loans will
adjust on each Adjustment Date to equal the sum (rounded to the nearest multiple
of one-eighth of one percent (0.125%) or up to the nearest one-eighth of one
percent, which are indicated by a "U" on Exhibit F-1 or Exhibit F-2 hereto, as
applicable, except in the case of the adjustable rate Mortgage Loans indicated
by an "X" on Exhibit F-1 or Exhibit F-2 hereto under the heading "NOTE METHOD"),
of the related Index plus the Note Margin, in each case subject to the
applicable Periodic Cap, Maximum Mortgage Rate and Minimum Mortgage Rate.
Mortgaged Property: The underlying real property securing a Mortgage
Loan or, with respect to a Cooperative Loan, the related Cooperative Lease and
Cooperative Stock.
Mortgagor: The obligor on a Mortgage Note.
Net Mortgage Rate: With respect to any Mortgage Loan as of any date of
determination, a per annum rate equal to the Mortgage Rate for such Mortgage
Loan as of such date minus the sum of (i) the related Servicing Fee Rate and
(ii) the related Subservicing Fee Rate.
Non-Primary Residence Loans: The Mortgage Loans designated as secured by
second or vacation residences, or by non-owner occupied residences, on the
Mortgage Loan Schedule.
Non-United States Person: Any Person other than a United States Person.
Nonrecoverable Advance: Any Advance previously made or proposed to be
made by the Master Servicer or Subservicer in respect of a Mortgage Loan (other
than a Deleted Mortgage Loan) which, in the good faith judgment of the Master
Servicer, will not, or, in the case of a proposed Advance, would not, be
ultimately recoverable by the Master Servicer from related Late Collections,
Insurance Proceeds, Liquidation Proceeds or REO Proceeds. To the extent that any
Mortgagor is not obligated under the related Mortgage documents to pay or
reimburse any portion of any Servicing Advances that are outstanding with
respect to the related Mortgage Loan as a result of a modification of such
Mortgage Loan by the Master Servicer, which forgives amounts which the Master
Servicer or Subservicer had previously advanced, and the Master Servicer
determines that no other source of payment or reimbursement for such advances is
available to it, such Servicing Advances shall be deemed to be Nonrecoverable
Advances. The determination by the Master Servicer that it has made a
Nonrecoverable Advance shall be evidenced by an Officer's Certificate delivered
to the Depositor, the Trustee, the Insurer and the Master Servicer setting forth
such determination, which shall include any other information or reports
obtained by the Master Servicer such as property operating statements, rent
rolls, property inspection reports and engineering reports, which may support
such determinations. Notwithstanding the above, the Trustee shall be entitled to
rely upon any determination by the Master Servicer that any Advance previously
made is a Nonrecoverable Advance or that any proposed Advance, if made, would
constitute a Nonrecoverable Advance.
42
Nonsubserviced Mortgage Loan: Any Mortgage Loan that, at the time of
reference thereto, is not subject to a Subservicing Agreement.
Note Margin: As to each adjustable rate Mortgage Loan, the fixed
percentage set forth in the related Mortgage Note and indicated in Exhibit F-2
hereto as the "NOTE MARGIN," which percentage is added to the Index on each
Adjustment Date to determine (subject to rounding in accordance with the related
Mortgage Note, the Periodic Cap, the Maximum Mortgage Rate and the Minimum
Mortgage Rate) the interest rate to be borne by such adjustable rate Mortgage
Loan until the next Adjustment Date.
Notice: As defined in Section 4.04.
Officers' Certificate: A certificate signed by the Chairman of the
Board, the President, a Vice President, Assistant Vice President, Director,
Managing Director, the Treasurer, the Secretary, an Assistant Treasurer or an
Assistant Secretary of the Depositor or the Master Servicer, as the case may be,
and delivered to the Trustee, as required by this Agreement.
Opinion of Counsel: A written opinion of counsel acceptable to the
Trustee and the Master Servicer, who may be counsel for the Depositor or the
Master Servicer, provided that any opinion of counsel (i) referred to in the
definition of "Disqualified Organization" or (ii) relating to the qualification
of REMIC I, REMIC II, REMIC III or REMIC IV as REMICs or compliance with the
REMIC Provisions must, unless otherwise specified, be an opinion of Independent
counsel.
Outstanding Mortgage Loan: As to the Due Date in any Due Period, a
Mortgage Loan (including an REO Property) that was not the subject of a
Principal Prepayment in Full, Cash Liquidation or REO Disposition and that was
not purchased, deleted or substituted for prior to such Due Date pursuant to
Section 2.02, 2.03, 2.04, 4.07 or 4.08.
Overcollateralization Floor: As to either Loan Group, an amount equal to
0.50% of the aggregate Stated Principal Balance of the related Mortgage Loans as
of the Cut-off Date.
Ownership Interest: As to any Certificate, any ownership or security
interest in such Certificate, including any interest in such Certificate as the
Holder thereof and any other interest therein, whether direct or indirect, legal
or beneficial, as owner or as pledgee.
Pass-Through Rate: With respect to the Class A-I-1 Certificates and each
Interest Accrual Period a per annum rate equal to the lesser of (i) One-Month
LIBOR plus the Class A-I-1 Margin and (ii) the Group I Net WAC Cap Rate. With
respect to the Class A-I-2 Certificates and each Interest Accrual Period, a per
annum rate equal to 2.904%. With respect to the Class A-I-3 Certificates and
each Interest Accrual Period, a per annum rate equal to 3.479%. With respect to
the Class A-I-4 Certificates and each Interest Accrual Period, a per annum rate
equal to the lesser of (i) 4.223% per annum and (ii) the Group I Net WAC Cap
Rate. With respect to the Class A-I-5 Certificates and each Interest Accrual
Period, a per annum rate equal to the lesser of (i) 4.864% per annum and (ii)
the Group I Net WAC Cap Rate. With respect to the Class A-I-6A Certificates and
each Interest Accrual Period, a per annum rate equal to the lesser of (i) 5.960%
per annum and (ii) the Group I Net WAC Cap Rate; provided, that, on or after the
second Distribution Date after the
43
first possible Group I Optional Termination Date, the applicable per annum rate
shall be equal to 6.460%. With respect to the Class A-I-6B Certificates and each
Interest Accrual Period, a per annum rate equal to the lesser of (i) 5.880% per
annum and (ii) the Group I Net WAC Cap Rate; provided, that, on or after the
second Distribution Date after the first possible Group I Optional Termination
Date, the applicable per annum rate shall be equal to 6.380%. With respect to
the Class A-I-7 Certificates and each Interest Accrual Period, a per annum rate
equal to the lesser of (i) 5.015% per annum and (ii) the Group I Net WAC Cap
Rate. With respect to the Class A-I-8 Certificates and each Interest Accrual
Period, a per annum rate equal to the lesser of (i) 4.568% per annum and (ii)
the Group I Net WAC Cap Rate; provided, that, on or after the second
Distribution Date after the first possible Group I Optional Termination Date,
the applicable per annum rate shall be equal to 5.568%. With respect to the
Class M-I-1 Certificates and each Interest Accrual Period, a per annum rate
equal to the lesser of (i) 5.683% per annum and (ii) the Group I Net WAC Cap
Rate; provided, that, on or after the second Distribution Date after the first
possible Group I Optional Termination Date, the applicable per annum rate shall
be equal to 6.183%. With respect to the Class M-I-2 Certificates and each
Interest Accrual Period, a per annum rate equal to the lesser of (i) 6.200% per
annum and (ii) the Group I Net WAC Cap Rate; provided, that, on or after the
second Distribution Date after the first possible Group I Optional Termination
Date, the applicable per annum rate shall be equal to 6.700%. With respect to
the Class M-I-3 Certificates and each Interest Accrual Period, a per annum rate
equal to the lesser of (i) 6.200% per annum and (ii) the Group I Net WAC Cap
Rate; provided, that, on or after the second Distribution Date after the first
possible Group I Optional Termination Date, the applicable per annum rate shall
be equal to 6.700%. For federal income tax purposes, however, the amount
determined under each clause (ii) in this paragraph shall be the equivalent of
the Group I Net WAC Cap Rate, expressed as the weighted average of the
Uncertificated REMIC III Pass-Through Rates for the REMIC III Group I Regular
Interests, weighted on the basis of the respective Uncertificated Principal
Balances thereof for such Distribution Date, and multiplied, in the case of the
Class A-I-1 Certificates, by a fraction, the numerator of which is 30, and the
denominator of which is the actual number of days in the related Interest
Accrual Period.
With respect to the Class A-II Certificates and each Interest Accrual
Period, a per annum rate equal to the least of (i) LIBOR plus the related Class
A-II Margin, (ii) the Maximum Group II Rate and (iii) the Group II Net WAC Cap
Rate. With respect to the Class M-II Certificates and each Interest Accrual
Period, a per annum rate equal to the least of (i) LIBOR plus the related Class
M-II Margin, (ii) the Maximum Group II Rate and (iii) the Group II Net WAC Cap
Rate. For federal income tax purposes, however, the amount determined under each
clause (iii) in this paragraph shall be the equivalent of the foregoing,
expressed as the weighted average of the Uncertificated REMIC III Pass-Through
Rates for REMIC III Group II Regular Interests, weighted on the basis of the
Uncertificated Principal Balance thereof for such Distribution Date, multiplied
by a fraction, the numerator of which is 30, and the denominator of which is the
actual number of days in the related Interest Accrual Period.
With respect to the Class SB-I Certificates, a per annum rate equal to
the percentage equivalent of a fraction, (x) the numerator of which is the sum,
for each REMIC III Group I Regular Interest, of the excess of the Uncertificated
Pass-Through Rate for such REMIC III Group I Regular Interest over the Group I
Marker Rate, applied to a notional amount equal to the Uncertificated Principal
Balance of such REMIC III Group I Regular Interest and (y) the denominator of
which is the aggregate Uncertificated Principal Balance of the REMIC III Group I
Regular Interests. With
44
respect to the Class SB-II Certificates, a per annum rate equal to the
percentage equivalent of a fraction, (x) the numerator of which is the sum, for
each REMIC III Group II Regular Interest, of the excess of the Uncertificated
Pass-Through Rate for such REMIC III Group II Regular Interest over the Group II
Marker Rate, applied to a notional amount equal to the Uncertificated Principal
Balance of such REMIC III Group II Regular Interest and (y) the denominator of
which is the aggregate Uncertificated Principal Balance of the REMIC III Group
II Regular Interests.
Paying Agent: JPMorgan Chase Bank or any successor Paying Agent
appointed by the Trustee.
Percentage Interest: With respect to any Class A Certificate or Class M
Certificate, the undivided percentage ownership interest in the related Class
evidenced by such Certificate, which percentage ownership interest shall be
equal to the Initial Certificate Principal Balance thereof divided by the
aggregate Initial Certificate Principal Balance of all of the Certificates of
the same Class. The Percentage Interest with respect to a Class SB or Class R
Certificate shall be stated on the face thereof.
Periodic Cap: With respect to each adjustable rate Mortgage Loan, the
periodic rate cap that limits the increase or the decrease of the related
Mortgage Rate on any Adjustment Date pursuant to the terms of the related
Mortgage Note.
Permitted Investments: One or more of the following:
(i) obligations of or guaranteed as to principal and interest by the
United States or any agency or instrumentality thereof when such
obligations are backed by the full faith and credit of the United
States;
(ii) repurchase agreements on obligations specified in clause (i)
maturing not more than one month from the date of acquisition thereof,
provided that the unsecured obligations of the party agreeing to
repurchase such obligations are at the time rated by each Rating Agency
in its highest short-term rating available;
(iii) federal funds, certificates of deposit, demand deposits, time
deposits and bankers' acceptances (which shall each have an original
maturity of not more than 90 days and, in the case of bankers'
acceptances, shall in no event have an original maturity of more than
365 days or a remaining maturity of more than 30 days) denominated in
United States dollars of any U.S. depository institution or trust
company incorporated under the laws of the United States or any state
thereof or of any domestic branch of a foreign depository institution or
trust company; provided that the debt obligations of such depository
institution or trust company (or, if the only Rating Agency is Standard
& Poor's, in the case of the principal depository institution in a
depository institution holding company, debt obligations of the
depository institution holding company) at the date of acquisition
thereof have been rated by each Rating Agency in its highest short-term
rating available; and provided further that, if the only Rating Agency
is Standard & Poor's and if the depository or trust company is a
principal subsidiary of a bank holding company and the debt obligations
of such subsidiary are not separately rated, the applicable rating shall
be that of the bank holding company; and,
45
provided further that, if the original maturity of such short-term
obligations of a domestic branch of a foreign depository institution or
trust company shall exceed 30 days, the short- term rating of such
institution shall be A-1+ in the case of Standard & Poor's if Standard &
Poor's is a Rating Agency;
(iv) commercial paper and demand notes (having original maturities of
not more than 365 days) of any corporation incorporated under the laws
of the United States or any state thereof which on the date of
acquisition has been rated by each Rating Agency in its highest short-
term rating available; provided that such commercial paper and demand
notes shall have a remaining maturity of not more than 30 days;
(v) a money market fund or a qualified investment fund rated by each
Rating Agency in its highest long-term rating available; and
(vi) other obligations or securities that are acceptable to each Rating
Agency as a Permitted Investment hereunder and will not reduce the
rating assigned to any Class of Certificates by such Rating Agency below
the lower of the then-current rating or the rating assigned to such
Certificates as of the Closing Date by such Rating Agency, as evidenced
in writing;
provided, however, that no instrument shall be a Permitted Investment if it
represents, either (1) the right to receive only interest payments with respect
to the underlying debt instrument or (2) the right to receive both principal and
interest payments derived from obligations underlying such instrument and the
principal and interest payments with respect to such instrument provide a yield
to maturity greater than 120% of the yield to maturity at par of such underlying
obligations. References herein to the highest rating available on unsecured
long-term debt shall mean AAA in the case of Standard & Poor's and Fitch and Aaa
in the case of Moody's, and references herein to the highest rating available on
unsecured commercial paper and short-term debt obligations shall mean the
following: A-1 in the case of Standard & Poor's, P-1 in the case of Moody's and
F-1 in the case of Fitch.
Permitted Transferee: Any Transferee of a Class R Certificate, other
than a Disqualified Organization or Non-United States Person.
Person: Any individual, corporation, limited liability company,
partnership, joint venture, association, joint-stock company, trust,
unincorporated organization or government or any agency or political subdivision
thereof.
Policy: The Certificate Guaranty Insurance Policy No. AB0701BE issued by
the Insurer in respect of the Insured Certificates, including any endorsements
thereto, a copy of which is attached hereto as Exhibit Q.
Prepayment Assumption: With respect to the Class A Certificates, the
prepayment assumption to be used for determining the accrual of original issue
discount and premium and market discount on such Certificates for federal income
tax purposes, which assumes a prepayment rate of 20% HEP with respect to the
Group I Loans, and 25% HEP with respect to the Group II Loans.
46
Prepayment Interest Shortfall: As to any Distribution Date and any
Mortgage Loan (other than a Mortgage Loan relating to an REO Property) that was
the subject of (a) a Principal Prepayment in Full during the related Prepayment
Period, an amount equal to the excess of one month's interest at the related Net
Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage
Loan) on the Stated Principal Balance of such Mortgage Loan over the amount of
interest (adjusted to the related Net Mortgage Rate (or Modified Net Mortgage
Rate in the case of a Modified Mortgage Loan)) paid by the Mortgagor for such
Prepayment Period to the date of such Principal Prepayment in Full or (b) a
Curtailment during the prior calendar month, an amount equal to one month's
interest at the related Net Mortgage Rate (or Modified Net Mortgage Rate in the
case of a Modified Mortgage Loan) on the amount of such Curtailment.
Prepayment Period: As to any Distribution Date, the calendar month
preceding the month of distribution.
Primary Insurance Policy: Each primary policy of mortgage guaranty
insurance as indicated on Exhibit F-1 and Exhibit F-2 with the exception of
either code "23" or "96" under the column "MI CO CODE".
Principal Prepayment: Any payment of principal or other recovery on a
Mortgage Loan, including a recovery that takes the form of Liquidation Proceeds
or Insurance Proceeds, which is received in advance of its scheduled Due Date
and is not accompanied by an amount as to interest representing scheduled
interest on such payment due on any date or dates in any month or months
subsequent to the month of prepayment.
Principal Prepayment in Full: Any Principal Prepayment made by a
Mortgagor of the entire principal balance of a Mortgage Loan.
Program Guide: The Residential Funding Seller Guide for mortgage
collateral sellers that participate in Residential Funding's standard mortgage
programs, and Residential Funding's Servicing Guide and any other subservicing
arrangements which Residential Funding has arranged to accommodate the servicing
of the Mortgage Loans.
Purchase Price: With respect to any Mortgage Loan (or REO Property)
required to be or otherwise purchased on any date pursuant to Section 2.02,
2.03, 2.04, 4.07 or 4.08, an amount equal to the sum of (i) (a) if such Mortgage
Loan (or REO Property) is being purchased pursuant to Sections 2.02, 2.03, 2.04
or 4.07 of this Agreement, 100% of the Stated Principal Balance thereof plus the
principal portion of any related unreimbursed Advances or (b) if such Mortgage
Loan (or REO Property) is being purchased pursuant to Section 4.08 of this
Agreement, the greater of (1) 100% of the Stated Principal Balance thereof plus
the principal portion of any related unreimbursed Advances on such Mortgage Loan
(or REO Property) and (2) the fair market value thereof plus the principal
portion of any related unreimbursed Advances and (ii) unpaid accrued interest at
the Adjusted Mortgage Rate (or Modified Net Mortgage Rate plus the rate per
annum at which the Servicing Fee is calculated in the case of a Modified
Mortgage Loan) (or at the Net Mortgage Rate (or Modified Net Mortgage Rate in
the case of a Modified Mortgage Loan)) in the case of a purchase made by the
Master Servicer) on the Stated Principal Balance thereof to, but not including,
the first
47
day of the month following the month of purchase from the Due Date to which
interest was last paid by the Mortgagor.
Qualified Insurer: A mortgage guaranty insurance company duly qualified
as such under the laws of the state of its principal place of business and each
state having jurisdiction over such insurer in connection with the insurance
policy issued by such insurer, duly authorized and licensed in such states to
transact a mortgage guaranty insurance business in such states and to write the
insurance provided by the insurance policy issued by it, approved as a FNMA- or
FHLMC-approved mortgage insurer or having a claims paying ability rating of at
least "AA" or equivalent rating by a nationally recognized statistical rating
organization. Any replacement insurer with respect to a Mortgage Loan must have
at least as high a claims paying ability rating as the insurer it replaces had
on the Closing Date.
Qualified Substitute Mortgage Loan: A Mortgage Loan substituted by
Residential Funding or the Depositor for a Deleted Mortgage Loan which must, on
the date of such substitution, as confirmed in an Officers' Certificate
delivered to the Trustee, (i) have an outstanding principal balance, after
deduction of the principal portion of the monthly payment due in the month of
substitution (or in the case of a substitution of more than one Mortgage Loan
for a Deleted Mortgage Loan, an aggregate outstanding principal balance, after
such deduction), not in excess of the Stated Principal Balance of the Deleted
Mortgage Loan (the amount of any shortfall to be deposited by Residential
Funding, in the Custodial Account in the month of substitution); (ii) have a
Mortgage Rate and a Net Mortgage Rate (or Adjusted Net Mortgage Rate, with
respect to a Group I Loan) no lower than and not more than 1% per annum higher
than the Mortgage Rate and Net Mortgage Rate, respectively, of the Deleted
Mortgage Loan as of the date of substitution; (iii) have a Loan-to-Value Ratio
at the time of substitution no higher than that of the Deleted Mortgage Loan at
the time of substitution; (iv) have a remaining term to stated maturity not
greater than (and not more than one year less than) that of the Deleted Mortgage
Loan; (v) comply with each representation and warranty set forth in Sections
2.03 and 2.04 hereof and Section 4 of the Assignment Agreement; and (vi) in the
case of the adjustable rate Mortgage Loans, (w) have a Mortgage Rate that
adjusts with the same frequency and based upon the same Index as that of the
Deleted Mortgage Loan, (x) have a Note Margin not less than that of the Deleted
Mortgage Loan; (y) have a Periodic Rate Cap that is equal to that of the Deleted
Mortgage Loan; and (z) have a next Adjustment Date no later than that of the
Deleted Mortgage Loan.
Rating Agency: Standard & Poor's and Moody's. If any agency or a
successor is no longer in existence, "Rating Agency" shall be such statistical
credit rating agency, or other comparable Person, designated by the Depositor,
notice of which designation shall be given to the Trustee and the Master
Servicer.
Realized Loss: With respect to each Mortgage Loan (or REO Property) as
to which a Cash Liquidation or REO Disposition has occurred, an amount (not less
than zero) equal to (i) the Stated Principal Balance of the Mortgage Loan (or
REO Property) as of the date of Cash Liquidation or REO Disposition, plus (ii)
interest (and REO Imputed Interest, if any) at the Net Mortgage Rate or Adjusted
Net Mortgage Rate, with respect to a Group I Loan (or Modified Net Mortgage Rate
in the case of a Modified Mortgage Loan) from the Due Date as to which interest
was last paid or advanced to Certificateholders up to the last day of the month
in which the Cash Liquidation (or REO
48
Disposition) occurred on the Stated Principal Balance of such Mortgage Loan (or
REO Property) outstanding during each Due Period that such interest was not paid
or advanced, minus (iii) the proceeds, if any, received during the month in
which such Cash Liquidation (or REO Disposition) occurred, to the extent applied
as recoveries of interest at the Net Mortgage Rate or Adjusted Net Mortgage
Rate, with respect to a Group I Loan (or Modified Net Mortgage Rate in the case
of a Modified Mortgage Loan) and to principal of the Mortgage Loan, net of the
portion thereof reimbursable to the Master Servicer or any Subservicer with
respect to related Advances, Servicing Advances or other expenses as to which
the Master Servicer or Subservicer is entitled to reimbursement thereunder but
which have not been previously reimbursed. With respect to each Mortgage Loan
which is the subject of a Servicing Modification, (a) (1) the amount by which
the interest portion of a Monthly Payment or the principal balance of such
Mortgage Loan was reduced or (2) the sum of any other amounts owing under the
Mortgage Loan that were forgiven and that constitute Servicing Advances that are
reimbursable to the Master Servicer or a Subservicer, and (b) any such amount
with respect to a Monthly Payment that was or would have been due in the month
immediately following the month in which a Principal Prepayment or the Purchase
Price of such Mortgage Loan is received or is deemed to have been received. With
respect to each Mortgage Loan which has become the subject of a Deficient
Valuation, the difference between the principal balance of the Mortgage Loan
outstanding immediately prior to such Deficient Valuation and the principal
balance of the Mortgage Loan as reduced by the Deficient Valuation. With respect
to each Mortgage Loan which has become the object of a Debt Service Reduction,
the amount of such Debt Service Reduction. Notwithstanding the above, neither a
Deficient Valuation nor a Debt Service Reduction shall be deemed a Realized Loss
hereunder so long as the Master Servicer has notified the Trustee in writing
that the Master Servicer is diligently pursuing any remedies that may exist in
connection with the representations and warranties made regarding the related
Mortgage Loan and either (A) the related Mortgage Loan is not in default with
regard to payments due thereunder or (B) delinquent payments of principal and
interest under the related Mortgage Loan and any premiums on any applicable
primary hazard insurance policy and any related escrow payments in respect of
such Mortgage Loan are being advanced on a current basis by the Master Servicer
or a Subservicer, in either case without giving effect to any Debt Service
Reduction.
Record Date: With respect to each Distribution Date and each Class of
Certificates (other than the Class A-I-1, Class A-II and Class M-II
Certificates), the close of business on the last Business Day of the month next
preceding the month in which the related Distribution Date occurs. With respect
to each Distribution Date and the Class A-I-1, Class A-II and Class M-II
Certificates, the Business Day prior to such Distribution Date.
Regular Certificates: The Class A, Class M and Class SB Certificates.
Regular Interest: Any one of the regular interests in the Trust Fund.
Relief Act: The Soldiers' and Sailors' Civil Relief Act of 1940, as
amended.
Relief Act Shortfalls: Interest shortfalls on the Mortgage Loans resulting
from the Relief Act or similar legislation or regulations.
49
REMIC: A "real estate mortgage investment conduit" within the meaning of
Section 860D of the Code.
REMIC Administrator: Residential Funding Corporation. If Residential
Funding Corporation is found by a court of competent jurisdiction to no longer
be able to fulfill its obligations as REMIC Administrator under this Agreement
the Master Servicer or Trustee acting as Master Servicer shall appoint a
successor REMIC Administrator, subject to assumption of the REMIC Administrator
obligations under this Agreement.
REMIC I: The segregated pool of assets subject hereto (exclusive of the
Reserve Fund, which is not an asset of any REMIC), constituting a portion of the
primary trust created hereby and to be administered hereunder, with respect to
which a separate REMIC election is to be made (other than with respect to the
items in clause (v) and the proceeds thereof), consisting of: (i) the Group I
Loans and the related Mortgage Files; (ii) all payments on and collections in
respect of the Group I Loans due after the Cut-off Date (other than Monthly
Payments due in September 2003) as shall be on deposit in the Custodial Account
or in the Certificate Account and identified as belonging to the Trust Fund;
(iii) property which secured a Group I Loan and which has been acquired for the
benefit of the Certificateholders by foreclosure or deed in lieu of foreclosure;
(iv) the hazard insurance policies and Primary Insurance Policy pertaining to
the Group I Loans, if any; (v) the Policy and (vi) all proceeds of clauses (i)
through (v) above.
REMIC I Regular Interest: REMIC I Regular Interest A.
REMIC I Regular Interest A: A regular interest in REMIC I that is held
as an asset of REMIC III, that has an initial principal balance equal to the
related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC I Pass-Through Rate, and that has such other terms as are
described herein.
REMIC II: The segregated pool of assets subject hereto (exclusive of the
Reserve Fund, which is not an asset of any REMIC), constituting a portion of the
primary trust created hereby and to be administered hereunder, with respect to
which a separate REMIC election is to be made (other than with respect to the
items in clause (v) and the proceeds thereof), consisting of: (i) the Group II
Loans and the related Mortgage Files; (ii) all payments on and collections in
respect of the Group II Loans due after the Cut-off Date (other than Monthly
Payments due in September 2003) as shall be on deposit in the Custodial Account
or in the Certificate Account and identified as belonging to the Trust Fund;
(iii) property which secured a Group II Loan and which has been acquired for the
benefit of the Certificateholders by foreclosure or deed in lieu of foreclosure;
(iv) the hazard insurance policies and Primary Insurance Policy pertaining to
the Group II Loans, if any; and (v) all proceeds of clauses (i) through (iv)
above.
REMIC II Regular Interest: REMIC II Regular Interest X.
XXXXX XX Regular Interest B: A regular interest in REMIC II that is held
as an asset of REMIC III, that has an initial principal balance equal to the
related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC II Pass-Through Rate, and that has such other terms as are
described herein.
50
REMIC III: The segregated pool of assets subject hereto, constituting a
portion of the primary trust created hereby and to be administered hereunder,
with respect to which a separate REMIC election is to be made, consisting of the
REMIC I Regular Interest and the REMIC II Regular Interest.
REMIC III Group I Diverted Excess Spread: 1% of the Group I Diverted Excess
Spread.
REMIC III Group II Diverted Excess Spread: 1% of the Group II Diverted
Excess Spread.
REMIC III Group I Interest Loss Allocation Amount: With respect to any
Distribution Date, an amount equal to (a) the product of (i) the aggregate
Uncertificated Principal Balance of the REMIC III Group I Regular Interests then
outstanding and (ii) the Uncertificated Pass-Through Rate for REMIC III Regular
Interest I-AA minus the Group I Marker Rate, divided by (b) 12.
REMIC III Group II Interest Loss Allocation Amount: With respect to any
Distribution Date, an amount equal to (a) the product of (i) the aggregate
Uncertificated Principal Balance of the REMIC III Group II Regular Interests
then outstanding and (ii) the Uncertificated Pass-Through Rate for REMIC III
Regular Interest II-AA minus the Group II Marker Rate divided by (b) 12.
REMIC III Group I Overcollateralized Amount: With respect to any date of
determination, (i) 1% of the aggregate Uncertificated Principal Balances of the
REMIC III Group I Regular Interests minus (ii) the aggregate Uncertificated
Principal Balances of the REMIC III Regular Interests (other than REMIC III
Regular Interests I-AA and I-ZZ), in each case as of such date of determination.
REMIC III Group II Overcollateralized Amount: With respect to any date
of determination, (i) 1% of the aggregate Uncertificated Principal Balances of
the REMIC III Group II Regular Interests minus (ii) the aggregate Uncertificated
Principal Balances of the REMIC III Group II Regular Interests (other than REMIC
III Group II Regular Interests II-A and II-ZZ), in each case as of such date of
determination.
REMIC III Group I Principal Loss Allocation Amount: With respect to any
Distribution Date, an amount equal to the product of (i) the aggregate Stated
Principal Balance of the Group I Loans then outstanding and (ii) 1 minus a
fraction, the numerator of which is two times the sum of the Uncertificated
Principal Balances of REMIC III Regular Interests X-X-0, X-X-0, X-X-0, X-X-0,
X-X-0, X-X-0X, X-X-0X, X-X-0, X-X-0, X-X-0, M-I-2 and M-I-3 and the denominator
of which is the sum of the Uncertificated Principal Balances of REMIC III
Regular Interests X-X-0, X-X-0, X-X-0, X-X-0, X-X- 0, X-X-0X, X-X-0X, X-X-0,
X-X-0, X-X-0, X-X-0, M-I-3 and I-ZZ.
REMIC III Group II Principal Loss Allocation Amount: With respect to any
Distribution Date, an amount equal to the product of (i) the aggregate Stated
Principal Balance of the Group II Loans then outstanding and (ii) 1 minus a
fraction, the numerator of which is two times the Uncertificated Principal
Balances of REMIC III Regular Interests A-II-A, A-II-B, M-II-1, M-II-2, M-II-3,
M-II-4 and M-II-5 and the denominator of which is the sum of the Uncertificated
Principal Balances of REMIC III Regular Interests A-II-A, A-II-B, M-II-1,
M-II-2, M-II-3, M-II-4, M-II-5 and II-ZZ.
51
REMIC III Group I Regular Interests: REMIC III Regular Interests I-AA,
X-X-0, X-X-0, X-X-0, X-X-0, X-X-0, X-X-0X, X-X-0X, X-X-0, X-X-0, X-X-0, X-X-0,
M-I-3 and I-ZZ.
REMIC III Group II Regular Interests: REMIC III Regular Interests II-AA,
A-II-A, A-II-B, M-II-1, M-II-2, M-II-3, M-II-4, M-II-5 and II-ZZ.
REMIC III Group I Required Overcollateralization Amount: 1% of the Group
I Required Overcollateralization Amount.
REMIC III Group II Required Overcollateralized Amount: 1% of the Group
II Required Overcollateralization Amount.
REMIC III Regular Interests: REMIC III Regular Interest I-AA, REMIC III
Regular Interest A-I-1, REMIC III Regular Interest A-I-2, REMIC III Regular
Interest A-I-3, REMIC III Regular Interest A-I-4, REMIC III Regular Interest
A-I-5, REMIC III Regular Interest A-I-6A, REMIC III Regular Interest A-I-6B,
REMIC III Regular Interest A-I-7, REMIC III Regular Interest A-I-8, REMIC III
Regular Interest M-I-1, REMIC III Regular Interest M-I-2, REMIC III Regular
Interest M-I-3, REMIC III Regular Interest I-ZZ, REMIC III Regular Interest
II-AA, REMIC III Regular Interest A-II-A, REMIC III Regular Interest A-II-B,
REMIC III Regular Interest M-II-1, REMIC III Regular Interest M-II-2, REMIC III
Regular Interest M-II-3, REMIC III Regular Interest M-II-4, REMIC III Regular
Interest M-II-5 and REMIC III Regular Interest II-ZZ.
REMIC III Regular Interest I-AA: A regular interest in REMIC III that is
held as an asset of REMIC IV, that has an initial principal balance equal to the
related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-1: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-2: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-3: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-4: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
52
REMIC III Regular Interest A-I-5: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-6A: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-6B: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-7: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-I-8: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-I-1: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-I-2: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-I-3: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest I-ZZ: A regular interest in REMIC III that is
held as an asset of REMIC IV, that has an initial principal balance equal to the
related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
53
REMIC III Regular Interest II-AA: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-II-A: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest A-II-B: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-II-1: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-II-2: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-II-3: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-II-4: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest M-II-5: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
REMIC III Regular Interest II-ZZ: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated REMIC III Pass-Through Rate, and that has such other terms as are
described herein.
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REMIC III Regular Interest I-ZZ Maximum Interest Deferral Amount: With
respect to any Distribution Date, the sum of (a) the excess of (i)
Uncertificated Accrued Interest calculated with the REMIC III Regular Interest
I-ZZ Uncertificated Pass-Through Rate and an Uncertificated Principal Balance
equal to the excess of (x) the Uncertificated Principal Balance of REMIC III
Regular Interest I-ZZ over (y) the REMIC III Group I Overcollateralized Amount,
in each case for such Distribution Date, over (ii) the sum of Uncertificated
Accrued Interest on REMIC III Regular Interest A-I-1 through REMIC III Regular
Interest A-I-8 and REMIC III Regular Interest M-I-1 through REMIC III Regular
Interest M-I-3, with the rate on each such REMIC III Group I Regular Interest
subject to a cap equal to the Pass-Through Rate for the Corresponding Class for
the purpose of this calculation and (b) the REMIC III Group II Diverted Excess
Spread.
REMIC III Regular Interest II-ZZ Maximum Interest Deferral Amount: With
respect to any Distribution Date, the sum of (a) the excess of (i)
Uncertificated Accrued Interest calculated with the REMIC III Regular Interest
II-ZZ Uncertificated Pass-Through Rate and an Uncertificated Principal Balance
equal to the excess of (x) the Uncertificated Principal Balance of REMIC III
Regular Interest II-ZZ over (y) the REMIC III Group II Overcollateralized
Amount, in each case for such Distribution Date, over (ii) the sum of
Uncertificated Accrued Interest on REMIC III Regular Interests A-II-A, REMIC III
Regular Interest A-II-B and REMIC III Regular Interest M-II-1 through REMIC III
Regular Interest M-II-5, with the rate on each such REMIC III Group II Regular
Interest subject to a cap equal to the Pass-Through Rate for the Corresponding
Class for the purpose of this calculation and (b) the REMIC III Group I Diverted
Excess Spread.
REMIC IV: The segregated pool of assets subject hereto, constituting a
portion of the primary trust created hereby and to be administered hereunder,
with respect to which a separate REMIC election is to be made, consisting of the
REMIC III Regular Interests.
REMIC Provisions: Provisions of the federal income tax law relating to
real estate mortgage investment conduits, which appear at Sections 860A through
860G of Subchapter M of Chapter 1 of the Code, and related provisions, and
temporary and final regulations (or, to the extent not inconsistent with such
temporary or final regulations, proposed regulations) and published rulings,
notices and announcements promulgated thereunder, as the foregoing may be in
effect from time to time.
REO Acquisition: The acquisition by the Master Servicer on behalf of the
Trustee for the benefit of the Certificateholders of any REO Property pursuant
to Section 3.14.
REO Disposition: As to any REO Property, a determination by the Master
Servicer that it has received substantially all Insurance Proceeds, Liquidation
Proceeds, REO Proceeds and other payments and recoveries (including proceeds of
a final sale) which the Master Servicer expects to be finally recoverable from
the sale or other disposition of the REO Property.
REO Imputed Interest: As to any REO Property, for any period, an amount
equivalent to interest (at a rate equal to the sum of the Net Mortgage Rate or
Adjusted Net Mortgage Rate, with respect to a Group I Loan, that would have been
applicable to the related Mortgage Loan had it been outstanding) on the unpaid
principal balance of the Mortgage Loan as of the date of acquisition thereof for
such period.
55
REO Proceeds: Proceeds, net of expenses, received in respect of any REO
Property (including, without limitation, proceeds from the rental of the related
Mortgaged Property or, with respect to a Cooperative Loan, the related
Cooperative Apartment) which proceeds are required to be deposited into the
Custodial Account only upon the related REO Disposition.
REO Property: A Mortgaged Property acquired by the Master Servicer, on
behalf of the Trustee for the benefit of the Certificateholders of any REO
Property pursuant to Section 3.14, through foreclosure or deed in lieu of
foreclosure in connection with a defaulted Mortgage Loan.
Reportable Modified Mortgage Loan: Any Mortgage Loan that (i) has been
subject to an interest rate reduction, (ii) has been subject to a term extension
or (iii) has had amounts owing on such Mortgage Loan capitalized by adding such
amount to the Stated Principal Balance of such Mortgage Loan; provided, however,
that a Mortgage Loan modified in accordance with clause (i) above for a
temporary period shall not be a Reportable Modified Mortgage Loan if such
Mortgage Loan has not been delinquent in payments of principal and interest for
six months since the date of such modification if that interest rate reduction
is not made permanent thereafter.
Repurchase Event: As defined in the Assignment Agreement.
Request for Release: A request for release, the forms of which are
attached as Exhibit G hereto, or an electronic request in a form acceptable to
the Custodian.
Required Insurance Policy: With respect to any Mortgage Loan, any
insurance policy which is required to be maintained from time to time under this
Agreement, the Program Guide or the related Subservicing Agreement in respect of
such Mortgage Loan.
Reserve Fund: An "outside reserve fund" within the meaning of Treasury
regulation Section 1.860G-2(h), which is not an asset of any REMIC, ownership of
which is evidenced by the Class SB- I Certificates and Class SB-II Certificates,
as applicable, and which is established and maintained pursuant to Section 4.09.
Reserve Fund Deposit: With respect to the Reserve Fund, an amount equal
to $5,000, which the Trustee shall deposit into the Reserve Fund pursuant to
Section 4.09 hereof.
Reserve Fund Residual Right: The right to distributions from the Reserve
Fund as described in Section 4.09 hereof.
Residential Funding: Residential Funding Corporation, a Delaware
corporation, in its capacity as seller of the Mortgage Loans to the Depositor
and any successor thereto.
Responsible Officer: When used with respect to the Trustee, any officer
of the Institutional Trust Services/Structured Finance Services Department of
the Trustee, including any Senior Vice President, any Vice President, any
Assistant Vice President, any Assistant Secretary, any Trust Officer or
Assistant Trust Officer, or any other officer of the Trustee with direct
responsibility for the administration of this Agreement.
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Security Agreement: With respect to a Cooperative Loan, the agreement
creating a security interest in favor of the originator in the related
Cooperative Stock.
Servicing Accounts: The account or accounts created and maintained pursuant
to Section 3.08.
Servicing Advances: All customary, reasonable and necessary "out of
pocket" costs and expenses incurred in connection with a default, delinquency or
other unanticipated event by the Master Servicer or a Subservicer in the
performance of its servicing obligations, including, but not limited to, the
cost of (i) the preservation, restoration and protection of a Mortgaged Property
or, with respect to a Cooperative Loan, the related Cooperative Apartment, (ii)
any enforcement or judicial proceedings, including foreclosures, including any
expenses incurred in relation to any such proceedings that result from the
Mortgage Loan being registered on the MERS System, (iii) the management and
liquidation of any REO Property, (iv) any mitigation procedures implemented in
accordance with Section 3.07 and (v) compliance with the obligations under
Sections 3.01, 3.08, 3.12(a) and 3.14, including, if the Master Servicer or any
Affiliate of the Master Servicer provides services such as appraisals and
brokerage services that are customarily provided by Persons other than servicers
of mortgage loans, reasonable compensation for such services.
Servicing Fee: With respect to any Mortgage Loan and Distribution Date,
the fee payable monthly to the Master Servicer in respect of master servicing
compensation that accrues at an annual rate equal to the Servicing Fee Rate
multiplied by the Stated Principal Balance of such Mortgage Loan as of the
related Due Date in the related Due Period, as may be adjusted pursuant to
Section 3.16(e).
Servicing Fee Rate: The per annum rate designated on the Mortgage Loan
Schedule as the "MSTR SERV FEE" as may be adjusted with respect to successor
Master Servicers as provided in Section 7.02.
Servicing Modification: Any reduction of the interest rate on or the
outstanding principal balance of a Mortgage Loan, any extension of the final
maturity date of a Mortgage Loan, and any increase to the Stated Principal
Balance of a Mortgage Loan by adding to the Stated Principal Balance unpaid
principal and interest and other amounts owing under the Mortgage Loan, in each
case pursuant to a modification of a Mortgage Loan that is in default or, in the
judgment of the Master Servicer, default is reasonably foreseeable in accordance
with Section 3.07(a).
Servicing Officer: Any officer of the Master Servicer involved in, or
responsible for, the administration and servicing of the Mortgage Loans whose
name and specimen signature appear on a list of servicing officers furnished to
the Trustee on the Closing Date by the Master Servicer, as such list may from
time to time be amended.
Simple Interest Loan: A Mortgage Loan pursuant to which each Monthly
Payment is applied first, to interest accrued on such Mortgage Loan from the
date on which the previous Monthly Payment was made to the date on which such
Monthly Payment was made, and second to the principal amount outstanding.
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Standard & Poor's: Standard & Poor's, a division of The XxXxxx-Xxxx
Companies, or its successor in interest.
Startup Date: The day designated as such pursuant to Article X hereof.
Stated Principal Balance: With respect to any Mortgage Loan or related
REO Property, at any given time, (i) the sum of (a) the Cut-off Date Principal
Balance of the Mortgage Loan plus (b) any amount by which the Stated Principal
Balance of the Mortgage Loan has been increased pursuant to a Servicing
Modification, minus (ii) the sum of (a) the aggregate of the principal portion
of the Monthly Payments due with respect to such Mortgage Loan or REO Property
during each Due Period commencing on the first Due Period after the Cut-Off Date
and ending with the Due Period related to the most recent Distribution Date
which were received or with respect to which an Advance was made, and (b) all
Principal Prepayments with respect to such Mortgage Loan or REO Property, and
all Insurance Proceeds, Liquidation Proceeds and REO Proceeds, to the extent
applied by the Master Servicer as recoveries of principal in accordance with
Section 3.14 with respect to such Mortgage Loan or REO Property, in each case
which were distributed pursuant to Section 4.02 or 4.03 on any previous
Distribution Date, and (c) any Realized Loss allocated to Certificateholders
with respect thereto for any previous Distribution Date.
Sub-Group: Each sub-group of Loan Group II referred to as the Group II-A
Loans and the Group II-B Loans.
Subordination: The provisions described in Section 4.05 relating to the
allocation of Realized Losses (other than any Realized Losses covered by the
Policy).
Subsequent Recoveries: As of any Distribution Date, amounts received by
the Master Servicer (net of any related expenses permitted to be reimbursed
pursuant to Section 3.10) or surplus amounts held by the Master Servicer to
cover estimated expenses (including, but not limited to, recoveries in respect
of the representations and warranties made by the related Seller pursuant to the
applicable Seller's Agreement and assigned to the Trustee pursuant to Section
2.04) specifically related to a Mortgage Loan that was the subject of a Cash
Liquidation or an REO Disposition prior to the related Prepayment Period that
resulted in a Realized Loss.
Subordination Percentage: With respect to the Class A-I Certificates,
78.90%; with respect to the Class M-I-1 Certificates, 85.90%; with respect to
the Class M-I-2 Certificates, 91.40%; with respect to the Class M-I-3
Certificates, 95.90%; with respect to the Class A-II Certificates, 56.30%; with
respect to the Class M-II-1 Certificates, 70.80%; with respect to the Class
M-II-2 Certificates, 82.80%; with respect to the Class M-II-3 Certificates,
85.80%; with respect to the Class M-II-4 Certificates, 88.80%; and with respect
to the Class M-II-5 Certificates, 91.80%.
Subserviced Mortgage Loan: Any Mortgage Loan that, at the time of
reference thereto, is subject to a Subservicing Agreement.
Subservicer: Any Person with whom the Master Servicer has entered into a
Subservicing Agreement and who generally satisfied the requirements set forth in
the Program Guide in respect
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of the qualification of a Subservicer as of the date of its approval as a
Subservicer by the Master Servicer.
Subservicer Advance: Any delinquent installment of principal and
interest on a Mortgage Loan which is advanced by the related Subservicer (net of
its Subservicing Fee) pursuant to the Subservicing Agreement.
Subservicing Account: An account established by a Subservicer in
accordance with Section 3.08.
Subservicing Agreement: The written contract between the Master Servicer
and any Subservicer relating to servicing and administration of certain Mortgage
Loans as provided in Section 3.02, generally in the form of the servicer
contract referred to or contained in the Program Guide or in such other form as
has been approved by the Master Servicer and the Depositor.
Subservicing Fee: As to any Mortgage Loan, the fee payable monthly to
the related Subservicer (or, in the case of a Nonsubserviced Mortgage Loan, to
the Master Servicer) in respect of subservicing and other compensation that
accrues with respect to each Distribution Date at an annual rate equal to the
Subservicing Fee Rate multiplied by the Stated Principal Balance of such
Mortgage Loan as of the related Due Date in the related Due Period.
Subservicing Fee Rate: The per annum rate designated on the Mortgage
Loan Schedule as the "SUBSERV FEE".
Tax Returns: The federal income tax return on Internal Revenue Service
Form 1066, U.S. Real Estate Mortgage Investment Conduit Income Tax Return,
including Schedule Q thereto, Quarterly Notice to Residual Interest Holders of
REMIC Taxable Income or Net Loss Allocation, or any successor forms, to be filed
on behalf of REMIC I, REMIC II, REMIC III and REMIC IV due to their
classification as REMICs under the REMIC Provisions, together with any and all
other information, reports or returns that may be required to be furnished to
the Certificateholders or filed with the Internal Revenue Service or any other
governmental taxing authority under any applicable provisions of federal, state
or local tax laws.
Transfer: Any direct or indirect transfer, sale, pledge, hypothecation
or other form of assignment of any Ownership Interest in a Certificate.
Transferee: Any Person who is acquiring by Transfer any Ownership Interest
in a Certificate.
Transferor: Any Person who is disposing by Transfer of any Ownership
Interest in a Certificate.
Trust Fund: Collectively, the assets of REMIC I, REMIC II, REMIC III and
REMIC IV, the Reserve Fund and the Reserve Fund Deposit.
59
Uniform Single Attestation Program for Mortgage Bankers: The Uniform
Single Attestation Program for Mortgage Bankers, as published by the Mortgage
Bankers Association of America and effective with respect to fiscal periods
ending on or after December 15, 1995.
Uncertificated Accrued Interest: With respect to any Uncertificated
Regular Interest for any Distribution Date, one month's interest at the related
Uncertificated Pass-Through Rate for such Distribution Date, accrued on the
Uncertificated Principal Balance immediately prior to such Distribution Date.
Uncertificated Accrued Interest for the REMIC I Regular Interest, the REMIC II
Regular Interest and the REMIC III Regular Interests shall accrue on the basis
of a 360-day year consisting of twelve 30-day months. For purposes of
calculating the amount of Uncertificated Accrued Interest for the REMIC III
Group I Regular Interests for any Distribution Date, any Prepayment Interest
Shortfalls (to the extent not covered by Compensating Interest) relating to the
Group I Loans for any Distribution Date shall be allocated first, to
Uncertificated Accrued Interest payable to REMIC III Regular Interest I-AA and
REMIC III Regular Interest I-ZZ up to an aggregate amount equal to the REMIC III
Group I Interest Loss Allocation Amount, 98% and 2%, respectively, and
thereafter any remaining Prepayment Interest Shortfalls (to the extent not
covered by Compensating Interest) relating to the Group I Loans for any
Distribution Date shall be allocated among the REMIC III Group I Regular
Interests, pro rata based on, and to the extent of, Uncertificated Accrued
Interest, as calculated without application of this sentence. For purposes of
calculating the amount of Uncertificated Accrued Interest for the REMIC III
Group II Regular Interests for any Distribution Date, any Prepayment Interest
Shortfalls (to the extent not covered by Compensating Interest) relating to the
Group II Loans for any Distribution Date shall be allocated first, to
Uncertificated Accrued Interest payable to REMIC III Regular Interest II-AA and
REMIC III Regular Interest II-ZZ up to an aggregate amount equal to the REMIC
III Group II Interest Loss Allocation Amount, 98% and 2%, respectively, and
thereafter any remaining Prepayment Interest Shortfalls (to the extent not
covered by Compensating Interest) relating to the Group II Loans for any
Distribution Date shall be allocated among the REMIC III Group II Regular
Interests, pro rata based on, and to the extent of, Uncertificated Accrued
Interest, as calculated without application of this sentence.
Uncertificated Pass-Through Rate: The Uncertificated REMIC I
Pass-Through Rate, Uncertificated REMIC II Pass-Through Rate or Uncertificated
REMIC III Pass-Through Rate.
Uncertificated Principal Balance: The principal amount of any
Uncertificated Regular Interest outstanding as of any date of determination. The
Uncertificated Principal Balance of each Uncertificated Regular Interest shall
be reduced by all distributions of principal made on such Uncertificated Regular
Interest, as applicable, on such Distribution Date and, if and to the extent
necessary and appropriate, shall be further reduced in such Distribution Date by
Realized Losses. The Uncertificated Principal Balance of each Uncertificated
Regular Interest shall never be less than zero.
Uncertificated Regular Interests: The REMIC I Regular Interest, REMIC II
Regular Interest and REMIC III Regular Interests.
Uncertificated REMIC I Pass-Through Rate: With respect to any
Distribution Date, a per annum rate equal to the Group I Net WAC Cap Rate.
60
Uncertificated REMIC II Pass-Through Rate: With respect to any
Distribution Date, a per annum rate equal to the rate specified in clause (i) of
the definition of Group II Net WAC Cap Rate.
Uncertificated REMIC III Pass-Through Rate: With respect to any
Distribution Date, (x) with respect to the REMIC III Group I Regular Interests,
a per annum rate equal to the weighted average of the Uncertificated REMIC I
Pass-Through Rate for REMIC I Regular Interest A and (y) with respect to the
REMIC III Group II Regular Interests, a per annum rate equal to the weighted
average of the Uncertificated REMIC II Pass-Through Rate for REMIC I Regular
Interest B.
Uninsured Cause: Any cause of damage to property subject to a Mortgage
such that the complete restoration of such property is not fully reimbursable by
the hazard insurance policies.
United States Person: A citizen or resident of the United States, a
corporation, partnership or other entity (treated as a corporation or
partnership for United States federal income tax purposes) created or organized
in, or under the laws of, the United States, any state thereof, or the District
of Columbia (except in the case of a partnership, to the extent provided in
Treasury regulations) provided that, for purposes solely of the restrictions on
the transfer of Class R Certificates, no partnership or other entity treated as
a partnership for United States federal income tax purposes shall be treated as
a United States Person unless all persons that own an interest in such
partnership either directly or through any entity that is not a corporation for
United States federal income tax purposes are required by the applicable
operative agreement to be United States Persons, or an estate that is described
in Section 7701(a)(30)(D) of the Code, or a trust that is described in Section
7701(a)(30)(E) of the Code.
VA: The Veterans Administration, or its successor.
Voting Rights: The portion of the voting rights of all of the
Certificates which is allocated to any Certificate. 97.00% of all of the Voting
Rights shall be allocated among Holders of the Class A Certificates and the
Class M Certificates, in proportion to the outstanding Certificate Principal
Balances of their respective Certificates; 1% and 1% of all of the Voting Rights
shall be allocated among the Holders of the Class SB-I and Class SB-II
Certificates, respectively; 0.25%, 0.25%, 0.25% and 0.25% of all of the Voting
Rights shall be allocated among the Holders of the Class R-I, Class R-II, Class
R-III and Class R-IV Certificates, respectively; in each case to be allocated
among the Certificates of such Class in accordance with their respective
Percentage Interest.
Section 1.02. Determination of LIBOR.
LIBOR applicable to the calculation of the Pass-Through Rate on the
Class A-I-1, Class A-II and Class M-II Certificates for any Interest Accrual
Period will be determined on each LIBOR Rate Adjustment Date. On each LIBOR Rate
Adjustment Date, LIBOR shall be established by the Trustee and, as to any
Interest Accrual Period, will equal the rate for one month United States dollar
deposits that appears on the Telerate Screen Page 3750 as of 11:00 a.m., London
time, on such LIBOR Rate Adjustment Date. "Telerate Screen Page 3750" means the
display designated as page 3750 on the Telerate Service (or such other page as
may replace page 3750 on that service for the purpose of displaying London
interbank offered rates of major banks). If such rate does not appear on such
page (or such other page as may replace that page on that service, or if such
service is no longer offered,
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LIBOR shall be so established by use of such other service for displaying LIBOR
or comparable rates as may be selected by the Trustee after consultation with
the Master Servicer), the rate will be the Reference Bank Rate. The "Reference
Bank Rate" will be determined on the basis of the rates at which deposits in
U.S. Dollars are offered by the reference banks (which shall be any three major
banks that are engaged in transactions in the London interbank market, selected
by the Trustee after consultation with the Master Servicer) as of 11:00 a.m.,
London time, on the LIBOR Rate Adjustment Date to prime banks in the London
interbank market for a period of one month in amounts approximately equal to the
aggregate Certificate Principal Balance of the Class A-I-1, Class A-II and Class
M-II Certificates then outstanding. The Trustee will request the principal
London office of each of the reference banks to provide a quotation of its rate.
If at least two such quotations are provided, the rate will be the arithmetic
mean of the quotations rounded up to the next multiple of 1/16%. If on such date
fewer than two quotations are provided as requested, the rate will be the
arithmetic mean of the rates quoted by one or more major banks in New York City,
selected by the Trustee after consultation with the Master Servicer, as of 11:00
a.m., New York City time, on such date for loans in U.S. Dollars to leading
European banks for a period of one month in amounts approximately equal to the
aggregate Certificate Principal Balance of the Class A-I-1, Class A-II and Class
M-II Certificates then outstanding. If no such quotations can be obtained, the
rate will be LIBOR for the prior Distribution Date; provided however, if, under
the priorities described above, LIBOR for a Distribution Date would be based on
LIBOR for the previous Distribution Date for the third consecutive Distribution
Date, the Trustee shall select an alternative comparable index (over which the
Trustee has no control), used for determining one-month Eurodollar lending rates
that is calculated and published (or otherwise made available) by an independent
party. The establishment of LIBOR by the Trustee on any LIBOR Rate Adjustment
Date and the Trustee's subsequent calculation of the Pass-Through Rate
applicable to the Class A-I-1, Class A-II and Class M-II Certificates for the
relevant Interest Accrual Period, in the absence of manifest error, will be
final and binding. Promptly following each LIBOR Rate Adjustment Date the
Trustee shall supply the Master Servicer with the results of its determination
of LIBOR on such date. Furthermore, the Trustee will supply to any
Certificateholder so calling the Trustee at 0-000-000-0000 and requesting the
Pass-Through Rate on the Class A-I-1, Class A-II and Class M-II Certificates for
the current and the immediately preceding Interest Accrual Period.
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ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01. Conveyance of Mortgage Loans.
(a) The Depositor, concurrently with the execution and delivery hereof,
does hereby assign to the Trustee without recourse all the right, title and
interest of the Depositor in and to (i) the Mortgage Loans, including all
interest and principal received on or with respect to the Mortgage Loans after
the Cut-off Date (other than payments of principal and interest due on the
Mortgage Loans in the month of September 2003); (ii) the Reserve Fund Deposit;
and (iii) all proceeds of the foregoing.
(b) In connection with such assignment, and contemporaneously with the
delivery of this Agreement, the Depositor delivered or caused to be delivered
hereunder to the Trustee the Policy, and except as set forth in Section 2.01(c)
below, the Depositor does hereby deliver to, and deposit with, the Trustee, or
to and with one or more Custodians, as the duly appointed agent or agents of the
Trustee for such purpose, the following documents or instruments (or copies
thereof as permitted by this Section) with respect to each Mortgage Loan so
assigned:
(I) with respect to each Mortgage Loan so assigned (other than a
Cooperative Loan):
(i) The original Mortgage Note, endorsed without recourse to the
order of the Trustee and showing an unbroken chain of endorsements from
the originator thereof to the Person endorsing it to the Trustee, or
with respect to any Destroyed Mortgage Note, an original lost note
affidavit from the related Seller or Residential Funding stating that
the original Mortgage Note was lost, misplaced or destroyed, together
with a copy of the related Mortgage Note;
(ii) The original Mortgage, noting the presence of the MIN of the
Mortgage Loan and language indicating that the Mortgage Loan is a MOM
Loan if the Mortgage Loan is a MOM Loan, with evidence of recording
thereon or, if the original Mortgage has not yet been returned from the
public recording office, a copy of the original Mortgage with evidence
of recording indicated thereon;
(iii) Unless the Mortgage Loan is registered on the MERS(R)
System, the Assignment (which may be included in one or more blanket
assignments if permitted by applicable law) of the Mortgage to the
Trustee with evidence of recording indicated thereon or a copy of such
assignment with evidence of recording indicated thereon;
(iv) The original recorded assignment or assignments of the
Mortgage showing an unbroken chain of title from the originator to the
Person assigning it to the Trustee (or to MERS, if the Mortgage Loan is
registered on the MERS(R) System and noting the presence of a MIN) with
evidence of recordation noted thereon or attached thereto, or a copy of
such assignment or assignments of the Mortgage with evidence of
recording indicated thereon;
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(v) The original of each modification, assumption agreement or
preferred loan agreement, if any, relating to such Mortgage Loan, or a
copy of each modification, assumption agreement or preferred loan
agreement; and
(II) with respect to each Cooperative Loan so assigned:
(i) The original Mortgage Note, endorsed without recourse to the
order of the Trustee and showing an unbroken chain of endorsements from
the originator thereof to the Person endorsing it to the Trustee, or
with respect to any Destroyed Mortgage Note, an original lost note
affidavit from the related Seller or Residential Funding stating that
the original Mortgage Note was lost, misplaced or destroyed, together
with a copy of the related Mortgage Note;
(ii) A counterpart of the Cooperative Lease and the Assignment of
Proprietary Lease to the originator of the Cooperative Loan with
intervening assignments showing an unbroken chain of title from such
originator to the Trustee;
(iii) The related Cooperative Stock Certificate, representing the
related Cooperative Stock pledged with respect to such Cooperative Loan,
together with an undated stock power (or other similar instrument)
executed in blank;
(iv) The original recognition agreement by the Cooperative of the
interests of the mortgagee with respect to the related Cooperative Loan;
(v) The Security Agreement;
(vi) Copies of the original UCC-1 financing statement, and any
continuation statements, filed by the originator of such Cooperative
Loan as secured party, each with evidence of recording thereof,
evidencing the interest of the originator under the Security Agreement
and the Assignment of Proprietary Lease;
(vii) Copies of the filed UCC-3 assignments of the security
interest referenced in clause (vi) above showing an unbroken chain of
title from the originator to the Trustee, each with evidence of
recording thereof, evidencing the interest of the originator under the
Security Agreement and the Assignment of Proprietary Lease;
(viii) An executed assignment of the interest of the originator
in the Security Agreement, Assignment of Proprietary Lease and the
recognition agreement referenced in clause (iv) above, showing an
unbroken chain of title from the originator to the Trustee;
(ix) The original of each modification, assumption agreement or
preferred loan agreement, if any, relating to such Cooperative Loan; and
(x) A duly completed UCC-1 financing statement showing
Residential Funding as debtor, the Company as secured party and the
Trustee as assignee and a duly completed UCC-1 financing statement
showing the Company as debtor and the Trustee as secured party,
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each in a form sufficient for filing, evidencing the interest of such
debtors in the Cooperative Loans.
The Depositor may, in lieu of delivering the original of the documents
set forth in Section 2.01(b)(I)(ii), (iii), (iv) and (v) and Section
(b)(II)(ii), (iv), (vii), (ix) and (x) (or copies thereof as permitted by
Section 2.01(b)) to the Trustee or the Custodian, deliver such documents to the
Master Servicer, and the Master Servicer shall hold such documents in trust for
the use and benefit of all present and future Certificateholders until such time
as is set forth in the next sentence. Within thirty Business Days following the
earlier of (i) the receipt of the original of all of the documents or
instruments set forth in Section 2.01(b)(I)(ii), (iii), (iv) and (v) and Section
(b)(II)(ii), (iv), (vii), (ix) and (x) (or copies thereof as permitted by such
Section) for any Mortgage Loan and (ii) a written request by the Trustee to
deliver those documents with respect to any or all of the Mortgage Loans then
being held by the Master Servicer, the Master Servicer shall deliver a complete
set of such documents to the Trustee or the Custodian that is the duly appointed
agent of the Trustee.
(c) In connection with any Mortgage Loan, if the Depositor cannot
deliver the original of the Mortgage, any assignment, modification, assumption
agreement or preferred loan agreement (or copy thereof as permitted by Section
2.01(b)) with evidence of recording thereon concurrently with the execution and
delivery of this Agreement because of (i) a delay caused by the public recording
office where such Mortgage, assignment, modification, assumption agreement or
preferred loan agreement as the case may be, has been delivered for recordation,
or (ii) a delay in the receipt of certain information necessary to prepare the
related assignments, the Depositor shall deliver or cause to be delivered to the
Trustee or the respective Custodian a copy of such Mortgage, assignment,
modification, assumption agreement or preferred loan agreement.
The Depositor shall promptly cause to be recorded in the appropriate
public office for real property records the Assignment referred to in clause
(I)(iii) of Section 2.01(b), except (a) in states where, in the opinion of
counsel acceptable to the Trustee and the Master Servicer, such recording is not
required to protect the Trustee's interests in the Mortgage Loan or (b) if MERS
is identified on the Mortgage or on a properly recorded assignment of the
Mortgage as the mortgagee of record solely as nominee for Residential Funding
and its successors and assigns, and shall promptly cause to be filed the Form
UCC-3 assignment and UCC-1 financing statement referred to in clause (II)(vii)
and (x), respectively, of Section 2.01(b). If any Assignment, Form UCC-3 or Form
UCC-1, as applicable, is lost or returned unrecorded to the Depositor because of
any defect therein, the Depositor shall prepare a substitute Assignment, Form
UCC-3 or Form UCC-1, as applicable, or cure such defect, as the case may be, and
cause such Assignment, Form UCC-3 or Form UCC-1, as applicable, to be recorded
in accordance with this paragraph. The Depositor shall promptly deliver or cause
to be delivered to the Trustee or the respective Custodian such Mortgage or
Assignment, Form UCC-3 or Form UCC-1, as applicable (or copy thereof as
permitted by Section 2.01(b)), with evidence of recording indicated thereon upon
receipt thereof from the public recording office or from the related
Subservicer. In connection with its servicing of Cooperative Loans, the Master
Servicer will use its best efforts to file timely continuation statements with
regard to each financing statement and assignment relating to Cooperative Loans
as to which the related Cooperative Apartment is located outside of the State of
New York.
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If the Depositor delivers to the Trustee or Custodian any Mortgage Note
or Assignment of Mortgage in blank, the Depositor shall, or shall cause the
Custodian to, complete the endorsement of the Mortgage Note and the Assignment
of Mortgage in the name of the Trustee in conjunction with the Interim
Certification issued by the Custodian, as contemplated by Section 2.02.
Any of the items set forth in Sections 2.01(b)(I)(ii), (iii), (iv) and
(v) and (II)(vi) and (vii) that may be delivered as a copy rather than the
original may be delivered to the Trustee or the Custodian.
In connection with the assignment of any Mortgage Loan registered on the
MERS(R) System, the Depositor further agrees that it will cause, at the
Depositor's own expense, within 30 days after the Closing Date, the MERS(R)
System to indicate that such Mortgage Loans have been assigned by the Depositor
to the Trustee in accordance with this Agreement for the benefit of the
Certificateholders by including (or deleting, in the case of Mortgage Loans
which are repurchased in accordance with this Agreement) in such computer files
(a) the code in the field which identifies the specific Trustee and (b) the code
in the field "Pool Field" which identifies the series of the Certificates issued
in connection with such Mortgage Loans. The Depositor further agrees that it
will not, and will not permit the Master Servicer to, and the Master Servicer
agrees that it will not, alter the codes referenced in this paragraph with
respect to any Mortgage Loan during the term of this Agreement unless and until
such Mortgage Loan is repurchased in accordance with the terms of this
Agreement.
(d) It is intended that the conveyances by the Depositor to the Trustee
of the Mortgage Loans as provided for in this Section 2.01 be construed as a
sale by the Depositor to the Trustee of the Mortgage Loans for the benefit of
the Certificateholders. Further, it is not intended that any such conveyance be
deemed to be a pledge of the Mortgage Loans by the Depositor to the Trustee to
secure a debt or other obligation of the Depositor. However, in the event that
the Mortgage Loans are held to be property of the Depositor or of Residential
Funding, or if for any reason this Agreement is held or deemed to create a
security interest in the Mortgage Loans, then it is intended that (a) this
Agreement shall also be deemed to be a security agreement within the meaning of
Articles 8 and 9 of the New York Uniform Commercial Code and the Uniform
Commercial Code of any other applicable jurisdiction; (b) the conveyances
provided for in this Section 2.01 shall be deemed to be (1) a grant by the
Depositor to the Trustee of a security interest in all of the Depositor's right
(including the power to convey title thereto), title and interest, whether now
owned or hereafter acquired, in and to (A) the Mortgage Loans, including (a)
with respect to each Cooperative Loan, the related Mortgage Note, Security
Agreement, Assignment of Proprietary Lease, Cooperative Stock Certificate and
Cooperative Lease, (b) with respect to each Mortgage Loan other than a
Cooperative Loan, the related Mortgage Note and Mortgage, and (c) any insurance
policies and all other documents in the related Mortgage File, (B) all amounts
payable pursuant to the Mortgage Loans in accordance with the terms thereof and
(C) any and all general intangibles consisting of, arising from or relating to
any of the foregoing, and all proceeds of the conversion, voluntary or
involuntary, of the foregoing into cash, instruments, securities or other
property, including without limitation all amounts from time to time held or
invested in the Certificate Account or the Custodial Account, whether in the
form of cash, instruments, securities or other property and (2) an assignment by
the Depositor to the Trustee of any security interest in any and all of
Residential Funding's right (including the power to convey title thereto), title
and interest, whether now owned or hereafter acquired, in and to the property
described in the foregoing clauses (1)(A), (B) and (C) granted by
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Residential Funding to the Depositor pursuant to the Assignment Agreement; (c)
the possession by the Trustee, the Custodian or any other agent of the Trustee
of Mortgage Notes or such other items of property as constitute instruments,
money, negotiable documents or chattel paper shall be deemed to be "possession
by the secured party," or possession by a purchaser or a person designated by
such secured party, for purposes of perfecting the security interest pursuant to
the Uniform Commercial Code as in effect in the States of New York and Minnesota
and any other applicable jurisdiction; and (d) notifications to persons holding
such property, and acknowledgments, receipts or confirmations from persons
holding such property, shall be deemed notifications to, or acknowledgments,
receipts or confirmations from, financial intermediaries, bailees or agents (as
applicable) of the Trustee for the purpose of perfecting such security interest
under applicable law.
The Depositor and, at the Depositor's direction, Residential Funding and
the Trustee shall, to the extent consistent with this Agreement, take such
reasonable actions as may be necessary to ensure that, if this Agreement were
deemed to create a security interest in the Mortgage Loans and the other
property described above, such security interest would be deemed to be a
perfected security interest of first priority under applicable law and will be
maintained as such throughout the term of this Agreement. Without limiting the
generality of the foregoing, the Depositor shall prepare and deliver to the
Trustee not less than 15 days prior to any filing date and, the Trustee shall
forward for filing, or shall cause to be forwarded for filing, at the expense of
the Depositor, all filings necessary to maintain the effectiveness of any
original filings necessary under the Uniform Commercial Code as in effect in any
jurisdiction to perfect the Trustee's security interest in or lien on the
Mortgage Loans as evidenced by an Officers' Certificate of the Depositor,
including without limitation (x) continuation statements, and (y) such other
statements as may be occasioned by (1) any change of name of Residential
Funding, the Depositor or the Trustee (such preparation and filing shall be at
the expense of the Trustee, if occasioned by a change in the Trustee's name),
(2) any change of location of the place of business or the chief executive
office of Residential Funding or the Depositor or (3) any transfer of any
interest of Residential Funding or the Depositor in any Mortgage Loan.
Section 2.02. Acceptance by Trustee.
The Trustee acknowledges receipt (or, with respect to Mortgage Loans
subject to a Custodial Agreement, and based solely upon a receipt or
certification executed by the Custodian, receipt by the respective Custodian as
the duly appointed agent of the Trustee) of the documents referred to in Section
2.01(b)(I)(i) and Section 2.01(b)(II)(i), (iii), (v), (vi) and (viii) above
(except that for purposes of such acknowledgment only, a Mortgage Note may be
endorsed in blank and an Assignment of Mortgage may be in blank) and declares
that it, or a Custodian as its agent, holds and will hold such documents and the
other documents constituting a part of the Mortgage Files delivered to it, or a
Custodian as its agent, in trust for the use and benefit of all present and
future Certificateholders. The Trustee or Custodian (such Custodian being so
obligated under a Custodial Agreement) agrees, for the benefit of
Certificateholders, to review each Mortgage File delivered to it pursuant to
Section 2.01(b) within 45 days after the Closing Date to ascertain that all
required documents (specifically as set forth in Section 2.01(b)), have been
executed and received, and that such documents relate to the Mortgage Loans
identified on the Mortgage Loan Schedule, as supplemented, that have been
conveyed to it, and to deliver to the Trustee a certificate (the "Interim
Certification") to the effect that all documents required to be delivered
pursuant to Section 2.01(b) above have been executed and received and that such
documents relate to the Mortgage Loans
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identified on the Mortgage Loan Schedule, except for any exceptions listed on
Schedule A attached to such Interim Certification. Upon delivery of the Mortgage
Files by the Depositor or the Master Servicer, the Trustee shall acknowledge
receipt (or, with respect to Mortgage Loans subject to a Custodial Agreement,
and based solely upon a receipt or certification (the "Final Certification")
executed by the Custodian, receipt by the respective Custodian as the duly
appointed agent of the Trustee) of the documents referred to in Section 2.01(c)
above. If the Custodian, as the Trustee's agent, finds any document or documents
constituting a part of a Mortgage File to be missing or defective, the Trustee
shall promptly so notify the Master Servicer and the Depositor; provided, that
if the Mortgage Loan related to such Mortgage File is listed on Schedule A of
the Assignment Agreement, no notification shall be necessary. Pursuant to
Section 2.3 of the Custodial Agreement, the Custodian will notify the Master
Servicer, the Depositor and the Trustee of any such omission or defect found by
it in respect of any Mortgage File held by it. If such omission or defect
materially and adversely affects the interests in the related Mortgage Loan of
the Certificateholders, the Master Servicer shall promptly notify the related
Subservicer of such omission or defect and request that such Subservicer correct
or cure such omission or defect within 60 days from the date the Master Servicer
was notified of such omission or defect and, if such Subservicer does not
correct or cure such omission or defect within such period, that such
Subservicer purchase such Mortgage Loan from the Trust Fund at its Purchase
Price, in either case within 90 days from the date the Master Servicer was
notified of such omission or defect; provided that if the omission or defect
would cause the Mortgage Loan to be other than a "qualified mortgage" as defined
in Section 860G(a)(3) of the Code, any such cure or repurchase must occur within
90 days from the date such breach was discovered; and provided further, that no
cure, substitution or repurchase shall be required if such omission or defect is
in respect of a Mortgage Loan listed on Schedule A of the Assignment Agreement.
The Purchase Price for any such Mortgage Loan shall be deposited or caused to be
deposited by the Master Servicer in the Custodial Account maintained by it
pursuant to Section 3.07 and, upon receipt by the Trustee of written
notification of such deposit signed by a Servicing Officer, the Trustee or any
Custodian, as the case may be, shall release to the Master Servicer the related
Mortgage File and the Trustee shall execute and deliver such instruments of
transfer or assignment prepared by the Master Servicer, in each case without
recourse, as shall be necessary to vest in the Subservicer or its designee, as
the case may be, any Mortgage Loan released pursuant hereto and thereafter such
Mortgage Loan shall not be part of the Trust Fund. In furtherance of the
foregoing, if the Subservicer or Residential Funding that repurchases the
Mortgage Loan is not a member of MERS and the Mortgage is registered on the
MERS(R) System, the Master Servicer, at its own expense and without any right of
reimbursement, shall cause MERS to execute and deliver an assignment of the
Mortgage in recordable form to transfer the Mortgage from MERS to such
Subservicer or Residential Funding and shall cause such Mortgage to be removed
from registration on the MERS(R) System in accordance with MERS' rules and
regulations. It is understood and agreed that the obligation of the Subservicer,
to so cure or purchase any Mortgage Loan as to which a material and adverse
defect in or omission of a constituent document exists shall constitute the sole
remedy respecting such defect or omission available to Certificateholders or the
Trustee on behalf of Certificateholders.
Section 2.03. Representations, Warranties and Covenants of the
Master Servicer and the Depositor.
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(a) The Master Servicer hereby represents and warrants to the Trustee
for the benefit of the Certificateholders that:
(i) The Master Servicer is a corporation duly organized, validly
existing and in good standing under the laws governing its creation and
existence and is or will be in compliance with the laws of each state in
which any Mortgaged Property is located to the extent necessary to
ensure the enforceability of each Mortgage Loan in accordance with the
terms of this Agreement;
(ii) The execution and delivery of this Agreement by the
Master Servicer and its performance and compliance with the terms of
this Agreement will not violate the Master Servicer's Certificate of
Incorporation or Bylaws or constitute a material default (or an event
which, with notice or lapse of time, or both, would constitute a
material default) under, or result in the material breach of, any
material contract, agreement or other instrument to which the Master
Servicer is a party or which may be applicable to the Master Servicer or
any of its assets;
(iii) This Agreement, assuming due authorization, execution and
delivery by the Trustee and the Depositor, constitutes a valid, legal
and binding obligation of the Master Servicer, enforceable against it in
accordance with the terms hereof subject to applicable bankruptcy,
insolvency, reorganization, moratorium and other laws affecting the
enforcement of creditors' rights generally and to general principles of
equity, regardless of whether such enforcement is considered in a
proceeding in equity or at law;
(iv) The Master Servicer is not in default with respect to any
order or decree of any court or any order, regulation or demand of any
federal, state, municipal or governmental agency, which default might
have consequences that would materially and adversely affect the
condition (financial or other) or operations of the Master Servicer or
its properties or might have consequences that would materially
adversely affect its performance hereunder;
(v) No litigation is pending or, to the best of the Master
Servicer's knowledge, threatened against the Master Servicer
which would prohibit its entering into this Agreement or
performing its obligations under this Agreement;
(vi) The Master Servicer will comply in all material respects in
the performance of this Agreement with all reasonable rules and
requirements of each insurer under each Required Insurance Policy;
(vii) No information, certificate of an officer, statement
furnished in writing or report delivered to the Depositor, any
Affiliate of the Depositor or the Trustee by the Master Servicer
will, to the knowledge of the Master Servicer, contain any untrue
statement of a material fact or omit a material fact necessary to
make the information, certificate, statement or report not
misleading;
(viii) The Master Servicer has examined each existing, and will
examine each new, Subservicing Agreement and is or will be familiar with
the terms thereof. The terms of each
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existing Subservicing Agreement and each designated Subservicer are
acceptable to the Master Servicer and any new Subservicing Agreements
will comply with the provisions of Section 3.02; and
(ix) The Master Servicer is a member of MERS in good standing,
and will comply in all material respects with the rules and procedures
of MERS in connection with the servicing of the Mortgage Loans that are
registered with MERS.
It is understood and agreed that the representations and warranties set forth in
this Section 2.03(a) shall survive delivery of the respective Mortgage Files to
the Trustee or any Custodian. Upon discovery by either the Depositor, the Master
Servicer, the Trustee or any Custodian of a breach of any representation or
warranty set forth in this Section 2.03(a) which materially and adversely
affects the interests of the Certificateholders in any Mortgage Loan, the party
discovering such breach shall give prompt written notice to the other parties
(any Custodian being so obligated under a Custodial Agreement). Within 90 days
of its discovery or its receipt of notice of such breach, the Master Servicer
shall either (i) cure such breach in all material respects or (ii) to the extent
that such breach is with respect to a Mortgage Loan or a related document,
purchase such Mortgage Loan from the Trust Fund at the Purchase Price and in the
manner set forth in Section 2.02; provided that if the omission or defect would
cause the Mortgage Loan to be other than a "qualified mortgage" as defined in
Section 860G(a)(3) of the Code, any such cure or repurchase must occur within 90
days from the date such breach was discovered. The obligation of the Master
Servicer to cure such breach or to so purchase such Mortgage Loan shall
constitute the sole remedy in respect of a breach of a representation and
warranty set forth in this Section 2.03(a) available to the Certificateholders
or the Trustee on behalf of the Certificateholders.
(b) The Depositor hereby represents and warrants to the Trustee for the
benefit of the Certificateholders that as of the Closing Date (or, if otherwise
specified below, as of the date so specified): (i) The information set forth in
Exhibit F-1 and Exhibit F-2 hereto with respect to each Mortgage Loan or the
Mortgage Loans, as the case may be, is true and correct in all material respects
at the respective date or dates which such information is furnished; (ii)
Immediately prior to the conveyance of the Mortgage Loans to the Trustee, the
Depositor had good title to, and was the sole owner of, each Mortgage Loan free
and clear of any pledge, lien, encumbrance or security interest (other than
rights to servicing and related compensation) and such conveyance validly
transfers ownership of the Mortgage Loans to the Trustee free and clear of any
pledge, lien, encumbrance or security interest; and (iii) Each Mortgage Loan
constitutes a qualified mortgage under Section 860G(a)(3)(A) of the Code and
Treasury Regulations Section 1.860G-2(a)(1).
It is understood and agreed that the representations and warranties set
forth in this Section 2.03(b) shall survive delivery of the respective Mortgage
Files to the Trustee or any Custodian.
Upon discovery by any of the Depositor, the Master Servicer, the Trustee
or any Custodian of a breach of any of the representations and warranties set
forth in this Section 2.03(b) which materially and adversely affects the
interests of the Certificateholders in any Mortgage Loan, the party discovering
such breach shall give prompt written notice to the other parties (any Custodian
being so obligated under a Custodial Agreement); provided, however, that in the
event of a breach of the representation and warranty set forth in Section
2.03(b)(iii), the party discovering such breach
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shall give such notice within five days of discovery. Within 90 days of its
discovery or its receipt of notice of breach, the Depositor shall either (i)
cure such breach in all material respects or (ii) purchase such Mortgage Loan
from the Trust Fund at the Purchase Price and in the manner set forth in Section
2.02; provided that the Depositor shall have the option to substitute a
Qualified Substitute Mortgage Loan or Loans for such Mortgage Loan if such
substitution occurs within two years following the Closing Date; provided that
if the omission or defect would cause the Mortgage Loan to be other than a
"qualified mortgage" as defined in Section 860G(a)(3) of the Code, any such
cure, substitution or repurchase must occur within 90 days from the date such
breach was discovered. Any such substitution shall be effected by the Depositor
under the same terms and conditions as provided in Section 2.04 for
substitutions by Residential Funding. It is understood and agreed that the
obligation of the Depositor to cure such breach or to so purchase or substitute
for any Mortgage Loan as to which such a breach has occurred and is continuing
shall constitute the sole remedy respecting such breach available to the
Certificateholders or the Trustee on behalf of the Certificateholders.
Notwithstanding the foregoing, the Depositor shall not be required to cure
breaches or purchase or substitute for Mortgage Loans as provided in this
Section 2.03(b) if the substance of the breach of a representation set forth
above also constitutes fraud in the origination of the Mortgage Loan.
Section 2.04. Representations and Warranties of Residential Funding.
The Depositor, as assignee of Residential Funding under the Assignment
Agreement, hereby assigns to the Trustee for the benefit of the
Certificateholders all of its right, title and interest in respect of the
Assignment Agreement applicable to a Mortgage Loan. Insofar as the Assignment
Agreement relates to the representations and warranties made by Residential
Funding in respect of such Mortgage Loan and any remedies provided thereunder
for any breach of such representations and warranties, such right, title and
interest may be enforced by the Master Servicer on behalf of the Trustee and the
Certificateholders.
Upon the discovery by the Depositor, the Master Servicer, the Trustee or
any Custodian of a breach of any of the representations and warranties made in
the Assignment Agreement in respect of any Mortgage Loan or of any Repurchase
Event which materially and adversely affects the interests of the
Certificateholders in such Mortgage Loan, the party discovering such breach
shall give prompt written notice to the other parties (any Custodian being so
obligated under a Custodial Agreement). The Master Servicer shall promptly
notify Residential Funding of such breach or Repurchase Event and request that
Residential Funding either (i) cure such breach or Repurchase Event in all
material respects within 90 days from the date the Master Servicer was notified
of such breach or Repurchase Event or (ii) purchase such Mortgage Loan from the
Trust Fund at the Purchase Price and in the manner set forth in Section 2.02;
provided that, in the case of a breach or Repurchase Event under the Assignment
Agreement, Residential Funding shall have the option to substitute a Qualified
Substitute Mortgage Loan or Loans for such Mortgage Loan if such substitution
occurs within two years following the Closing Date; provided that if the breach
would cause the Mortgage Loan to be other than a "qualified mortgage" as defined
in Section 860G(a)(3) of the Code, any such cure or substitution must occur
within 90 days from the date the breach was discovered. If the breach of
representation and warranty that gave rise to the obligation to repurchase or
substitute a Mortgage Loan pursuant to Section 4 of the Assignment Agreement was
the representation and warranty set forth in clause (bb) of Section 4 thereof,
then the Master Servicer shall request that Residential Funding pay to the Trust
Fund, concurrently with and in addition to the
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remedies provided in the preceding sentence, an amount equal to any liability,
penalty or expense that was actually incurred and paid out of or on behalf of
the Trust Fund, and that directly resulted from such breach, or if incurred and
paid by the Trust Fund thereafter, concurrently with such payment. In the event
that Residential Funding elects to substitute a Qualified Substitute Mortgage
Loan or Loans for a Deleted Mortgage Loan pursuant to this Section 2.04,
Residential Funding shall deliver to the Trustee for the benefit of the
Certificateholders with respect to such Qualified Substitute Mortgage Loan or
Loans, the original Mortgage Note, the Mortgage, an Assignment of the Mortgage
in recordable form, and such other documents and agreements as are required by
Section 2.01, with the Mortgage Note endorsed as required by Section 2.01. No
substitution will be made in any calendar month after the Determination Date for
such month. Monthly Payments due with respect to Qualified Substitute Mortgage
Loans in the month of substitution shall not be part of the Trust Fund and will
be retained by the Master Servicer and remitted by the Master Servicer to
Residential Funding on the next succeeding Distribution Date. For the month of
substitution, distributions to the Certificateholders will include the Monthly
Payment due on a Deleted Mortgage Loan for such month and thereafter Residential
Funding shall be entitled to retain all amounts received in respect of such
Deleted Mortgage Loan. The Master Servicer shall amend or cause to be amended
the Mortgage Loan Schedule for the benefit of the Certificateholders to reflect
the removal of such Deleted Mortgage Loan and the substitution of the Qualified
Substitute Mortgage Loan or Loans and the Master Servicer shall deliver the
amended Mortgage Loan Schedule to the Trustee and the Custodian. Upon such
substitution, the Qualified Substitute Mortgage Loan or Loans shall be subject
to the terms of this Agreement and the related Subservicing Agreement in all
respects, and Residential Funding shall be deemed to have made the
representations and warranties with respect to the Qualified Substitute Mortgage
Loan contained in Section 4 of the Assignment Agreement, as of the date of
substitution, and the covenants, representations and warranties set forth in
this Section 2.04, and in Section 2.03 hereof and in Section 4 of the Assignment
Agreement, and the Master Servicer shall be obligated to repurchase or
substitute for any Qualified Substitute Mortgage Loan as to which a Repurchase
Event (as defined in the Assignment Agreement) has occurred pursuant to Section
4 of the Assignment Agreement.
In connection with the substitution of one or more Qualified Substitute
Mortgage Loans for one or more Deleted Mortgage Loans, the Master Servicer will
determine the amount (if any) by which the aggregate principal balance of all
such Qualified Substitute Mortgage Loans as of the date of substitution is less
than the aggregate Stated Principal Balance of all such Deleted Mortgage Loans
(in each case after application of the principal portion of the Monthly Payments
due in the month of substitution that are to be distributed to the
Certificateholders in the month of substitution). Residential Funding shall
deposit the amount of such shortfall into the Custodial Account on the day of
substitution, without any reimbursement therefor. Residential Funding shall give
notice in writing to the Trustee of such event, which notice shall be
accompanied by an Officers' Certificate as to the calculation of such shortfall
and by an Opinion of Counsel to the effect that such substitution will not cause
(a) any federal tax to be imposed on the Trust Fund, including without
limitation, any federal tax imposed on "prohibited transactions" under Section
860F(a)(1) of the Code or on "contributions after the startup date" under
Section 860G(d)(1) of the Code or (b) any portion of REMIC I, REMIC II, REMIC
III or REMIC IV to fail to qualify as a REMIC at any time that any Certificate
is outstanding.
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It is understood and agreed that the obligation of Residential Funding
to cure such breach or purchase (or in the case of Residential Funding to
substitute for) such Mortgage Loan as to which such a breach has occurred and is
continuing and to make any additional payments required under the Assignment
Agreement in connection with a breach of the representation and warranty in
clause (bb) of Section 4 thereof shall constitute the sole remedy respecting
such breach available to the Certificateholders or the Trustee on behalf of the
Certificateholders. If the Master Servicer is Residential Funding, then the
Trustee shall also have the right to give the notification and require the
purchase or substitution provided for in the second preceding paragraph in the
event of such a breach of a representation or warranty made by Residential
Funding in the Assignment Agreement. In connection with the purchase of or
substitution for any such Mortgage Loan by Residential Funding, the Trustee
shall assign to Residential Funding all of the right, title and interest in
respect of the Assignment Agreement applicable to such Mortgage Loan.
Section 2.05. Execution and Authentication of Certificates; Conveyance of
Uncertificated REMIC Regular Interests.
(a) The Trustee acknowledges the assignment to it of the Mortgage Loans
and the delivery of the Mortgage Files to it, or any Custodian on its behalf,
subject to any exceptions noted, together with the assignment to it of all other
assets included in the Trust Fund, receipt of which is hereby acknowledged.
Concurrently with such delivery and in exchange therefor, the Trustee, pursuant
to the written request of the Depositor executed by an officer of the Depositor,
has executed and caused to be authenticated and delivered to or upon the order
of the Depositor the Certificates in authorized denominations which evidence
ownership of the entire Trust Fund.
(b) The Depositor, concurrently with the execution and delivery hereof,
does hereby transfer, assign, set over and otherwise convey in trust to the
Trustee without recourse all the right, title and interest of the Depositor in
and to the REMIC I Regular Interest and the REMIC II Regular Interest for the
benefit of the holders of the REMIC III Regular Interests and the Class R-III
Certificates. The Trustee acknowledges receipt of the REMIC I Regular Interest
and the REMIC II Regular Interest (which are uncertificated) and declares that
it holds and will hold the same in trust for the exclusive use and benefit of
the holders of the REMIC III Regular Interests and the Class R- III
Certificates. The interests evidenced by the Class R-III Certificates, together
with the REMIC III Regular Interests, constitute the entire beneficial ownership
interest in REMIC III.
(c) The Depositor, concurrently with the execution and delivery hereof,
does hereby transfer, assign, set over and otherwise convey in trust to the
Trustee without recourse all the right, title and interest of the Depositor in
and to the REMIC III Regular Interests for the benefit of the holders of the
Regular Certificates and the Class R-IV Certificates. The Trustee acknowledges
receipt of the REMIC III Regular Interests (which are uncertificated) and
declares that it holds and will hold the same in trust for the exclusive use and
benefit of the holders of the Regular Certificates and the Class R-IV
Certificates. The interests evidenced by the Class R-IV Certificates, together
with the Regular Certificates, constitute the entire beneficial ownership
interest in REMIC IV.
(d) In exchange for the REMIC III Regular Interests and, concurrently
with the assignment to the Trustee thereof, pursuant to the written request of
the Depositor executed by an officer of the Depositor, the Trustee has executed,
authenticated and delivered to or upon the order
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of the Depositor, the Regular Certificates in authorized denominations
evidencing (together with the Class R-IV Certificates) the entire beneficial
ownership interest in REMIC IV.
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ARTICLE III
ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
Section 3.01. Master Servicer to Act as Servicer.
(a) The Master Servicer shall service and administer the Mortgage Loans
in accordance with the terms of this Agreement and the respective Mortgage
Loans, following such procedures as it would employ in its good faith business
judgment and which are normal and usual in its general mortgage servicing
activities, and shall have full power and authority, acting alone or through
Subservicers as provided in Section 3.02, to do any and all things which it may
deem necessary or desirable in connection with such servicing and
administration. Without limiting the generality of the foregoing, the Master
Servicer in its own name or in the name of a Subservicer is hereby authorized
and empowered by the Trustee when the Master Servicer or the Subservicer, as the
case may be, believes it appropriate in its best judgment, to execute and
deliver, on behalf of the Certificateholders and the Trustee or any of them, any
and all instruments of satisfaction or cancellation, or of partial or full
release or discharge, or of consent to assumption or modification in connection
with a proposed conveyance, or of assignment of any Mortgage and Mortgage Note
in connection with the repurchase of a Mortgage Loan and all other comparable
instruments, or with respect to the modification or re-recording of a Mortgage
for the purpose of correcting the Mortgage, the subordination of the lien of the
Mortgage in favor of a public utility company or government agency or unit with
powers of eminent domain, the taking of a deed in lieu of foreclosure, the
completion of judicial or non-judicial foreclosure, the conveyance of a
Mortgaged Property to the related insurer, the acquisition of any property
acquired by foreclosure or deed in lieu of foreclosure, or the management,
marketing and conveyance of any property acquired by foreclosure or deed in lieu
of foreclosure with respect to the Mortgage Loans and with respect to the
Mortgaged Properties. The Master Servicer further is authorized and empowered by
the Trustee, on behalf of the Certificateholders and the Trustee, in its own
name or in the name of the Subservicer, when the Master Servicer or the
Subservicer, as the case may be, believes it is appropriate in its best judgment
to register any Mortgage Loan on the MERS(R) System, or cause the removal from
the registration of any Mortgage Loan on the MERS(R) System, to execute and
deliver, on behalf of the Trustee and the Certificateholders or any of them, any
and all instruments of assignment and other comparable instruments with respect
to such assignment or re-recording of a Mortgage in the name of MERS, solely as
nominee for the Trustee and its successors and assigns. Any expenses incurred in
connection with the actions described in the preceding sentence shall be borne
by the Master Servicer in accordance with Section 3.16(c), with no right of
reimbursement; provided, that if, as a result of MERS discontinuing or becoming
unable to continue operations in connection with the MERS(R) System, it becomes
necessary to remove any Mortgage Loan from registration on the MERS(R) System
and to arrange for the assignment of the related Mortgages to the Trustee, then
any related expenses shall be reimbursable to the Master Servicer.
Notwithstanding the foregoing, subject to Section 3.07(a), the Master Servicer
shall not permit any modification with respect to any Mortgage Loan that would
both constitute a sale or exchange of such Mortgage Loan within the meaning of
Section 1001 of the Code and any proposed, temporary or final regulations
promulgated thereunder (other than in connection with a proposed conveyance or
assumption of such Mortgage Loan that is treated as a Principal Prepayment in
Full pursuant to Section 3.13(d) hereof) and cause any of REMIC I, REMIC II,
REMIC III or REMIC IV to fail to qualify as a REMIC under the Code. The
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Trustee shall furnish the Master Servicer with any powers of attorney and other
documents necessary or appropriate to enable the Master Servicer to service and
administer the Mortgage Loans. The Trustee shall not be liable for any action
taken by the Master Servicer or any Subservicer pursuant to such powers of
attorney. In servicing and administering any Nonsubserviced Mortgage Loan, the
Master Servicer shall, to the extent not inconsistent with this Agreement,
comply with the Program Guide as if it were the originator of such Mortgage Loan
and had retained the servicing rights and obligations in respect thereof. In
connection with servicing and administering the Mortgage Loans, the Master
Servicer and any Affiliate of the Master Servicer (i) may perform services such
as appraisals and brokerage services that are customarily provided by Persons
other than servicers of mortgage loans, and shall be entitled to reasonable
compensation therefor in accordance with Section 3.10 and (ii) may, at its own
discretion and on behalf of the Trustee, obtain credit information in the form
of a "credit score" from a credit repository.
(b) All costs incurred by the Master Servicer or by Subservicers in
effecting the timely payment of taxes and assessments on the properties subject
to the Mortgage Loans shall not, for the purpose of calculating monthly
distributions to the Certificateholders, be added to the amount owing under the
related Mortgage Loans, notwithstanding that the terms of such Mortgage Loan so
permit, and such costs shall be recoverable to the extent permitted by Section
3.10(a)(ii).
(c) The Master Servicer may enter into one or more agreements in
connection with the offering of pass-through certificates evidencing interests
in one or more of the Certificates providing for the payment by the Master
Servicer of amounts received by the Master Servicer as servicing compensation
hereunder and required to cover certain Prepayment Interest Shortfalls on the
Mortgage Loans, which payment obligation will thereafter be an obligation of the
Master Servicer hereunder.
Section 3.02. Subservicing Agreements Between Master Servicer and
Subservicers; Enforcement of Subservicers' Obligations.
(a) The Master Servicer may continue in effect Subservicing Agreements
entered into by Residential Funding and Subservicers prior to the execution and
delivery of this Agreement, and may enter into new Subservicing Agreements with
Subservicers, for the servicing and administration of all or some of the
Mortgage Loans. Each Subservicer shall be either (i) an institution the accounts
of which are insured by the FDIC or (ii) another entity that engages in the
business of originating or servicing mortgage loans, and in either case shall be
authorized to transact business in the state or states in which the related
Mortgaged Properties it is to service are situated, if and to the extent
required by applicable law to enable the Subservicer to perform its obligations
hereunder and under the Subservicing Agreement, and in either case shall be a
Xxxxxxx Mac, Xxxxxx Xxx or HUD approved mortgage servicer. In addition, any
Subservicer of a Mortgage Loan insured by the FHA must be an FHA-approved
servicer, and any Subservicer of a Mortgage Loan guaranteed by the VA must be a
VA-approved servicer. Each Subservicer of a Mortgage Loan shall be entitled to
receive and retain, as provided in the related Subservicing Agreement and in
Section 3.07, the related Subservicing Fee from payments of interest received on
such Mortgage Loan after payment of all amounts required to be remitted to the
Master Servicer in respect of such Mortgage Loan. For any Mortgage Loan that is
a Nonsubserviced Mortgage Loan, the Master Servicer shall be entitled to receive
and retain an amount equal to the Subservicing Fee from payments of interest.
Unless the
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context otherwise requires, references in this Agreement to actions taken or to
be taken by the Master Servicer in servicing the Mortgage Loans include actions
taken or to be taken by a Subservicer on behalf of the Master Servicer. Each
Subservicing Agreement will be upon such terms and conditions as are generally
required by, permitted by or consistent with the Program Guide and are not
inconsistent with this Agreement and as the Master Servicer and the Subservicer
have agreed. With the approval of the Master Servicer, a Subservicer may
delegate its servicing obligations to third- party servicers, but such
Subservicer will remain obligated under the related Subservicing Agreement. The
Master Servicer and a Subservicer may enter into amendments thereto or a
different form of Subservicing Agreement, and the form referred to or included
in the Program Guide is merely provided for information and shall not be deemed
to limit in any respect the discretion of the Master Servicer to modify or enter
into different Subservicing Agreements; provided, however, that any such
amendments or different forms shall be consistent with and not violate the
provisions of either this Agreement or the Program Guide in a manner which would
materially and adversely affect the interests of the Certificateholders.
(b) As part of its servicing activities hereunder, the Master Servicer,
for the benefit of the Trustee and the Certificateholders, shall use its best
reasonable efforts to enforce the obligations of each Subservicer under the
related Subservicing Agreement, to the extent that the non-performance of any
such obligation would have a material and adverse effect on a Mortgage Loan,
including, without limitation, the obligation to purchase a Mortgage Loan on
account of defective documentation, as described in Section 2.02, or on account
of a breach of a representation or warranty, as described in Section 2.04. Such
enforcement, including, without limitation, the legal prosecution of claims,
termination of Subservicing Agreements, as appropriate, and the pursuit of other
appropriate remedies, shall be in such form and carried out to such an extent
and at such time as the Master Servicer would employ in its good faith business
judgment and which are normal and usual in its general mortgage servicing
activities. The Master Servicer shall pay the costs of such enforcement at its
own expense, and shall be reimbursed therefor only (i) from a general recovery
resulting from such enforcement to the extent, if any, that such recovery
exceeds all amounts due in respect of the related Mortgage Loan or (ii) from a
specific recovery of costs, expenses or attorneys fees against the party against
whom such enforcement is directed.
Section 3.03. Successor Subservicers.
The Master Servicer shall be entitled to terminate any Subservicing
Agreement that may exist in accordance with the terms and conditions of such
Subservicing Agreement and without any limitation by virtue of this Agreement;
provided, however, that in the event of termination of any Subservicing
Agreement by the Master Servicer or the Subservicer, the Master Servicer shall
either act as servicer of the related Mortgage Loan or enter into a Subservicing
Agreement with a successor Subservicer which will be bound by the terms of the
related Subservicing Agreement. If the Master Servicer or any Affiliate of
Residential Funding acts as servicer, it will not assume liability for the
representations and warranties of the Subservicer which it replaces. If the
Master Servicer enters into a Subservicing Agreement with a successor
Subservicer, the Master Servicer shall use reasonable efforts to have the
successor Subservicer assume liability for the representations and warranties
made by the terminated Subservicer in respect of the related Mortgage Loans and,
in the event of any such assumption by the successor Subservicer, the Master
Servicer may, in the exercise of its business judgment, release the terminated
Subservicer from liability for such representations and warranties.
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Section 3.04. Liability of the Master Servicer.
Notwithstanding any Subservicing Agreement, any of the provisions of
this Agreement relating to agreements or arrangements between the Master
Servicer or a Subservicer or reference to actions taken through a Subservicer or
otherwise, the Master Servicer shall remain obligated and liable to the Trustee
and Certificateholders for the servicing and administering of the Mortgage Loans
in accordance with the provisions of Section 3.01 without diminution of such
obligation or liability by virtue of such Subservicing Agreements or
arrangements or by virtue of indemnification from the Subservicer or the
Depositor and to the same extent and under the same terms and conditions as if
the Master Servicer alone were servicing and administering the Mortgage Loans.
The Master Servicer shall be entitled to enter into any agreement with a
Subservicer for indemnification of the Master Servicer and nothing contained in
this Agreement shall be deemed to limit or modify such indemnification.
Section 3.05. No Contractual Relationship Between Subservicer and Trustee
or Certificateholders.
Any Subservicing Agreement that may be entered into and any other
transactions or services relating to the Mortgage Loans involving a Subservicer
in its capacity as such and not as an originator shall be deemed to be between
the Subservicer and the Master Servicer alone and the Trustee and
Certificateholders shall not be deemed parties thereto and shall have no claims,
rights, obligations, duties or liabilities with respect to the Subservicer in
its capacity as such except as set forth in Section 3.06. The foregoing
provision shall not in any way limit a Subservicer's obligation to cure an
omission or defect or to repurchase a Mortgage Loan as referred to in Section
2.02 hereof.
Section 3.06. Assumption or Termination of Subservicing Agreements by
Trustee.
(a) In the event the Master Servicer shall for any reason no longer be
the master servicer (including by reason of an Event of Default), the Trustee,
its designee or its successor shall thereupon assume all of the rights and
obligations of the Master Servicer under each Subservicing Agreement that may
have been entered into. The Trustee, its designee or the successor servicer for
the Trustee shall be deemed to have assumed all of the Master Servicer's
interest therein and to have replaced the Master Servicer as a party to the
Subservicing Agreement to the same extent as if the Subservicing Agreement had
been assigned to the assuming party except that the Master Servicer shall not
thereby be relieved of any liability or obligations under the Subservicing
Agreement.
(b) The Master Servicer shall, upon request of the Trustee but at the
expense of the Master Servicer, deliver to the assuming party all documents and
records relating to each Subservicing Agreement and the Mortgage Loans then
being serviced and an accounting of amounts collected and held by it and
otherwise use its best efforts to effect the orderly and efficient transfer of
each Subservicing Agreement to the assuming party.
Section 3.07. Collection of Certain Mortgage Loan Payments; Deposits to
Custodial Account.
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(a) The Master Servicer shall make reasonable efforts to collect all
payments called for under the terms and provisions of the Mortgage Loans, and
shall, to the extent such procedures shall be consistent with this Agreement and
the terms and provisions of any related Primary Insurance Policy, follow such
collection procedures as it would employ in its good faith business judgment and
which are normal and usual in its general mortgage servicing activities.
Consistent with the foregoing, the Master Servicer may in its discretion (i)
waive any late payment charge or any prepayment charge or penalty interest in
connection with the prepayment of a Mortgage Loan and (ii) extend the Due Date
for payments due on a Mortgage Loan in accordance with the Program Guide,
provided, however, that the Master Servicer shall first determine that any such
waiver or extension will not impair the coverage of any related Primary
Insurance Policy or materially adversely affect the lien of the related
Mortgage. In the event of any such arrangement, the Master Servicer shall make
timely advances on the related Mortgage Loan during the scheduled period in
accordance with the amortization schedule of such Mortgage Loan without
modification thereof by reason of such arrangements unless otherwise agreed to
by the Holders of the Classes of Certificates affected thereby; provided,
however, that no such extension shall be made if any advance would be a
Nonrecoverable Advance. Consistent with the terms of this Agreement, the Master
Servicer may also waive, modify or vary any term of any Mortgage Loan or consent
to the postponement of strict compliance with any such term or in any manner
grant indulgence to any Mortgagor if in the Master Servicer's determination such
waiver, modification, postponement or indulgence is not materially adverse to
the interests of the Certificateholders (taking into account any estimated
Realized Loss that might result absent such action), provided, however, that the
Master Servicer may not modify materially or permit any Subservicer to modify
any Mortgage Loan, including without limitation any modification that would
change the Mortgage Rate, forgive the payment of any principal or interest
(unless in connection with the liquidation of the related Mortgage Loan or
except in connection with prepayments to the extent that such reamortization is
not inconsistent with the terms of the Mortgage Loan), capitalize any amounts
owing on the Mortgage Loan by adding such amount to the outstanding principal
balance of the Mortgage Loan, or extend the final maturity date of such Mortgage
Loan, unless such Mortgage Loan is in default or, in the judgment of the Master
Servicer, such default is reasonably foreseeable. For purposes of delinquency
calculations, any capitalized Mortgage Loan shall be deemed to be current as of
the date of the related Servicing Modification. No such modification shall
reduce the Mortgage Rate (i) with respect to a fixed rate Mortgage Loan, (A)
below one-half of the Mortgage Rate as in effect on the Cut-off Date or (B)
below the sum of the rates at which the Servicing Fee, the Subservicing Fee and
the Insurer Premium with respect to such Mortgage Loan accrue or (ii) with
respect to an adjustable rate Mortgage Loan, (A) below the greater of (1)
one-half of the Mortgage Rate as in effect on the Cut-off Date and (2) one-half
of the Mortgage Rate as in effect on the date of the Servicing Modification or
(B) below the sum of the rates at which the Servicing Fee, the Subservicing Fee
and the Insurer Premium with respect to such Mortgage Loan accrue. The final
maturity date for any Mortgage Loan shall not be extended beyond the Maturity
Date. Also, the Stated Principal Balance of all Reportable Modified Mortgage
Loans subject to Servicing Modifications (measured at the time of the Servicing
Modification and after giving effect to any Servicing Modification) can be no
more than five percent of the aggregate Cut- off Date Principal Balance of the
Mortgage Loans, unless such limit is increased from time to time with the
consent of the Rating Agencies. In addition, any amounts owing on a Mortgage
Loan added to the outstanding principal balance of such Mortgage Loan must be
fully amortized over the term of such Mortgage Loan, and such amounts may be
added to the outstanding principal balance of a Mortgage Loan only once during
the life of such Mortgage Loan. Also, the addition of such amounts
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described in the preceding sentence shall be implemented in accordance with the
Program Guide and may be implemented only by Subservicers that have been
approved by the Master Servicer for such purpose. In connection with any
Curtailment of a Mortgage Loan, the Master Servicer, to the extent not
inconsistent with the terms of the Mortgage Note and local law and practice, may
permit the Mortgage Loan to be re-amortized such that the Monthly Payment is
recalculated as an amount that will fully amortize the remaining Stated
Principal Amount thereof by the original Maturity Date based on the original
Mortgage Rate; provided, that such reamortization shall not be permitted if it
would constitute a reissuance of the Mortgage Loan for federal income tax
purposes.
(b) The Master Servicer shall establish and maintain a Custodial Account
in which the Master Servicer shall deposit or cause to be deposited on a daily
basis, except as otherwise specifically provided herein, the following payments
and collections remitted by Subservicers or received by it in respect of the
Mortgage Loans subsequent to the Cut-off Date (other than in respect of
principal and interest on the Mortgage Loans due on or before the Cut-off Date):
(i) All payments on account of principal, including Principal
Prepayments made by Mortgagors on the Mortgage Loans and the principal component
of any Subservicer Advance or of any REO Proceeds received in connection with an
REO Property for which an REO Disposition has occurred;
(ii) All payments on account of interest at the Adjusted Mortgage Rate
on the Mortgage Loans, including the interest component of any Subservicer
Advance or of any REO Proceeds received in connection with an REO Property for
which an REO Disposition has occurred;
(iii) Insurance Proceeds, Subsequent Recoveries and Liquidation Proceeds
(net of any related expenses of the Subservicer);
(iv) All proceeds of any Mortgage Loans purchased pursuant to Section
2.02, 2.03, 2.04, 4.07 or 4.08 and all amounts required to be deposited in
connection with the substitution of a Qualified Substitute Mortgage Loan
pursuant to Section 2.03 or 2.04; and
(v) Any amounts required to be deposited pursuant to Section 3.07(c) and
any payments or collections received consisting of prepayment charges.
The foregoing requirements for deposit in the Custodial Account shall be
exclusive, it being understood and agreed that, without limiting the generality
of the foregoing, payments on the Mortgage Loans which are not part of the Trust
Fund (consisting of payments in respect of principal and interest on the
Mortgage Loans due on or before the Cut-off Date) and payments or collections
consisting of late payment charges or assumption fees may but need not be
deposited by the Master Servicer in the Custodial Account. In the event any
amount not required to be deposited in the Custodial Account is so deposited,
the Master Servicer may at any time withdraw such amount from the Custodial
Account, any provision herein to the contrary notwithstanding. The Custodial
Account may contain funds that belong to one or more trust funds created for
mortgage pass-through certificates of other series and may contain other funds
respecting payments on mortgage loans belonging to the Master Servicer or
serviced or master serviced by it on behalf of others. Notwithstanding such
commingling of funds, the Master Servicer shall keep records that accurately
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reflect the funds on deposit in the Custodial Account that have been identified
by it as being attributable to the Mortgage Loans. With respect to Insurance
Proceeds, Liquidation Proceeds, REO Proceeds, Subsequent Recoveries and the
proceeds of the purchase of any Mortgage Loan pursuant to Sections 2.02, 2.03,
2.04, 4.07 and 4.08 received in any calendar month, the Master Servicer may
elect to treat such amounts as included in the related Group I or Group II
Available Distribution Amount for the Distribution Date in the month of receipt,
but is not obligated to do so. If the Master Servicer so elects, such amounts
will be deemed to have been received (and any related Realized Loss shall be
deemed to have occurred) on the last day of the month prior to the receipt
thereof.
(c) The Master Servicer shall use its best efforts to cause the
institution maintaining the Custodial Account to invest the funds in the
Custodial Account attributable to the Mortgage Loans in Permitted Investments
which shall mature not later than the Certificate Account Deposit Date next
following the date of such investment (with the exception of the Amount Held for
Future Distribution) and which shall not be sold or disposed of prior to their
maturities. All income and gain realized from any such investment shall be for
the benefit of the Master Servicer as additional servicing compensation and
shall be subject to its withdrawal or order from time to time. The amount of any
losses incurred in respect of any such investments attributable to the
investment of amounts in respect of the Mortgage Loans shall be deposited in the
Custodial Account by the Master Servicer out of its own funds immediately as
realized.
(d) The Master Servicer shall give notice to the Trustee and the
Depositor of any change in the location of the Custodial Account and the
location of the Certificate Account prior to the use thereof.
Section 3.08. Subservicing Accounts; Servicing Accounts.
(a) In those cases where a Subservicer is servicing a Mortgage Loan
pursuant to a Subservicing Agreement, the Master Servicer shall cause the
Subservicer, pursuant to the Subservicing Agreement, to establish and maintain
one or more Subservicing Accounts which shall be an Eligible Account or, if such
account is not an Eligible Account, shall generally satisfy the requirements of
the Program Guide and be otherwise acceptable to the Master Servicer and each
Rating Agency. The Subservicer will be required thereby to deposit into the
Subservicing Account on a daily basis all proceeds of Mortgage Loans received by
the Subservicer, less its Subservicing Fees and unreimbursed advances and
expenses, to the extent permitted by the Subservicing Agreement. If the
Subservicing Account is not an Eligible Account, the Master Servicer shall be
deemed to have received such monies upon receipt thereof by the Subservicer. The
Subservicer shall not be required to deposit in the Subservicing Account
payments or collections consisting of late charges or assumption fees, or
payments or collections received consisting of prepayment charges to the extent
that the Subservicer is entitled to retain such amounts pursuant to the
Subservicing Agreement. On or before the date specified in the Program Guide,
but in no event later than the Determination Date, the Master Servicer shall
cause the Subservicer, pursuant to the Subservicing Agreement, to remit to the
Master Servicer for deposit in the Custodial Account all funds held in the
Subservicing Account with respect to each Mortgage Loan serviced by such
Subservicer that are required to be remitted to the Master Servicer. The
Subservicer will also be required, pursuant to the Subservicing Agreement, to
advance on such scheduled date of remittance amounts equal to any scheduled
monthly installments of principal and interest less its Subservicing Fees on any
Mortgage
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Loans for which payment was not received by the Subservicer. This obligation to
advance with respect to each Mortgage Loan will continue up to and including the
first of the month following the date on which the related Mortgaged Property is
sold at a foreclosure sale or is acquired by the Trust Fund by deed in lieu of
foreclosure or otherwise. All such advances received by the Master Servicer
shall be deposited promptly by it in the Custodial Account.
(b) The Subservicer may also be required, pursuant to the Subservicing
Agreement, to remit to the Master Servicer for deposit in the Custodial Account
interest at the Adjusted Mortgage Rate (or Modified Net Mortgage Rate plus the
rate per annum at which the Servicing Fee accrues in the case of a Modified
Mortgage Loan) on any Curtailment received by such Subservicer in respect of a
Mortgage Loan from the related Mortgagor during any month that is to be applied
by the Subservicer to reduce the unpaid principal balance of the related
Mortgage Loan as of the first day of such month, from the date of application of
such Curtailment to the first day of the following month. Any amounts paid by a
Subservicer pursuant to the preceding sentence shall be for the benefit of the
Master Servicer as additional servicing compensation and shall be subject to its
withdrawal or order from time to time pursuant to Sections 3.10(a)(iv) and (v).
(c) In addition to the Custodial Account and the Certificate Account,
the Master Servicer shall for any Nonsubserviced Mortgage Loan, and shall cause
the Subservicers for Subserviced Mortgage Loans to, establish and maintain one
or more Servicing Accounts and deposit and retain therein all collections from
the Mortgagors (or advances from Subservicers) for the payment of taxes,
assessments, hazard insurance premiums, Primary Insurance Policy premiums, if
applicable, or comparable items for the account of the Mortgagors. Each
Servicing Account shall satisfy the requirements for a Subservicing Account and,
to the extent permitted by the Program Guide or as is otherwise acceptable to
the Master Servicer, may also function as a Subservicing Account. Withdrawals of
amounts related to the Mortgage Loans from the Servicing Accounts may be made
only to effect timely payment of taxes, assessments, hazard insurance premiums,
Primary Insurance Policy premiums, if applicable, or comparable items, to
reimburse the Master Servicer or Subservicer out of related collections for any
payments made pursuant to Sections 3.11 (with respect to the Primary Insurance
Policy) and 3.12(a) (with respect to hazard insurance), to refund to any
Mortgagors any sums as may be determined to be overages, to pay interest, if
required, to Mortgagors on balances in the Servicing Account or to clear and
terminate the Servicing Account at the termination of this Agreement in
accordance with Section 9.01 or in accordance with the Program Guide. As part of
its servicing duties, the Master Servicer shall, and the Subservicers will,
pursuant to the Subservicing Agreements, be required to pay to the Mortgagors
interest on funds in this account to the extent required by law.
(d) The Master Servicer shall advance the payments referred to in the
preceding subsection that are not timely paid by the Mortgagors or advanced by
the Subservicers on the date when the tax, premium or other cost for which such
payment is intended is due, but the Master Servicer shall be required so to
advance only to the extent that such advances, in the good faith judgment of the
Master Servicer, will be recoverable by the Master Servicer out of Insurance
Proceeds, Liquidation Proceeds or otherwise.
Section 3.09. Access to Certain Documentation and Information Regarding the
Mortgage Loans.
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In the event that compliance with this Section 3.09 shall make any Class
of Certificates legal for investment by federally insured savings and loan
associations, the Master Servicer shall provide, or cause the Subservicers to
provide, to the Trustee, the Office of Thrift Supervision or the FDIC and the
supervisory agents and examiners thereof access to the documentation regarding
the Mortgage Loans required by applicable regulations of the Office of Thrift
Supervision, such access being afforded without charge but only upon reasonable
request and during normal business hours at the offices designated by the Master
Servicer. The Master Servicer shall permit such representatives to photocopy any
such documentation and shall provide equipment for that purpose at a charge
reasonably approximating the cost of such photocopying to the Master Servicer.
Section 3.10. Permitted Withdrawals from the Custodial Account.
(a) The Master Servicer may, from time to time as provided herein, make
withdrawals from the Custodial Account of amounts on deposit therein pursuant to
Section 3.07 that are attributable to the Mortgage Loans for the following
purposes:
(i) to make deposits into the Certificate Account in the amounts
and in the manner provided for in Section 4.01;
(ii) to reimburse itself or the related Subservicer for
previously unreimbursed Advances, Servicing Advances or other expenses
made pursuant to Sections 3.01, 3.08, 3.12(a), 3.14 and 4.04 or
otherwise reimbursable pursuant to the terms of this Agreement, such
withdrawal right being limited to amounts received on the related
Mortgage Loans (including, for this purpose, REO Proceeds, Insurance
Proceeds, Liquidation Proceeds and proceeds from the purchase of a
Mortgage Loan pursuant to Section 2.02, 2.03, 2.04, 4.07 or 4.08) which
represent (A) Late Collections of Monthly Payments for which any such
advance was made in the case of Subservicer Advances or Advances
pursuant to Section 4.04 and (B) late recoveries of the payments for
which such advances were made in the case of Servicing Advances;
(iii) to pay to itself or the related Subservicer (if not
previously retained by such Subservicer) out of each payment received by
the Master Servicer on account of interest on a Mortgage Loan as
contemplated by Sections 3.14 and 3.16, an amount equal to that
remaining portion of any such payment as to interest (but not in excess
of the Servicing Fee and the Subservicing Fee, if not previously
retained) which, when deducted, will result in the remaining amount of
such interest being interest at a rate per annum equal to the Net
Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified
Mortgage Loan) on the amount specified in the amortization schedule of
the related Mortgage Loan as the principal balance thereof at the
beginning of the period respecting which such interest was paid after
giving effect to any previous Curtailments;
(iv) to pay to itself as additional servicing compensation any
interest or investment income earned on funds deposited in the Custodial
Account that it is entitled to withdraw pursuant to Section 3.07(c);
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(v) to pay to itself as additional servicing compensation any
Foreclosure Profits, and any amounts remitted by Subservicers as
interest in respect of Curtailments pursuant to Section 3.08(b);
(vi) to pay to itself, a Subservicer, Residential Funding, the
Depositor or any other appropriate Person, as the case may be, with
respect to each Mortgage Loan or property acquired in respect thereof
that has been purchased or otherwise transferred pursuant to Section
2.02, 2.03, 2.04, 4.07, 4.08 or 9.01, all amounts received thereon and
not required to be distributed to Certificateholders as of the date on
which the related Stated Principal Balance or Purchase Price is
determined;
(vii) to reimburse itself or the related Subservicer for any
Nonrecoverable Advance or Advances in the manner and to the extent
provided in subsection (c) below, and any Advance or Servicing Advance
made in connection with a modified Mortgage Loan that is in default or,
in the judgment of the Master Servicer, default is reasonably
foreseeable pursuant to Section 3.07(a), to the extent the amount of the
Advance or Servicing Advance was added to the Stated Principal Balance
of the Mortgage Loan in the preceding calendar month;
(viii) to reimburse itself or the Depositor for expenses incurred
by and reimbursable to it or the Depositor pursuant to Section 3.14(c),
6.03, 10.01 or otherwise;
(ix) to reimburse itself for amounts expended by it (a) pursuant
to Section 3.14 in good faith in connection with the restoration of
property damaged by an Uninsured Cause, and (b) in connection with the
liquidation of a Mortgage Loan or disposition of an REO Property to the
extent not otherwise reimbursed pursuant to clause (ii) or (viii) above;
and
(x) to withdraw any amount deposited in the Custodial Account
that was not required to be deposited therein pursuant to Section 3.07,
including any payoff fees or penalties or any other additional amounts
payable to the Master Servicer or Subservicer pursuant to the terms of
the Mortgage Note.
(b) Since, in connection with withdrawals pursuant to clauses (ii),
(iii), (v) and (vi), the Master Servicer's entitlement thereto is limited to
collections or other recoveries on the related Mortgage Loan, the Master
Servicer shall keep and maintain separate accounting, on a Mortgage Loan by
Mortgage Loan basis, for the purpose of justifying any withdrawal from the
Custodial Account pursuant to such clauses.
(c) The Master Servicer shall be entitled to reimburse itself or the
related Subservicer for any advance made in respect of a Mortgage Loan that the
Master Servicer determines to be a Nonrecoverable Advance by withdrawal from the
Custodial Account of amounts on deposit therein attributable to the Mortgage
Loans on any Certificate Account Deposit Date succeeding the date of such
determination. Such right of reimbursement in respect of a Nonrecoverable
Advance relating to an Advance pursuant to Section 4.04 on any such Certificate
Account Deposit Date shall be limited to an amount not exceeding the portion of
such advance previously paid to Certificateholders (and not theretofore
reimbursed to the Master Servicer or the related Subservicer).
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Section 3.11. Maintenance of Primary Insurance Coverage.
(a) The Master Servicer shall not take, or permit any Subservicer to
take, any action which would result in noncoverage under any applicable Primary
Insurance Policy of any loss which, but for the actions of the Master Servicer
or Subservicer, would have been covered thereunder. To the extent coverage is
available, the Master Servicer shall keep or cause to be kept in full force and
effect each such Primary Insurance Policy until the principal balance of the
related Mortgage Loan secured by a Mortgaged Property is reduced to 80% or less
of the Appraised Value at origination in the case of such a Mortgage Loan having
a Loan-to-Value Ratio at origination in excess of 80%, provided that such
Primary Insurance Policy was in place as of the Cut-off Date and the Master
Servicer had knowledge of such Primary Insurance Policy. The Master Servicer
shall not cancel or refuse to renew any such Primary Insurance Policy applicable
to a Nonsubserviced Mortgage Loan, or consent to any Subservicer canceling or
refusing to renew any such Primary Insurance Policy applicable to a Mortgage
Loan subserviced by it, that is in effect at the date of the initial issuance of
the Certificates and is required to be kept in force hereunder unless the
replacement Primary Insurance Policy for such canceled or non-renewed policy is
maintained with an insurer whose claims-paying ability is acceptable to each
Rating Agency for mortgage pass-through certificates having a rating equal to or
better than the lower of the then-current rating or the rating assigned to the
Certificates as of the Closing Date by such Rating Agency.
(b) In connection with its activities as administrator and servicer of
the Mortgage Loans, the Master Servicer agrees to present or to cause the
related Subservicer to present, on behalf of the Master Servicer, the
Subservicer, if any, the Trustee and Certificateholders, claims to the insurer
under any Primary Insurance Policies, in a timely manner in accordance with such
policies, and, in this regard, to take or cause to be taken such reasonable
action as shall be necessary to permit recovery under any Primary Insurance
Policies respecting defaulted Mortgage Loans. Pursuant to Section 3.07, any
Insurance Proceeds collected by or remitted to the Master Servicer under any
Primary Insurance Policies shall be deposited in the Custodial Account, subject
to withdrawal pursuant to Section 3.10.
Section 3.12. Maintenance of Fire Insurance and Omissions and Fidelity
Coverage.
(a) The Master Servicer shall cause to be maintained for each Mortgage
Loan (other than a Cooperative Loan) fire insurance with extended coverage in an
amount which is equal to the lesser of the principal balance owing on such
Mortgage Loan (together with the principal balance of any mortgage loan secured
by a lien that is senior to the Mortgage Loan) or 100 percent of the insurable
value of the improvements; provided, however, that such coverage may not be less
than the minimum amount required to fully compensate for any loss or damage on a
replacement cost basis. To the extent it may do so without breaching the related
Subservicing Agreement, the Master Servicer shall replace any Subservicer that
does not cause such insurance, to the extent it is available, to be maintained.
The Master Servicer shall also cause to be maintained on property acquired upon
foreclosure, or deed in lieu of foreclosure, of any Mortgage Loan (other than a
Cooperative Loan), fire insurance with extended coverage in an amount which is
at least equal to the amount necessary to avoid the application of any
co-insurance clause contained in the related hazard insurance policy. Pursuant
to Section 3.07, any amounts collected by the Master Servicer under any such
policies (other than amounts to be applied to the restoration or repair of the
related Mortgaged Property or
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property thus acquired or amounts released to the Mortgagor in accordance with
the Master Servicer's normal servicing procedures) shall be deposited in the
Custodial Account, subject to withdrawal pursuant to Section 3.10. Any cost
incurred by the Master Servicer in maintaining any such insurance shall not, for
the purpose of calculating monthly distributions to Certificateholders, be added
to the amount owing under the Mortgage Loan, notwithstanding that the terms of
the Mortgage Loan so permit. Such costs shall be recoverable by the Master
Servicer out of related late payments by the Mortgagor or out of Insurance
Proceeds and Liquidation Proceeds to the extent permitted by Section 3.10. It is
understood and agreed that no earthquake or other additional insurance is to be
required of any Mortgagor or maintained on property acquired in respect of a
Mortgage Loan other than pursuant to such applicable laws and regulations as
shall at any time be in force and as shall require such additional insurance.
Whenever the improvements securing a Mortgage Loan (other than a Cooperative
Loan) are located at the time of origination of such Mortgage Loan in a
federally designated special flood hazard area, the Master Servicer shall cause
flood insurance (to the extent available) to be maintained in respect thereof.
Such flood insurance shall be in an amount equal to the lesser of (i) the amount
required to compensate for any loss or damage to the Mortgaged Property on a
replacement cost basis and (ii) the maximum amount of such insurance available
for the related Mortgaged Property under the national flood insurance program
(assuming that the area in which such Mortgaged Property is located is
participating in such program).In the event that the Master Servicer shall
obtain and maintain a blanket fire insurance policy with extended coverage
insuring against hazard losses on all of the Mortgage Loans, it shall
conclusively be deemed to have satisfied its obligations as set forth in the
first sentence of this Section 3.12(a), it being understood and agreed that such
policy may contain a deductible clause, in which case the Master Servicer shall,
in the event that there shall not have been maintained on the related Mortgaged
Property a policy complying with the first sentence of this Section 3.12(a) and
there shall have been a loss which would have been covered by such policy,
deposit in the Certificate Account the amount not otherwise payable under the
blanket policy because of such deductible clause. Any such deposit by the Master
Servicer shall be made on the Certificate Account Deposit Date next preceding
the Distribution Date which occurs in the month following the month in which
payments under any such policy would have been deposited in the Custodial
Account. In connection with its activities as administrator and servicer of the
Mortgage Loans, the Master Servicer agrees to present, on behalf of itself, the
Trustee and Certificateholders, claims under any such blanket policy.
(b) The Master Servicer shall obtain and maintain at its own expense and
keep in full force and effect throughout the term of this Agreement a blanket
fidelity bond and an errors and omissions insurance policy covering the Master
Servicer's officers and employees and other persons acting on behalf of the
Master Servicer in connection with its activities under this Agreement. The
amount of coverage shall be at least equal to the coverage that would be
required by Xxxxxx Xxx or Xxxxxxx Mac, whichever is greater, with respect to the
Master Servicer if the Master Servicer were servicing and administering the
Mortgage Loans for Xxxxxx Mae or Xxxxxxx Mac. In the event that any such bond or
policy ceases to be in effect, the Master Servicer shall obtain a comparable
replacement bond or policy from an issuer or insurer, as the case may be,
meeting the requirements, if any, of the Program Guide and acceptable to the
Depositor. Coverage of the Master Servicer under a policy or bond obtained by an
Affiliate of the Master Servicer and providing the coverage required by this
Section 3.12(b) shall satisfy the requirements of this Section 3.12(b).
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Section 3.13. Enforcement of Due-on-Sale Clauses; Assumption and
Modification Agreements; Certain Assignments.
(a) When any Mortgaged Property is conveyed by the Mortgagor, the Master
Servicer or Subservicer, to the extent it has knowledge of such conveyance,
shall enforce any due-on-sale clause contained in any Mortgage Note or Mortgage,
to the extent permitted under applicable law and governmental regulations, but
only to the extent that such enforcement will not adversely affect or jeopardize
coverage under any Required Insurance Policy. Notwithstanding the foregoing: (i)
the Master Servicer shall not be deemed to be in default under this Section
3.13(a) by reason of any transfer or assumption which the Master Servicer is
restricted by law from preventing; and (ii) if the Master Servicer determines
that it is reasonably likely that any Mortgagor will bring, or if any Mortgagor
does bring, legal action to declare invalid or otherwise avoid enforcement of a
due-on- sale clause contained in any Mortgage Note or Mortgage, the Master
Servicer shall not be required to enforce the due-on-sale clause or to contest
such action.
(b) Subject to the Master Servicer's duty to enforce any due-on-sale
clause to the extent set forth in Section 3.13(a), in any case in which a
Mortgaged Property is to be conveyed to a Person by a Mortgagor, and such Person
is to enter into an assumption or modification agreement or supplement to the
Mortgage Note or Mortgage which requires the signature of the Trustee, or if an
instrument of release signed by the Trustee is required releasing the Mortgagor
from liability on the Mortgage Loan, the Master Servicer is authorized, subject
to the requirements of the sentence next following, to execute and deliver, on
behalf of the Trustee, the assumption agreement with the Person to whom the
Mortgaged Property is to be conveyed and such modification agreement or
supplement to the Mortgage Note or Mortgage or other instruments as are
reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage
or otherwise to comply with any applicable laws regarding assumptions or the
transfer of the Mortgaged Property to such Person; provided, however, none of
such terms and requirements shall both constitute a "significant modification"
effecting an exchange or reissuance of such Mortgage Loan under the Code (or
final, temporary or proposed Treasury regulations promulgated thereunder) and
cause any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as
REMICs under the Code or the imposition of any tax on "prohibited transactions"
or "contributions" after the startup date under the REMIC Provisions. The Master
Servicer shall execute and deliver such documents only if it reasonably
determines that (i) its execution and delivery thereof will not conflict with or
violate any terms of this Agreement or cause the unpaid balance and interest on
the Mortgage Loan to be uncollectible in whole or in part, (ii) any required
consents of insurers under any Required Insurance Policies have been obtained
and (iii) subsequent to the closing of the transaction involving the assumption
or transfer (A) the Mortgage Loan will continue to be secured by a first
mortgage lien (or junior lien of the same priority in relation to any senior
mortgage loan, with respect to any Mortgage Loan secured by a junior Mortgage)
pursuant to the terms of the Mortgage, (B) such transaction will not adversely
affect the coverage under any Required Insurance Policies, (C) the Mortgage Loan
will fully amortize over the remaining term thereof, (D) no material term of the
Mortgage Loan (including the interest rate on the Mortgage Loan) will be altered
nor will the term of the Mortgage Loan be changed and (E) if the
seller/transferor of the Mortgaged Property is to be released from liability on
the Mortgage Loan, the buyer/transferee of the Mortgaged Property would be
qualified to assume the Mortgage Loan based on generally comparable credit
quality and such release will not (based on the Master Servicer's or
Subservicer's good faith determination) adversely affect the collectability
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of the Mortgage Loan. Upon receipt of appropriate instructions from the Master
Servicer in accordance with the foregoing, the Trustee shall execute any
necessary instruments for such assumption or substitution of liability as
directed by the Master Servicer. Upon the closing of the transactions
contemplated by such documents, the Master Servicer shall cause the originals or
true and correct copies of the assumption agreement, the release (if any), or
the modification or supplement to the Mortgage Note or Mortgage to be delivered
to the Trustee or the Custodian and deposited with the Mortgage File for such
Mortgage Loan. Any fee collected by the Master Servicer or such related
Subservicer for entering into an assumption or substitution of liability
agreement will be retained by the Master Servicer or such Subservicer as
additional servicing compensation.
(c) The Master Servicer or the related Subservicer, as the case may be,
shall be entitled to approve a request from a Mortgagor for a partial release of
the related Mortgaged Property, the granting of an easement thereon in favor of
another Person, any alteration or demolition of the related Mortgaged Property
(or, with respect to a Cooperative Loan, the related Cooperative Apartment)
without any right of reimbursement or other similar matters if it has
determined, exercising its good faith business judgment in the same manner as it
would if it were the owner of the related Mortgage Loan, that the security for,
and the timely and full collectability of, such Mortgage Loan would not be
adversely affected thereby and that each of REMIC I, REMIC II, REMIC III or
REMIC IV would continue to qualify as a REMIC under the Code as a result thereof
and that no tax on "prohibited transactions" or "contributions" after the
startup day would be imposed on any of REMIC I, REMIC II, REMIC III or REMIC IV
as a result thereof. Any fee collected by the Master Servicer or the related
Subservicer for processing such a request will be retained by the Master
Servicer or such Subservicer as additional servicing compensation.
(d) Subject to any other applicable terms and conditions of this
Agreement, the Master Servicer shall be entitled to approve an assignment in
lieu of satisfaction with respect to any Mortgage Loan, provided the obligee
with respect to such Mortgage Loan following such proposed assignment provides
the Master Servicer with a "Lender Certification for Assignment of Mortgage
Loan" in the form attached hereto as Exhibit M, in form and substance
satisfactory to the Master Servicer, providing the following: (i) that the
Mortgage Loan is secured by Mortgaged Property located in a jurisdiction in
which an assignment in lieu of satisfaction is required to preserve lien
priority, minimize or avoid mortgage recording taxes or otherwise comply with,
or facilitate a refinancing under, the laws of such jurisdiction; (ii) that the
substance of the assignment is, and is intended to be, a refinancing of such
Mortgage Loan and that the form of the transaction is solely to comply with, or
facilitate the transaction under, such local laws; (iii) that the Mortgage Loan
following the proposed assignment will have a rate of interest at least 0.25
percent below or above the rate of interest on such Mortgage Loan prior to such
proposed assignment; and (iv) that such assignment is at the request of the
borrower under the related Mortgage Loan. Upon approval of an assignment in lieu
of satisfaction with respect to any Mortgage Loan, the Master Servicer shall
receive cash in an amount equal to the unpaid principal balance of and accrued
interest on such Mortgage Loan and the Master Servicer shall treat such amount
as a Principal Prepayment in Full with respect to such Mortgage Loan for all
purposes hereof.
Section 3.14. Realization Upon Defaulted Mortgage Loans.
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(a) The Master Servicer shall foreclose upon or otherwise comparably
convert (which may include an REO Acquisition) the ownership of properties
securing such of the Mortgage Loans as come into and continue in default and as
to which no satisfactory arrangements can be made for collection of delinquent
payments pursuant to Section 3.07. Alternatively, the Master Servicer may take
other actions in respect of a defaulted Mortgage Loan, which may include (i)
accepting a short sale (a payoff of the Mortgage Loan for an amount less than
the total amount contractually owed in order to facilitate a sale of the
Mortgaged Property by the Mortgagor) or permitting a short refinancing (a payoff
of the Mortgage Loan for an amount less than the total amount contractually owed
in order to facilitate refinancing transactions by the Mortgagor not involving a
sale of the Mortgaged Property), (ii) arranging for a repayment plan or (iii)
agreeing to a modification in accordance with Section 3.07. In connection with
such foreclosure or other conversion or action, the Master Servicer shall,
consistent with Section 3.11, follow such practices and procedures as it shall
deem necessary or advisable, as shall be normal and usual in its general
mortgage servicing activities and as shall be required or permitted by the
Program Guide; provided that the Master Servicer shall not be liable in any
respect hereunder if the Master Servicer is acting in connection with any such
foreclosure or other conversion or action in a manner that is consistent with
the provisions of this Agreement. The Master Servicer, however, shall not be
required to expend its own funds or incur other reimbursable charges in
connection with any foreclosure, or attempted foreclosure which is not
completed, or towards the correction of any default on a related senior mortgage
loan, or towards the restoration of any property unless it shall determine (i)
that such restoration and/or foreclosure will increase the proceeds of
liquidation of the Mortgage Loan to Holders of Certificates of one or more
Classes after reimbursement to itself for such expenses or charges and (ii) that
such expenses and charges will be recoverable to it through Liquidation
Proceeds, Insurance Proceeds, or REO Proceeds (respecting which it shall have
priority for purposes of withdrawals from the Custodial Account pursuant to
Section 3.10, whether or not such expenses and charges are actually recoverable
from related Liquidation Proceeds, Insurance Proceeds or REO Proceeds). In the
event of such a determination by the Master Servicer pursuant to this Section
3.14(a), the Master Servicer shall be entitled to reimbursement of its funds so
expended pursuant to Section 3.10. In addition, the Master Servicer may pursue
any remedies that may be available in connection with a breach of a
representation and warranty with respect to any such Mortgage Loan in accordance
with Sections 2.03 and 2.04. However, the Master Servicer is not required to
continue to pursue both foreclosure (or similar remedies) with respect to the
Mortgage Loans and remedies in connection with a breach of a representation and
warranty if the Master Servicer determines in its reasonable discretion that one
such remedy is more likely to result in a greater recovery as to the Mortgage
Loan. Upon the occurrence of a Cash Liquidation or REO Disposition, following
the deposit in the Custodial Account of all Insurance Proceeds, Liquidation
Proceeds and other payments and recoveries referred to in the definition of
"Cash Liquidation" or "REO Disposition," as applicable, upon receipt by the
Trustee of written notification of such deposit signed by a Servicing Officer,
the Trustee or any Custodian, as the case may be, shall release to the Master
Servicer the related Mortgage File and the Trustee shall execute and deliver
such instruments of transfer or assignment prepared by the Master Servicer, in
each case without recourse, as shall be necessary to vest in the Master Servicer
or its designee, as the case may be, the related Mortgage Loan, and thereafter
such Mortgage Loan shall not be part of the Trust Fund. Notwithstanding the
foregoing or any other provision of this Agreement, in the Master Servicer's
sole discretion with respect to any defaulted Mortgage Loan or REO Property as
to either of the following provisions, (i) a Cash Liquidation or REO Disposition
may be deemed to have occurred if substantially all amounts expected by the
Master Servicer to be
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received in connection with the related defaulted Mortgage Loan or REO Property
have been received, and (ii) for purposes of determining the amount of any
Liquidation Proceeds, Insurance Proceeds, REO Proceeds or other unscheduled
collections or the amount of any Realized Loss, the Master Servicer may take
into account minimal amounts of additional receipts expected to be received or
any estimated additional liquidation expenses expected to be incurred in
connection with the related defaulted Mortgage Loan or REO Property.
(b) In the event that title to any Mortgaged Property is acquired by the
Trust Fund as an REO Property by foreclosure or by deed in lieu of foreclosure,
the deed or certificate of sale shall be issued to the Trustee or to its nominee
on behalf of Certificateholders. Notwithstanding any such acquisition of title
and cancellation of the related Mortgage Loan, such REO Property shall (except
as otherwise expressly provided herein) be considered to be an Outstanding
Mortgage Loan held in the Trust Fund until such time as the REO Property shall
be sold. Consistent with the foregoing for purposes of all calculations
hereunder so long as such REO Property shall be considered to be an Outstanding
Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness
evidenced by the related Mortgage Note shall have been discharged, such Mortgage
Note and the related amortization schedule in effect at the time of any such
acquisition of title (after giving effect to any previous Curtailments and
before any adjustment thereto by reason of any bankruptcy or similar proceeding
or any moratorium or similar waiver or grace period) remain in effect.
(c) In the event that the Trust Fund acquires any REO Property as
aforesaid or otherwise in connection with a default or imminent default on a
Mortgage Loan, the Master Servicer on behalf of the Trust Fund shall dispose of
such REO Property within three full years after the taxable year of its
acquisition by the Trust Fund for purposes of Section 860G(a)(8) of the Code (or
such shorter period as may be necessary under applicable state (including any
state in which such property is located) law to maintain the status of each of
REMIC I, REMIC II, REMIC III or REMIC IV as a REMIC under applicable state law
and avoid taxes resulting from such property failing to be foreclosure property
under applicable state law) or, at the expense of the Trust Fund, request, more
than 60 days before the day on which such grace period would otherwise expire,
an extension of such grace period unless the Master Servicer obtains for the
Trustee an Opinion of Counsel, addressed to the Trustee and the Master Servicer,
to the effect that the holding by the Trust Fund of such REO Property subsequent
to such period will not result in the imposition of taxes on "prohibited
transactions" as defined in Section 860F of the Code or cause any of REMIC I,
REMIC II, REMIC III or REMIC IV to fail to qualify as a REMIC (for federal (or
any applicable State or local) income tax purposes) at any time that any
Certificates are outstanding, in which case the Trust Fund may continue to hold
such REO Property (subject to any conditions contained in such Opinion of
Counsel). The Master Servicer shall be entitled to be reimbursed from the
Custodial Account for any costs incurred in obtaining such Opinion of Counsel,
as provided in Section 3.10. Notwithstanding any other provision 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 REMIC I, REMIC II, REMIC III or
REMIC IV to the imposition of any federal income taxes on the income earned from
such REO Property, including any taxes imposed by reason of Section 860G(c) of
the Code, unless the Master Servicer has agreed to indemnify and hold harmless
the Trust Fund with respect to the imposition of any such taxes.
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(d) The proceeds of any Cash Liquidation, REO Disposition or purchase or
repurchase of any Mortgage Loan pursuant to the terms of this Agreement, as well
as any recovery (other than Subsequent Recoveries) resulting from a collection
of Liquidation Proceeds, Insurance Proceeds or REO Proceeds, will be applied in
the following order of priority: first, to reimburse the Master Servicer or the
related Subservicer in accordance with Section 3.10(a)(ii); second, to the
Certificateholders to the extent of accrued and unpaid interest on the Mortgage
Loan, and any related REO Imputed Interest, at the Net Mortgage Rate or Adjusted
Net Mortgage Rate, with respect to a Group I Loan (or the Modified Net Mortgage
Rate in the case of a Modified Mortgage Loan), to the Due Date in the related
Due Period prior to the Distribution Date on which such amounts are to be
distributed; third, to the Certificateholders as a recovery of principal on the
Mortgage Loan (or REO Property) (provided that if any such Class of Certificates
to which such Realized Loss was allocated is no longer outstanding, such
subsequent recovery shall be distributed to the persons who were the Holders of
such Class of Certificates when it was retired); fourth, to all Servicing Fees
and Subservicing Fees payable therefrom (and the Master Servicer and the
Subservicer shall have no claims for any deficiencies with respect to such fees
which result from the foregoing allocation); and fifth, to Foreclosure Profits.
Section 3.15. Trustee to Cooperate; Release of Mortgage Files.
(a) Upon becoming aware of the payment in full of any Mortgage Loan, or
upon the receipt by the Master Servicer of a notification that payment in full
will be escrowed in a manner customary for such purposes, the Master Servicer
will immediately notify the Trustee (if it holds the related Mortgage File) or
the Custodian by a certification of a Servicing Officer (which certification
shall include a statement to the effect that all amounts received or to be
received in connection with such payment which are required to be deposited in
the Custodial Account pursuant to Section 3.07 have been or will be so
deposited), substantially in one of the forms attached hereto as Exhibit G
requesting delivery to it of the Mortgage File. Upon receipt of such
certification and request, the Trustee shall promptly release, or cause the
Custodian to release, the related Mortgage File to the Master Servicer. The
Master Servicer is authorized to execute and deliver to the Mortgagor the
request for reconveyance, deed of reconveyance or release or satisfaction of
mortgage or such instrument releasing the lien of the Mortgage, together with
the Mortgage Note with, as appropriate, written evidence of cancellation thereon
and to cause the removal from the registration on the MERS(R) System of such
Mortgage and to execute and deliver, on behalf of the Trustee and the
Certificateholders or any of them, any and all instruments of satisfaction or
cancellation or of partial or full release, including any applicable UCC
termination statements. No expenses incurred in connection with any instrument
of satisfaction or deed of reconveyance shall be chargeable to the Custodial
Account or the Certificate Account.
(b) From time to time as is appropriate for the servicing or foreclosure
of any Mortgage Loan, the Master Servicer shall deliver to the Custodian, with a
copy to the Trustee, a certificate of a Servicing Officer substantially in one
of the forms attached as Exhibit G hereto, requesting that possession of all, or
any document constituting part of, the Mortgage File be released to the Master
Servicer and certifying as to the reason for such release and that such release
will not invalidate any insurance coverage provided in respect of the Mortgage
Loan under any Required Insurance Policy. Upon receipt of the foregoing, the
Trustee shall deliver, or cause the Custodian to deliver, the Mortgage File or
any document therein to the Master Servicer. The Master Servicer shall cause
each
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Mortgage File or any document therein so released to be returned to the Trustee,
or the Custodian as agent for the Trustee when the need therefor by the Master
Servicer no longer exists, unless (i) the Mortgage Loan has been liquidated and
the Liquidation Proceeds relating to the Mortgage Loan have been deposited in
the Custodial Account or (ii) the Mortgage File or such document has been
delivered directly or through a Subservicer to an attorney, or to a public
trustee or other public official as required by law, for purposes of initiating
or pursuing legal action or other proceedings for the foreclosure of the
Mortgaged Property either judicially or non-judicially, and the Master Servicer
has delivered directly or through a Subservicer to the Trustee a certificate of
a Servicing Officer certifying as to the name and address of the Person to which
such Mortgage File or such document was delivered and the purpose or purposes of
such delivery.
(c) The Trustee or the Master Servicer on the Trustee's behalf shall
execute and deliver to the Master Servicer, if necessary, any court pleadings,
requests for trustee's sale or other documents necessary to the foreclosure or
trustee's sale in respect of a Mortgaged Property or to any legal action brought
to obtain judgment against any Mortgagor on the Mortgage Note or Mortgage or to
obtain a deficiency judgment, or to enforce any other remedies or rights
provided by the Mortgage Note or Mortgage or otherwise available at law or in
equity. Together with such documents or pleadings (if signed by the Trustee),
the Master Servicer shall deliver to the Trustee a certificate of a Servicing
Officer requesting that such pleadings or documents be executed by the Trustee
and certifying as to the reason such documents or pleadings are required and
that the execution and delivery thereof by the Trustee will not invalidate any
insurance coverage under any Required Insurance Policy or invalidate or
otherwise affect the lien of the Mortgage, except for the termination of such a
lien upon completion of the foreclosure or trustee's sale.
Section 3.16. Servicing and Other Compensation; Compensating Interest.
(a) The Master Servicer, as compensation for its activities hereunder,
shall be entitled to receive on each Distribution Date the amounts provided for
by clauses (iii), (iv), (v) and (vi) of Section 3.10(a), subject to clause (e)
below. The amount of servicing compensation provided for in such clauses shall
be accounted for on a Mortgage Loan-by-Mortgage Loan basis. In the event that
Liquidation Proceeds, Insurance Proceeds and REO Proceeds (net of amounts
reimbursable therefrom pursuant to Section 3.10(a)(ii)) in respect of a Cash
Liquidation or REO Disposition exceed the unpaid principal balance of such
Mortgage Loan plus unpaid interest accrued thereon (including REO Imputed
Interest) at a per annum rate equal to the related Net Mortgage Rate (or the
Modified Net Mortgage Rate in the case of a Modified Mortgage Loan), the Master
Servicer shall be entitled to retain therefrom and to pay to itself and/or the
related Subservicer, any Foreclosure Profits and any Servicing Fee or
Subservicing Fee considered to be accrued but unpaid. If the portion of a
Monthly Payment on a Simple Interest Loan that is applied to interest is less
than the portion of such Monthly Payment that would have been applied to
interest if such payment had been received on the related Due Date, the
aggregate Servicing Fee payable on the related Distribution Date to the Master
Servicer in respect of all of the Mortgage Loans shall be reduced by such
difference. If the portion of a Monthly Payment on a Simple Interest Loan that
is applied to interest is more than the portion of such Monthly Payment that
would have been applied to interest if such payment had been received on the
related Due Date, the aggregate Servicing Fee payable on the related
Distribution Date to the Master Servicer in respect of all of the Mortgage Loans
shall be increased by such difference.
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(b) Additional servicing compensation in the form of assumption fees,
late payment charges, investment income on amounts in the Custodial Account or
the Certificate Account or otherwise shall be retained by the Master Servicer or
the Subservicer to the extent provided herein, subject to clause (e) below.
(c) The Master Servicer shall be required to pay, or cause to be paid,
all expenses incurred by it in connection with its servicing activities
hereunder (including payment of premiums for the Primary Insurance Policies, if
any, to the extent such premiums are not required to be paid by the related
Mortgagors, and the fees and expenses of the Trustee and any Custodian) and
shall not be entitled to reimbursement therefor except as specifically provided
in Sections 3.10 and 3.14.
(d) The Master Servicer's right to receive servicing compensation may
not be transferred in whole or in part except in connection with the transfer of
all of its responsibilities and obligations of the Master Servicer under this
Agreement.
(e) Notwithstanding clauses (a) and (b) above, the amount of servicing
compensation that the Master Servicer shall be entitled to receive for its
activities hereunder for the period ending on each Distribution Date shall be
reduced (but not below zero) by an amount equal to Compensating Interest (if
any) for such Distribution Date. Such reduction shall be applied during such
period as follows: first, to any Servicing Fee or Subservicing Fee to which the
Master Servicer is entitled pursuant to Section 3.10(a)(iii); second, to any
income or gain realized from any investment of funds held in the Custodial
Account or the Certificate Account to which the Master Servicer is entitled
pursuant to Sections 3.07(c) or 4.01(b), respectively; and third, to any amounts
of servicing compensation to which the Master Servicer is entitled pursuant to
Section 3.10(a)(v) or (vi). In making such reduction, the Master Servicer shall
not withdraw from the Custodial Account any such amount representing all or a
portion of the Servicing Fee to which it is entitled pursuant to Section
3.10(a)(iii); (ii) shall not withdraw from the Custodial Account or Certificate
Account any such amount to which it is entitled pursuant to Section 3.07(c) or
4.01(b) and (iii) shall not withdraw from the Custodial Account any such amount
of servicing compensation to which it is entitled pursuant to Section 3.10(a)(v)
or (vi). With respect to any Distribution Date, Compensating Interest derived
from Loan Group I shall be used on such Distribution Date (i) to cover any
Prepayment Interest Shortfalls on the Group I Loans and (ii) to cover any
Prepayment Interest Shortfalls on the Group II Loans, but only to the extent not
covered by Compensating Interest derived from Loan Group II. With respect to any
Distribution Date, Compensating Interest derived from Loan Group II shall be
used on such Distribution Date (i) to cover any Prepayment Interest Shortfalls
on the Group II Loans and (ii) to cover any Prepayment Interest Shortfalls on
the Group I Loans, but only to the extent not covered by Compensating Interest
derived from Loan Group I.
Section 3.17. Reports to the Trustee and the Depositor.
Not later than fifteen days after each Distribution Date, the Master
Servicer shall forward to the Trustee and the Depositor a statement, certified
by a Servicing Officer, setting forth the status of the Custodial Account as of
the close of business on such Distribution Date as it relates to the Mortgage
Loans and showing, for the period covered by such statement, the aggregate of
deposits in or withdrawals from the Custodial Account in respect of the Mortgage
Loans for each category of deposit specified in Section 3.07 and each category
of withdrawal specified in Section 3.10.
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Section 3.18. Annual Statement as to Compliance.
The Master Servicer will deliver to the Depositor, the Trustee and the
Insurer on or before the earlier of (a) March 31 of each year, beginning with
the first March 31 that occurs at least six months after the Cut-off Date, or
(b) with respect to any calendar year during which the Depositor's annual report
on Form 10-K is required to be filed in accordance with the Exchange Act and the
rules and regulations of the Commission, the date on which the Depositor's
annual report on Form 10-K is required to be filed in accordance with the
Exchange Act and the rules and regulations of the Commission (or, in each case,
if such day is not a Business Day, the immediately preceding Business Day), an
Officers' Certificate stating, as to each signer thereof, that (i) a review of
the activities of the Master Servicer during the preceding calendar year related
to its servicing of mortgage loans and of its performance under the pooling and
servicing agreements, including this Agreement, has been made under such
officers' supervision, (ii) to the best of such officers' knowledge, based on
such review, the Master Servicer has complied in all material respects with the
minimum servicing standards set forth in the Uniform Single Attestation Program
for Mortgage Bankers and has fulfilled all of its material obligations in all
material respects throughout such year, or, if there has been material
noncompliance with such servicing standards or a default in the fulfillment in
all material respects of any such obligation relating to this Agreement, such
statement shall include a description of such noncompliance or specify each such
default, as the case may be, known to such officer and the nature and status
thereof and (iii) to the best of such officers' knowledge, each Subservicer has
complied in all material respects with the minimum servicing standards set forth
in the Uniform Single Attestation Program for Mortgage Bankers and has fulfilled
all of its material obligations under its Subservicing Agreement in all material
respects throughout such year, or if there has been material noncompliance with
such servicing standards or a material default in the fulfillment of such
obligations relating to this Agreement, specifying such statement shall include
a description of such noncompliance or specify each such default, as the case
may be, known to such officer and the nature and status thereof.
Section 3.19. Annual Independent Public Accountants' Servicing Report.
On or before the earlier of (a) March 31 of each year, beginning with
the first March 31 that occurs at least six months after the Cut-off Date, or
(b) with respect to any calendar year during which the Depositor's annual report
on Form 10-K is required to be filed in accordance with the Exchange Act and the
rules and regulations of the Commission, the date on which the Depositor's
annual report on Form 10-K is required to be filed in accordance with the
Exchange Act and the rules and regulations of the Commission (or, in each case,
if such day is not a Business Day, the immediately preceding Business Day), the
Master Servicer at its expense shall cause a firm of independent public
accountants which shall be members of the American Institute of Certified Public
Accountants to furnish a report to the Depositor, the Insurer and the Trustee
stating its opinion that, on the basis of an examination conducted by such firm
substantially in accordance with standards established by the American Institute
of Certified Public Accountants, the assertions made pursuant to Section 3.18
regarding compliance with the minimum servicing standards set forth in the
Uniform Single Attestation Program for Mortgage Bankers during the preceding
calendar year are fairly stated in all material respects, subject to such
exceptions and other qualifications that, in the opinion of such firm, such
accounting standards require it to report. In rendering such statement, such
firm may rely, as to matters relating to the direct servicing of mortgage loans
by Subservicers, upon
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comparable statements for examinations conducted by independent public
accountants substantially in accordance with standards established by the
American Institute of Certified Public Accountants (rendered within one year of
such statement) with respect to such Subservicers.
Section 3.20. Right of the Depositor in Respect of the Master Servicer.
The Master Servicer shall afford the Depositor and the Trustee, upon
reasonable notice, during normal business hours access to all records maintained
by the Master Servicer in respect of its rights and obligations hereunder and
access to officers of the Master Servicer responsible for such obligations. Upon
request, the Master Servicer shall furnish the Depositor with its most recent
financial statements and such other information as the Master Servicer possesses
regarding its business, affairs, property and condition, financial or otherwise.
The Master Servicer shall also cooperate with all reasonable requests for
information including, but not limited to, notices, tapes and copies of files,
regarding itself, the Mortgage Loans or the Certificates from any Person or
Persons identified by the Depositor or Residential Funding. The Depositor may,
but is not obligated to perform, or cause a designee to perform, any defaulted
obligation of the Master Servicer hereunder or exercise the rights of the Master
Servicer hereunder; provided that the Master Servicer shall not be relieved of
any of its obligations hereunder by virtue of such performance by the Depositor
or its designee. The Depositor shall not have the responsibility or liability
for any action or failure to act by the Master Servicer and is not obligated to
supervise the performance of the Master Servicer under this Agreement or
otherwise.
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ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
Section 4.01. Certificate Account.
(a) The Master Servicer acting as agent of the Trustee shall establish
and maintain a Certificate Account in which the Master Servicer shall cause to
be deposited on behalf of the Trustee on or before 2:00 P.M. New York time on
each Certificate Account Deposit Date by wire transfer of immediately available
funds an amount equal to the sum of (i) any Advance for the immediately
succeeding Distribution Date, (ii) any amount required to be deposited in the
Certificate Account pursuant to Section 3.12(a), (iii) any amount required to be
deposited in the Certificate Account pursuant to Section 3.16(e), Section 4.07
or Section 4.08 or deposited into the Insurance Account pursuant to Section
12.02(b), (iv) any amount to be deposited in the Reserve Fund pursuant to
Section 4.09, (v) any amount required to be paid pursuant to Section 9.01, (vi)
an amount equal to the Insurer Premium payable on such Distribution Date, (vii)
any prepayment charges on the Mortgage Loans received during the related
Prepayment Period and (viii) all other amounts constituting the Group I or Group
II Available Distribution Amount for the immediately succeeding Distribution
Date.
(b) [reserved]
(c) The Trustee shall, upon written request from the Master Servicer,
invest or cause the institution maintaining the Certificate Account to invest
the funds in the Certificate Account in Permitted Investments designated in the
name of the Trustee for the benefit of the Certificateholders, which shall
mature not later than the Business Day next preceding the Distribution Date next
following the date of such investment (except that (i) if such Permitted
Investment is an obligation of the institution that maintains such account or a
fund for which such institution serves as custodian, then such Permitted
Investment may mature on such Distribution Date and (ii) any other investment
may mature on such Distribution Date if the Trustee shall advance funds on such
Distribution Date to the Certificate Account in the amount payable on such
investment on such Distribution Date, pending receipt thereof to the extent
necessary to make distributions on the Certificates) and shall not be sold or
disposed of prior to maturity. All income and gain realized from any such
investment shall be for the benefit of the Master Servicer and shall be subject
to its withdrawal or order from time to time. The amount of any losses incurred
in respect of any such investments shall be deposited in the Certificate Account
by the Master Servicer out of its own funds immediately as realized.
Section 4.02. Distributions.
(a) On each Distribution Date, the Trustee (or the Paying Agent on
behalf of the Trustee) shall allocate and distribute the Group I Principal
Distribution Amount and Group II Principal Distribution Amount to the extent on
deposit in the Certificate Account for such date to the interests issued in
respect of REMIC I, REMIC II, REMIC III and REMIC IV as specified in this
Section.
(b)(1) On each Distribution Date, the following amounts, in the
following order of priority, to the extent of the Group I Available Distribution
Amount, reduced by distributions made to the
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Class R-I Certificates pursuant to Section 4.02(c), shall be deemed distributed
by REMIC I to REMIC III on account of REMIC I Regular Interest A:
(i) Uncertificated Accrued Interest on REMIC I Regular Interest A
for such Distribution Date, plus any Uncertificated Accrued Interest thereon
remaining unpaid from any previous Distribution Date; and
(ii) to the extent of amounts remaining after the distributions
made pursuant to clause (i) above, to REMIC I Regular Interest A until the
Uncertificated Principal Balance of such REMIC I Regular Interest is reduced to
zero.
(2) On each Distribution Date, the following amounts, in the following
order of priority, to the extent of the Group II Available Distribution Amount,
reduced by distributions made to the Class R-II Certificates pursuant to Section
4.02(d), shall be deemed distributed by REMIC II to REMIC III on account of
REMIC II Regular Interest B:
(i) Uncertificated Accrued Interest on REMIC II Regular Interest
B for such Distribution Date, plus any Uncertificated Accrued Interest thereon
remaining unpaid from any previous Distribution Date; and
(ii) to the extent of amounts remaining after the distributions
made pursuant to clause (i) above, allocated as follows: to REMIC II Regular
Interest B until the Uncertificated Principal Balance of such REMIC II Regular
Interest is reduced to zero.
(3)(A) On each Distribution Date, the following amounts, in the
following order of priority, shall be distributed by REMIC III to
REMIC IV on account of the REMIC III Group I Regular Interests:
(i) to the extent of the Group I Available Distribution Amount,
reduced by distributions made to the Class R-I Certificates and Class R-III
Certificates pursuant to Section 4.02(c), to the Holders of the REMIC III Group
I Regular Interests, pro rata, in an amount equal to (A) the related
Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts
in respect thereof remaining unpaid from previous Distribution Dates. Amounts
payable as Uncertificated Accrued Interest in respect of REMIC III Regular
Interest I-ZZ shall be reduced when the REMIC III Group I Overcollateralization
Amount is less than the REMIC III Group I Required Overcollateralization Amount,
by the lesser of (x) the amount of such difference and (y) the REMIC III Regular
Interest I-ZZ Maximum Interest Deferral Amount, and such amount will be payable
to the Holders of REMIC III Regular Interest A-I-1, REMIC III Regular Interest
A-I-2, REMIC III Regular Interest A-I-3, REMIC III Regular Interest A-I-4, REMIC
III Regular Interest A-I-5, REMIC III Regular Interest A-I-6A, REMIC III Regular
Interest A-I-6B, REMIC III Regular Interest A-I-7, REMIC III Regular Interest
A-I-8, REMIC III Regular Interest M-I-1, REMIC III Regular Interest M-I-2 and
REMIC III Regular Interest M-I-3 in the same proportion as the Group I
Overcollateralization Increase Amount is allocated to the Corresponding Class
for each such REMIC III Regular Interest, respectively; and
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(ii) on each Distribution Date, to the Holders of REMIC III Group
I Regular Interests in an amount equal to the remainder of the Group I Available
Distribution Amount after the distributions made pursuant to clause (i) above,
allocated as follows (except as provided below): (A) to the Holders of the REMIC
III Regular Interest I-AA, 98.00% of such remainder until the Uncertificated
Principal Balance of such REMIC III Regular Interest is reduced to zero; (B) to
the Holders of the REMIC III Regular Interests X-X-0, X-X-0, X-X-0, X-X-0,
X-X-0, X-X-0X, X-X-0X, X-X-0, X-X-0, X-X-0, M-I-2 and M-I-3, 1.00% of such
remainder, in the same proportion as principal payments are allocated to the
Corresponding Class for each such REMIC III Regular Interest, respectively,
until the Uncertificated Principal Balance of each such REMIC III Regular
Interest is reduced to zero; (C) to the Holders of the REMIC III Regular
Interest I-ZZ, 1.00% of such remainder until the Uncertificated Principal
Balance of such REMIC III Regular Interest is reduced to zero; and (D) any
remaining amounts to the Holders of the Class R-III Certificates; provided,
however, that 98.00% and 2.00% of any principal payments that are attributable
to a Group I Overcollateralization Reduction Amount shall be allocated to
Holders of REMIC III Regular Interest I-AA and REMIC III Regular Interest I-ZZ,
respectively.
(B) On each Distribution Date, the following amounts, in the following
order of priority, shall be distributed by REMIC III to REMIC IV on account of
the REMIC III Group II Regular Interests:
(i) to the extent of the Group II Available Distribution Amount,
reduced by distributions made to the Class R-II Certificates and Class R-III
Certificates pursuant to Section 4.02(d), to the Holders of the REMIC III Group
II Regular Interests, pro rata, in an amount equal to (A) the related
Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts
in respect thereof remaining unpaid from previous Distribution Dates. Amounts
payable as Uncertificated Accrued Interest in respect of REMIC III Regular
Interest II-ZZ shall be reduced when the REMIC III Group II
Overcollateralization Amount is less than the REMIC III Group II Required
Overcollateralization Amount, by the lesser of (x) the amount of such difference
and (y) the REMIC III Regular Interest II-ZZ Maximum Interest Deferral Amount,
and such amount will be payable to the Holders of REMIC III Regular Interest
A-II-A, REMIC III Regular Interest A-II-B, REMIC III Regular Interest M-II-1,
REMIC III Regular Interest M-II-2, REMIC III Regular Interest M-II-3, REMIC III
Regular Interest M-II-4 and REMIC III Regular Interest M-II-5 in the same
proportion as the Group II Overcollateralization Increase Amount is allocated to
the Corresponding Class for each such REMIC III Regular Interest, respectively;
and
(ii) on each Distribution Date, to the Holders of REMIC III Group
II Regular Interests in an amount equal to the remainder of the Group II
Available Distribution Amount after the distributions made pursuant to clause
(i) above, allocated as follows (except as provided below): (A) to the Holders
of the REMIC III Regular Interest II-AA, 98.00% of such remainder until the
Uncertificated Principal Balance of such REMIC III Regular Interest is reduced
to zero; (B) to the Holders of the REMIC III Regular Interest A-II-A, A-II-B,
M-II-1, M-II-2, M-II-3, M-II-4 and M-II- 5, 1.00% of such remainder, in the same
proportion as principal payments are allocated to the Corresponding Class for
each such REMIC III Regular Interest, respectively, until the Uncertificated
Principal Balance of each such REMIC III Regular Interest is reduced to zero;
(C) to the Holders of the REMIC III Regular Interest II-ZZ, 1.00% of such
remainder until the Uncertificated Principal Balance of such REMIC III Regular
Interest is reduced to zero; and (D) any remaining amounts to
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the Holders of the Class R-III Certificates; provided, however, that 98.00% and
2.00% of any principal payments that are attributable to a Group II
Overcollateralization Reduction Amount shall be allocated to Holders of the
REMIC III Regular Interest II-AA and REMIC III Regular Interest II- ZZ,
respectively.
(4) Notwithstanding the distributions described in this Section 4.02(b),
distribution of funds from the Certificate Account shall be made only in
accordance with Section 4.02(c) and (d).
(c) On each Distribution Date (x) the Master Servicer on behalf of the
Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to
the Insurer the Insurer Premium and in the case of a distribution pursuant to
Section 4.02(c)(viii) or Section 4.02(d)(x) below, the amount required to be
distributed to the Insurer pursuant to Section 4.02(c)(viii) or Section
4.02(d)(x) below, and each Certificateholder of record on the next preceding
Record Date (other than as provided in Section 9.01 respecting the final
distribution) either in immediately available funds (by wire transfer or
otherwise) to the account of such Certificateholder at a bank or other entity
having appropriate facilities therefor, if such Certificateholder has so
notified the Master Servicer or the Paying Agent, as the case may be, or, if
such Certificateholder has not so notified the Master Servicer or the Paying
Agent by the Record Date, by check mailed to such Certificateholder at the
address of such Holder appearing in the Certificate Register such
Certificateholder's share (which share with respect to each Class of
Certificates, shall be based on the aggregate of the Percentage Interests
represented by Certificates of the applicable Class held by such Holder of the
following amounts, in the following order of priority, subject to the provisions
of Section 4.02(e) and (f)), in each case to the extent of the Group I Available
Distribution Amount on deposit in the Certificate Account (or, with respect to
clause (xxiv) below, to the extent of prepayment charges on deposit in the
Certificate Account):
(i) to the Class A-I Certificateholders, the Class A-I Interest
Distribution Amount, with such amount allocated among the Class A-I
Certificateholders on a pro rata basis;
(ii) to the Class M-I-1 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-I-1 Interest Distribution Amount;
(iii) to the Class M-I-2 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-I-2 Interest Distribution Amount;
(iv) to the Class M-I-3 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-I-3 Interest Distribution Amount;
(v) to the Class A-I Certificateholders and Class M-I
Certificateholders, the Group I Principal Distribution Amount (other
than clauses (iv) and (v) of the definition thereof), in the order
described in Section 4.02(e), until the Certificate Principal Balances
of the Class A-I Certificates and Class M-I Certificates have been
reduced to zero;
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(vi) to the Class A-I Certificateholders and Class M-I
Certificateholders, from the Group I Excess Cash Flow, an amount equal
to the principal portion of Realized Losses on the Group I Loans during
the immediately preceding Due Period, which amount shall be included in
the Group I Principal Distribution Amount and paid in accordance with
Section 4.02(e) hereof, until the Certificate Principal Balances of the
Class A-I Certificates and Class M-I Certificates have been reduced to
zero;
(vii) to the Class A-II Certificateholders and Class M-II
Certificateholders, from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, an
amount equal to the principal portion of Realized Losses on the Group II
Loans during the immediately preceding Due Period to the extent not
covered by the Group II Excess Cash Flow, which amount shall be included
in the Group II Principal Distribution Amount and paid in accordance
with Section 4.02(f) hereof, until the Certificate Principal Balances of
the Class A-II Certificates and Class M-II Certificates have been
reduced to zero;
(viii) to the Insurer, as subrogee of the Insured
Certificateholders, from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, an
amount necessary to reimburse the Insurer for claims paid under the
Policy, to the extent of Cumulative Insurance Payments on the Insured
Certificates;
(ix) to the Class A-II Certificateholders and Class M-II
Certificateholders, from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
Group II Overcollateralization Increase Amount for such Distribution
Date, which amount shall be included in the Group II Principal
Distribution Amount and paid in accordance with Section 4.02(f) hereof,
until the Certificate Principal Balances of the Class A-II Certificates
and Class M-II Certificates have been reduced to zero, but only to the
extent the aggregate Certificate Principal Balance of the Class A-II
Certificates and Class M-II Certificates immediately prior to such
Distribution Date exceeded the aggregate Stated Principal Balance of the
Group II Loans at the end of the immediately preceding Due Period and to
the extent not covered by the Group II Excess Cash Flow;
(x) to the Class A-I Certificateholders and Class M-I
Certificateholders, from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
Group I Overcollateralization Increase Amount for such Distribution
Date, which amount shall be included in the Group I Principal
Distribution Amount and paid in accordance with Section 4.02(e) hereof,
until the Certificate Principal Balances of such Class A-I Certificates
and Class M-I Certificates have been reduced to zero;
(xi) to the Class A-II Certificateholders and Class M-II
Certificateholders, from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
Group II Overcollateralization Increase Amount for such Distribution
Date to the extent not covered by the Group II Excess Cash Flow for such
Distribution Date, which amount shall be included in the Group II
Principal Distribution Amount and paid in accordance with Section
4.02(f) hereof, until the Certificate Principal
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Balances of such Class A-II Certificates and Class M-II Certificates
have been reduced to zero;
(xii) to the Class A-I Certificateholders and Class M-I
Certificateholders from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto with
respect to the Group I Loans, to the extent not covered by Compensating
Interest on such Distribution Date;
(xiii) to the Class A-II Certificateholders and Class M-II
Certificateholders from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto with
respect to the Group II Loans, to the extent not covered by Compensating
Interest and any Group II Excess Cash Flow on such Distribution Date;
(xiv) to the Class A-I Certificateholders and Class M-I
Certificateholders from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto remaining
unpaid from prior Distribution Dates together with interest thereon;
(xv) to the Class A-II Certificateholders and Class M-II
Certificateholders from the amount, if any, of the Group I Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto remaining
unpaid from prior Distribution Dates together with interest thereon, to
the extent not covered by any Group II Excess Cash Flow on such
Distribution Date;
(xvi) to make payments, from amounts otherwise payable to the
Class SB-I Certificates (but in no event more than the Accrued
Certificate Interest on such Class), (i) first, to the Reserve Fund to
pay to the Class A-I-1, Class A-I-4, Class A-I-5, Class A-I-6A, Class
A-I-6B, Class A-I-7, Class A-I-8, Class M-I-1, Class M-I-2 and Class
M-I-3 Certificates the amount of any Group I Net WAC Cap Shortfall
Carry-Forward Amount on such Classes of Certificates; and (ii) second,
to maintain a balance in the Reserve Fund equal to the Reserve Fund
Deposit;
(xvii) to make payments, from amounts otherwise payable to the
Class SB-I Certificates (but in no event more than the Accrued
Certificate Interest on such Class), (i) first, to the Reserve Fund to
pay to the Class A-II, Class M-II-1, Class M-II-2, Class M-II-3, Class
M-II-4 and Class M-II-5 Certificates the amount of any Group II-A Basis
Risk Shortfall Carry-Forward Amount, Group II-B Basis Risk Shortfall
Carry-Forward Amount or Class M-II Basis Risk Shortfall Carry-Forward
Amount, as applicable, on such Classes of Certificates to the extent not
covered by payments pursuant to Section 4.02(d)(xviii) and (ii) second,
to maintain a balance in the Reserve Fund equal to the Reserve Fund
Deposit;
(xviii)to the Class A-I Certificateholders and the Class M-I
Certificateholders on a pro rata basis, based on Accrued Certificate
Interest otherwise due thereon, from the amount, if any, of the Group I
Excess Cashflow remaining after the foregoing distributions, the
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amount of any Relief Act Shortfalls allocated to those Certificates
with respect to such Distribution Date;
(xix) to the Class A-II Certificateholders and the Class M-II
Certificateholders on a pro rata basis, based on Accrued Certificate
Interest otherwise due thereon, from the amount, if any, of the Group I
Excess Cashflow remaining after the foregoing distributions, the amount
of any Relief Act Shortfalls allocated to those Certificates with
respect to such Distribution Date, to the extent not covered by
distributions of the Group II Excess Cashflow on such Distribution Date;
(xx) to the Class A-I Certificateholders and the Class M-I
Certificateholders, from the amount, if any, of the Group I Excess Cash
Flow remaining after the foregoing distributions, the principal portion
of any Realized Losses previously allocated to those Certificates and
remaining unreimbursed, which amount shall be allocated first, to the
Class A-I Certificateholders on a pro rata basis, based on their
respective principal portion of any Realized Losses previously allocated
to those Certificates and remaining unreimbursed, and then sequentially,
to the Class M-I-1 Certificateholders, Class M-I-2 Certificateholders
and Class M-I-3 Certificateholders, in that order;
(xxi) to the Class A-II Certificateholders and the Class M-II
Certificateholders, from the amount, if any, of the Group I Excess Cash
Flow remaining after the foregoing distributions, the principal portion
of any Realized Losses previously allocated to those Certificates and
remaining unreimbursed, to the extent not covered by distributions of
the Group II Excess Cashflow on such Distribution Date, which amount
shall be allocated first, to the Class A-II Certificateholders on a pro
rata basis, based on their respective principal portion of any Realized
Losses previously allocated to those Certificates and remaining
unreimbursed, and then sequentially, to the Class M-II-1
Certificateholders, Class M-II-2 Certificateholders, Class M-II-3
Certificateholders, Class M-II-4 Certificateholders and Class M-II-5
Certificateholders, in that order;
(xxii) to the Class SB-II Certificateholders, from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the amount of any Group I Overcollateralization
Reduction Amount for such Distribution Date to the extent of any Group
II Diverted Excess Spread;
(xxiii)to the Class SB-I Certificates, from the amount, if any,
of the Group I Available Distribution Amount remaining after the
foregoing distributions, the sum of (A) Accrued Certificate Interest
thereon and (B) the amount of any Group I Overcollateralization
Reduction Amount for such Distribution Date (to the extent not
distributed to the Class SB-II Certificates);
(xxiv) to the Class SB-I Certificates, the amount of any payments
or collections consisting of prepayment charges received on the Group I
Loans (which amounts shall not be included in the Group I Available
Distribution Amount) and for any Distribution Date after the Certificate
Principal Balance of each Class A-I Certificate has been reduced to
zero, the Group I Overcollateralization Amount; and
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(xxv) to the Class R-IV Certificateholders, the balance, if any,
of the Group I Available Distribution Amount.
(d) On each Distribution Date (x) the Master Servicer on behalf of the
Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to
each Certificateholder of record on the next preceding Record Date (other than
as provided in Section 9.01 respecting the final distribution) either in
immediately available funds (by wire transfer or otherwise) to the account of
such Certificateholder at a bank or other entity having appropriate facilities
therefor, if such Certificateholder has so notified the Master Servicer or the
Paying Agent, as the case may be, or, if such Certificateholder has not so
notified the Master Servicer or the Paying Agent by the Record Date, by check
mailed to such Certificateholder at the address of such Holder appearing in the
Certificate Register such Certificateholder's share (which share with respect to
each Class of Certificates, shall be based on the aggregate of the Percentage
Interests represented by Certificates of the applicable Class held by such
Holder of the following amounts, in the following order of priority, subject to
the provisions of Section 4.02(e) and (f)), in each case to the extent of the
Group II Available Distribution Amount on deposit in the Certificate Account
(or, with respect to clause (xxvi) below, to the extent of prepayment charges on
deposit in the Certificate Account):
(i) to the Class A-II Certificateholders, the Class A-II Interest
Distribution Amount, with such amount allocated among the Class A-II
Certificateholders on a pro rata basis;
(ii) to the Class M-II-1 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-II-1 Interest Distribution Amount;
(iii) to the Class M-II-2 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-II-2 Interest Distribution Amount;
(iv) to the Class M-II-3 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-II-3 Interest Distribution Amount;
(v) to the Class M-II-4 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-II-4 Interest Distribution Amount;
(vi) to the Class M-II-5 Certificateholders from the amount, if
any, of the Group I Available Distribution Amount remaining after the
foregoing distributions, the Class M-II-5 Interest Distribution Amount;
(vii) to the Class A-II Certificateholders and Class M-II
Certificateholders, the Group II Principal Distribution Amount (other
than clauses (iv) and (v) of the definition thereof), in the order
described in Section 4.02(f) hereof, until the Certificate Principal
Balances of the Class A-II Certificates and Class M-II Certificates have
been reduced to zero;
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(viii) to the Class A-II Certificateholders and Class M-II
Certificateholders, from the Group II Excess Cash Flow an amount equal
to the principal portion of Realized Losses on the Group II Loans during
the immediately preceding Due Period, which amount shall be included in
the Group II Principal Distribution Amount and paid in accordance with
Section 4.02(f) hereof, until the Certificate Principal Balances of the
Class A-II Certificates and Class M-II Certificates have been reduced to
zero;
(ix) to the Class A-I Certificateholders and Class M-I
Certificateholders, from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions an
amount equal to the principal portion of Realized Losses on the Group I
Loans during the immediately preceding Due Period to the extent not
covered by the Group I Excess Cash Flow, which amount shall be included
in the Group I Principal Distribution Amount and paid in accordance with
Section 4.02(e) hereof, until the Certificate Principal Balances of the
Class A-I Certificates and Class M-I Certificates have been reduced to
zero;
(x) to the Insurer, as subrogee of the Insured
Certificateholders, from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, an
amount necessary to reimburse the Insurer for claims paid under the
Policy, to the extent of Cumulative Insurance Payments on the Insured
Certificates;
(xi) to the Class A-I Certificateholders and Class M-I
Certificateholders, from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
Group I Overcollateralization Increase Amount for such Distribution
Date, which amount shall be included in the Group I Principal
Distribution Amount and paid in accordance with Section 4.02(e) hereof,
until the Certificate Principal Balances of the Class A-I Certificates
and Class M-I Certificates have been reduced to zero, but only to the
extent the aggregate Certificate Principal Balance of such Class A-I
Certificates and Class M-I Certificates immediately prior to such
Distribution Date exceeded the aggregate Stated Principal Balance of the
Group I Loans at the end of the immediately preceding Due Period and to
the extent not covered by the Group I Excess Cash Flow, in the order
described in Section 4.02(e) with respect to the Class A-I Certificates;
(xii) to the Class A-II Certificateholders and Class M-II
Certificateholders, from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
Group II Overcollateralization Increase Amount for such Distribution
Date, which amount shall be included in the Group II Principal
Distribution Amount and paid in accordance with Section 4.02(f) hereof,
until the Certificate Principal Balances of the Class A-II Certificates
and Class M-II Certificates have been reduced to zero;
(xiii) to the Class A-I Certificateholders and Class M-I
Certificateholders, from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
Group I Overcollateralization Increase Amount for such Distribution Date
to the extent not covered by the Group I Excess Cash Flow for such
Distribution Date, which amount shall be included in the Group I
Principal Distribution Amount and paid in accordance with Section
4.02(e) hereof, until the Certificate Principal Balances of such Class
A-I Certificates and Class M-I Certificates have been reduced to zero;
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(xiv) to the Class A-II Certificateholders and Class M-II
Certificateholders from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto with
respect to the Group II Loans, to the extent not covered by Compensating
Interest on such Distribution Date;
(xv) to the Class A-I Certificateholders and Class M-I
Certificateholders from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto with
respect to the Group I Loans, to the extent not covered by Compensating
Interest and any Group I Excess Cash Flow on such Distribution Date;
(xvi) to the Class A-II Certificateholders and Class M-II
Certificateholders from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto remaining
unpaid from prior Distribution Dates together with interest thereon;
(xvii) to the Class A-I Certificateholders and Class M-I
Certificateholders from the amount, if any, of the Group II Available
Distribution Amount remaining after the foregoing distributions, the
amount of any Prepayment Interest Shortfalls allocated thereto remaining
unpaid from prior Distribution Dates together with interest thereon, to
the extent not covered by any Group I Excess Cash Flow on such
Distribution Date;
(xviii)to make payments, from amounts otherwise payable to the
Class SB-II Certificates (but in no event more than the Accrued
Certificate Interest on such Class), (i) first, to the Reserve Fund to
pay to the Class A-II, Class M-II-1, Class M-II-2, Class M-II-3, Class
M-II-4 and Class M-II-5 Certificates, the amount of any Group II-A Basis
Risk Shortfall Carry-Forward Amount, Group II-B Basis Risk Shortfall
Carry-Forward Amount and Class M-II Basis Risk Shortfall Carry-Forward
Amount, as applicable, on such Classes of Certificates and (ii) second,
to maintain a balance in the Reserve Fund equal to the Reserve Fund
Deposit;
(xix) to make payments, from amounts otherwise payable to the
Class SB-II Certificates (but in no event more than the Accrued
Certificate Interest on such Class), (i) first, to the Reserve Fund to
pay to the Class A-I-1, Class A-I-4, Class A-I-5, Class A-I-6A, Class
A-I-6B, Class A-I-7, Class A-I-8, Class M-I-1, Class M-I-2 and Class
M-I-3 Certificates, the amount of any Group I Net WAC Cap Shortfall
Carry-Forward Amount on such Classes of Certificates to the extent not
covered by payments pursuant to Section 4.02(c)(xvi), and (ii) second,
to maintain a balance in the Reserve Fund equal to the Reserve Fund
Deposit;
(xx) to the Class A-II Certificateholders and the Class M-II
Certificateholders on a pro rata basis, based on Accrued Certificate
Interest otherwise due thereon, from the amount, if any, of the Group II
Excess Cashflow remaining after the foregoing distributions, the amount
of any Relief Act Shortfalls allocated to those Certificates with
respect to such Distribution Date;
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(xxi) to the Class A-I Certificateholders and the Class M-I
Certificateholders on a pro rata basis, based on Accrued Certificate
Interest otherwise due thereon, from the amount, if any, of the Group II
Excess Cashflow remaining after the foregoing distributions, the amount
of any Relief Act Shortfalls allocated to those Certificates with
respect to such Distribution Date, to the extent not covered by
distributions of the Group I Excess Cashflow on such Distribution Date;
(xxii) to the Class A-II Certificateholders and the Class M-II
Certificateholders, from the amount, if any, of the Group II Excess Cash
Flow remaining after the foregoing distributions, the principal portion
of any Realized Losses previously allocated to those Certificates and
remaining unreimbursed, which amount shall be allocated first, to the
Class A-II Certificateholders on a pro rata basis, based on their
respective principal portion of any Realized Losses previously allocated
to those Certificates and remaining unreimbursed, and then sequentially,
to the Class M-II-1 Certificateholders, Class M-II-2 Certificateholders,
Class M-II-3 Certificateholders, Class M-II-4 Certificateholders and
Class M-II-5 Certificateholders, in that order;
(xxiii)to the Class A-I Certificateholders and the Class M-I
Certificateholders, from the amount, if any, of the Group II Excess Cash
Flow remaining after the foregoing distributions, the principal portion
of any Realized Losses previously allocated to those Certificates and
remaining unreimbursed, to the extent not covered by distributions of
the Group I Excess Cashflow on such Distribution Date, which amount
shall be allocated first, to the Class A-I Certificateholders on a pro
rata basis, based on their respective principal portion of any Realized
Losses previously allocated to those Certificates and remaining
unreimbursed, and then sequentially, to the Class M-I-1
Certificateholders, Class M-I-2 Certificateholders and Class M-I-3
Certificateholders, in that order;
(xxiv) to the Class SB-I Certificateholders, from the amount, if
any, of the Group II Available Distribution Amount remaining after the
foregoing distributions, the amount of any Group II
Overcollateralization Reduction Amount for such Distribution Date to the
extent of any Group I Diverted Excess Spread;
(xxv) to the Class SB-II Certificates, from the amount, if any,
of the Group II Available Distribution Amount remaining after the
foregoing distributions, the sum of (A) Accrued Certificate Interest
thereon and (B) the amount of any Group II Overcollateralization
Reduction Amount for such Distribution Date (to the extent not
distributed to the Class SB-I Certificates);
(xxvi) to the Class SB-II Certificates, the amount of any
payments or collections consisting of prepayment charges received on the
Group II Loans (which amounts shall not be included in the Group II
Available Distribution Amount) and for any Distribution Date after the
Certificate Principal Balance of each Class A-II Certificate has been
reduced to zero, the Group II Overcollateralization Amount; and
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(xxvii)to the Class R-IV Certificateholders, the balance, if any,
of the Group II Available Distribution Amount.
(e) On each Distribution Date, the Group I Principal Distribution Amount
will be paid as follows:
(i) the Class A-I Principal Distribution Amount shall be
distributed concurrently, on a pro rata basis, based on the respective
aggregate Certificate Principal Balances, as follows:
(A) (I) first, to the to the Class A-I-7 Certificates,
an amount equal to the Class A-I-7 Lockout
Distribution Amount for that Distribution Date,
until the Certificate Principal Balance of the
Class A-I-7 Certificates has been reduced to zero;
(II) second, to the Class A-I-1 Certificates, until
the Certificate Principal Balance thereof has been
reduced to zero;
(III) third, to the Class A-I-2 Certificates, until
the Certificate Principal Balance thereof has been
reduced to zero;
(IV) fourth, to the Class A-I-3 Certificates, until
the Certificate Principal Balance thereof has been
reduced to zero;
(V) fifth, to the Class A-I-4 Certificates, until
the Certificate Principal Balance thereof has been
reduced to zero;
(VI) sixth, to the Class A-I-5 Certificates, until
the Certificate Principal Balance thereof has been
reduced to zero;
(VII) seventh, to the Class A-I-6A Certificates and
Class A-I-6B Certificates, concurrently on a pro
rata basis, until the Certificate Principal Balance
of each such Class has been reduced to zero; and
(VII) eighth, to the Class A-I-7 Certificates,
until the Certificate Principal Balance thereof has
been reduced to zero; and
(B) to the Class A-I-8 Certificates, until the
Certificate Principal Balance thereof has been
reduced to zero;
(ii) the Class M-I-1 Principal Distribution Amount shall be
distributed to the Class M-I-1 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero;
107
(iii) the Class M-I-2 Principal Distribution Amount shall be
distributed to the Class M-I-2 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; and
(iv) the Class M-I-3 Principal Distribution Amount shall be
distributed to the Class M-I-3 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero.
(f) On each Distribution Date, the Group II Principal Distribution
Amount will be distributed as follows:
(i) the Class A-II Principal Distribution Amount shall be
distributed as follows:
(A) first, concurrently, the Class A-II-A Principal
Distribution Amount will be distributed to the Class A-II-A
Certificates, until the Certificate Principal Balance of the
Class A-II-A Certificates has been reduced to zero, and the Class
A-II- B Principal Distribution Amount will be distributed to the
Class A-II-B Certificates, until the Certificate Principal
Balance of the Class A-II-B Certificates has been reduced to
zero; and
(B) second, any remaining Group II Principal Distribution
Amount will be distributed to the remaining Class of Class A-II
Certificates, until the Certificate Principal Balance of that
Class of Class A-II Certificates has been reduced to zero;
(ii) the Class M-II-1 Principal Distribution Amount shall be
distributed to the Class M-II-1 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero;
(iii) the Class M-II-2 Principal Distribution Amount shall be
distributed to the Class M-II-2 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero;
(iv) the Class M-II-3 Principal Distribution Amount shall be
distributed to the Class M-II-3 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero;
(v) the Class M-II-4 Principal Distribution Amount shall be
distributed to the Class M-II-4 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; and
(v) the Class M-II-5 Principal Distribution Amount shall be
distributed to the Class M-II-5 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero.
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(g) Within five Business Days before the related Distribution Date, the
Master Servicer shall notify the Trustee of the amounts, if any, payable to the
Insurer pursuant to Section 4.02(c)(viii) and (d)(x).
(h) Notwithstanding the foregoing clauses (c) and (d), upon the
reduction of the Certificate Principal Balance of a Class of Class A
Certificates or Class M Certificates to zero, such Class of Certificates will
not be entitled to further distributions pursuant to Section 4.02, including,
without limitation, the payment of current and unreimbursed Prepayment Interest
Shortfalls pursuant to clauses (c)(xii) through (c)(xv) and (d)(xiv) through
(d)(xvii), the Group I Net WAC Cap Shortfall Carry-Forward Amount pursuant to
clauses (c)(xvi) and (d)(xix) and the Group II-A Basis Risk Shortfall
Carry-Forward Amount, Group II-B Basis Risk Shortfall Carry-Forward Amount and
Class M-II Basis Risk Shortfall Carry-Forward Amount pursuant to clauses
(c)(xvii) and (d)(xviii).
(i) Any Prepayment Interest Shortfalls on the Group I Loans which are
not covered by Compensating Interest as described in Section 3.16 and Relief Act
Shortfalls on the Group I Loans will be allocated among the Class A-I
Certificates and Class M-I Certificates pro rata in accordance with the amount
of Accrued Certificate Interest that would have accrued on those Certificates
absent these shortfalls. Any such uncovered Prepayment Interest Shortfalls will
be paid solely pursuant to Section 4.02(c)(xii) and (xiv) and (d)(xv) and
(xvii), to the extent funds are available therefor. Any such Relief Act
Shortfalls will be paid solely pursuant to Section 4.02(c)(xviii) and (d)(xxi),
to the extent funds are available therefor. Any Prepayment Interest Shortfalls
on the Group II Loans which are not covered by Compensating Interest as
described in Section 3.16 and Relief Act Shortfalls on the Group II Loans will
be allocated among the Class A-II Certificates and Class M-II Certificates pro
rata in accordance with the amount of Accrued Certificate Interest that would
have accrued on those Certificates absent these shortfalls. Any such uncovered
Prepayment Interest Shortfalls will be paid solely pursuant to Section
4.02(c)(xiii) and (xv) and (d)(xiv) and (xvi), to the extent funds are available
therefor. Any such Relief Act Shortfalls will be paid solely pursuant to Section
4.02(c)(xix) and (d)(xx), to the extent funds are available therefor.
(j) In addition to the foregoing distributions, with respect to any
Subsequent Recoveries, the Master Servicer shall deposit such funds into the
Custodial Account pursuant to Section 3.07(b)(iii).
(k) Each distribution with respect to a Book-Entry Certificate shall be
paid to the Depository, as Holder thereof, and the Depository shall be
responsible for crediting the amount of such distribution to the accounts of its
Depository Participants in accordance with its normal procedures. Each
Depository Participant shall be responsible for disbursing such distribution to
the Certificate Owners that it represents and to each indirect participating
brokerage firm (a "brokerage firm" or "indirect participating firm") for which
it acts as agent. Each brokerage firm shall be responsible for disbursing funds
to the Certificate Owners that it represents. None of the Trustee, the
Certificate Registrar, the Depositor or the Master Servicer shall have any
responsibility therefor except as otherwise provided by this Agreement or
applicable law.
(l) Except as otherwise provided in Section 9.01, if the Master Servicer
anticipates that a final distribution with respect to any Class of Certificates
will be made on the next Distribution Date, the Master Servicer shall, no later
than the Determination Date in the month of such final
109
distribution, notify the Trustee and the Trustee shall, no later than two (2)
Business Days after such Determination Date, mail on such date to each Holder of
such Class of Certificates a notice to the effect that: (i) the Trustee
anticipates that the final distribution with respect to such Class of
Certificates will be made on such Distribution Date but only upon presentation
and surrender of such Certificates at the office of the Trustee or as otherwise
specified therein, and (ii) no interest shall accrue on such Certificates from
and after the end of the prior calendar month. In the event that
Certificateholders required to surrender their Certificates pursuant to Section
9.01(c) do not surrender their Certificates for final cancellation, the Trustee
shall cause funds distributable with respect to such Certificates to be
withdrawn from the Certificate Account and credited to a separate escrow account
for the benefit of such Certificateholders as provided in Section 9.01(d).
Section 4.03. Statements to Certificateholders; Statements to Rating
Agencies; Exchange Act Reporting.
(a) Concurrently with each distribution charged to the Certificate
Account and with respect to each Distribution Date the Master Servicer shall
forward to the Trustee and the Trustee shall forward by mail or otherwise make
available electronically on its website (which may be obtained by any
Certificateholder by telephoning the Trustee at (000) 000-0000) to each Holder,
the Insurer and the Depositor a statement setting forth the following
information as to each Class of Certificates, in each case to the extent
applicable:
(i) (A)the amount of such distribution to the Certificateholders
of such Class applied to reduce the Certificate Principal Balance
thereof, and (B) the aggregate amount included therein representing
Principal Prepayments;
(ii) the amount of such distribution to Holders of such Class of
Certificates allocable to interest;
(iii) if the distribution to the Holders of such Class of
Certificates is less than the full amount that would be distributable to
such Holders if there were sufficient funds available therefor, the
amount of the shortfall;
(iv) the amount of any Advance by the Master Servicer with
respect to the Group I Loans and Group II Loans pursuant to Section
4.04;
(v) the number of Group I Loans and Group II Loans and the Stated
Principal Balance after giving effect to the distribution of principal
on such Distribution Date;
(vi) the aggregate Certificate Principal Balance of each Class of
the Certificates, after giving effect to the amounts distributed on such
Distribution Date, separately identifying any reduction thereof due to
Realized Losses other than pursuant to an actual distribution of
principal;
(vii) on the basis of the most recent reports furnished to it by
Subservicers, (a) the number and aggregate principal balances of Group I
Loans and Group II Loans that are Delinquent (1) one month, (2) two
months and (3) three or more months and the number and
110
aggregate principal balance of Group I Loans and Group II Loans that are
in foreclosure, (b) the number and aggregate principal balances of Group
I Loans and Group II Loans that are Reportable Modified Mortgage Loans
that are Delinquent (1) one month, (2) two months and (3) three or more
months and the number and aggregate principal balance of Group I Loans
and Group II Loans that are Reportable Modified Mortgage Loans that are
in foreclosure and are REO Property, indicating in each case capitalized
Mortgage Loans, other Servicing Modifications and totals, and (c) for
all Group I Loans and Group II Loans that are Reportable Modified
Mortgage Loans, the number and aggregate Stated Principal Balance of
Group I Loans and Group II Loans that are Reportable Modified Mortgage
Loans that have been liquidated, the subject of pay-offs and that have
been repurchased by the Master Servicer or Seller;
(viii) the number, aggregate principal balance and book value of
any REO Properties;
(ix) the aggregate Accrued Certificate Interest remaining unpaid,
if any, for each Class of Certificates, after giving effect to the
distribution made on such Distribution Date;
(x) the aggregate amount of Realized Losses for such Distribution
Date and the aggregate amount of Realized Losses on the Group I Loans
and Group II Loans incurred since the Cut-off Date;
(xi) the Pass-Through Rate on each Class of Certificates, the
Group I Net WAC Cap Rate and the Group II Net WAC Cap Rate;
(xii) the weighted average of the Maximum Net Mortgage Rates on
the Group I Loans and Group II Loans;
(xiii) the Group I Net WAC Cap Shortfall, Group I Net WAC Cap
Shortfall Carry- Forward Amount, Group II-A Basis Risk Shortfall, Group
II-A Basis Risk Shortfall Carry- Forward Amount, Group II-B Basis Risk
Shortfall, Group II-B Basis Risk Shortfall Carry- Forward Amount, Class
M-II Basis Risk Shortfall, Class M-II Basis Risk Shortfall Carry-
Forward Amount and Group I and Group II Prepayment Interest Shortfalls;
(xiv) the Group I and Group II Overcollateralization Amount and
the Group I and Group II Required Overcollateralization Amount following
such Distribution Date;
(xv) the number and aggregate principal balance of Group I Loans
and Group II Loans repurchased under Section 4.07 or Section 4.08;
(xvi) the aggregate amount of any recoveries on previously
foreclosed loans from Residential Funding due to a breach of
representation or warranty;
(xvii) the weighted average remaining term to maturity of the
Group I Loans and Group II Loans after giving effect to the amounts
distributed on such Distribution Date;
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(xviii)the weighted average Mortgage Rates of the Group I Loans
and Group II Loans after giving effect to the amounts distributed on
such Distribution Date;
(xix) the aggregate of any deposits to and withdrawals from the
Reserve Fund for such Distribution Date and the remaining amount on
deposit in the Reserve Fund after such deposits and withdrawals;
(xx) the amount if any, to be paid by a Derivative Counterparty
under a Derivative Contract; and
(xxi) the amount of any Guaranteed Distribution paid on such
Distribution Date, the amount of any reimbursement payment made to the
Insurer on such Distribution Date pursuant to Section 4.02(c)(viii) or
4.02(d)(x) and the amount of Cumulative Insurance Payments after giving
effect to any such Guaranteed Distribution or any such reimbursement
payment to the Insurer.
In the case of information furnished pursuant to clauses (i) and (ii)
above, the amounts shall be expressed as a dollar amount per Certificate with a
$1,000 denomination. In addition to the statement provided to the Trustee as set
forth in this Section 4.03(a), the Master Servicer shall provide to any manager
of a trust fund consisting of some or all of the Certificates, upon reasonable
request, such additional information as is reasonably obtainable by the Master
Servicer at no additional expense to the Master Servicer. Also, at the request
of a Rating Agency, the Master Servicer shall provide the information relating
to the Reportable Modified Mortgage Loans substantially in the form attached
hereto as Exhibit S to such Rating Agency within a reasonable period of time;
provided, however, that the Master Servicer shall not be required to provide
such information more than four times in a calendar year to any Rating Agency.
(b) Within a reasonable period of time after the end of each calendar
year, the Master Servicer shall prepare, or cause to be prepared, and the
Trustee shall forward, or cause to be forwarded, to each Person who at any time
during the calendar year was the Holder of a Certificate, other than a Class R
Certificate, a statement containing the information set forth in clauses (i) and
(ii) of subsection (a) above aggregated for such calendar year or applicable
portion thereof during which such Person was a Certificateholder. Such
obligation of the Master Servicer and Trustee shall be deemed to have been
satisfied to the extent that substantially comparable information shall be
provided by the Master Servicer and Trustee pursuant to any requirements of the
Code.
(c) As soon as reasonably practicable, upon the written request of any
Certificateholder, the Master Servicer shall provide the requesting
Certificateholder with such information as is necessary and appropriate, in the
Master Servicer's sole discretion, for purposes of satisfying applicable
reporting requirements under Rule 144A.
(d) The Master Servicer shall, on behalf of the Depositor and in respect
of the Trust Fund, sign and cause to be filed with the Commission any periodic
reports required to be filed under the provisions of the Exchange Act, and the
rules and regulations of the Commission thereunder. In connection with the
preparation and filing of such periodic reports, the Trustee shall timely
provide to the Master Servicer (I) a list of Certificateholders as shown on the
Certificate Register as of the
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end of each calendar year, (II) copies of all pleadings, other legal process and
any other documents relating to any claims, charges or complaints involving the
Trustee, as trustee hereunder, or the Trust Fund that are received by the
Trustee, (III) notice of all matters that, to the actual knowledge of a
Responsible Officer of the Trustee, have been submitted to a vote of the
Certificateholders, other than those matters that have been submitted to a vote
of the Certificateholders at the request of the Depositor or the Master
Servicer, and (IV) notice of any failure of the Trustee to make any distribution
to the Certificateholders as required pursuant to this Agreement. Neither the
Master Servicer nor the Trustee shall have any liability with respect to the
Master Servicer's failure to properly prepare or file such periodic reports
resulting from or relating to the Master Servicer's inability or failure to
obtain any information not resulting from the Master Servicer's own negligence
or willful misconduct. Any Form 10-K filed with the Commission in connection
with this clause (d) shall include a certification, signed by the senior officer
in charge of the servicing functions of the Master Servicer, in the form
attached as Exhibit R-1 hereto or such other form as may be required or
permitted by the Commission (the "Form 10-K Certification"), in compliance with
Rule 13a-14 and 15d-14 under the Exchange Act and any additional directives of
the Commission. In connection with the Form 10-K Certification, the Trustee
shall provide the Master Servicer with a back-up certification substantially in
the form attached hereto as Exhibit R-2. This Section 4.03(d) may be amended in
accordance with this Agreement without the consent of the Certificateholders.
Section 4.04. Distribution of Reports to the Trustee and the
Depositor; Advances by the Master Servicer.
(a) Prior to the close of business on the Business Day next succeeding
each Determination Date, the Master Servicer shall furnish a written statement
(which may be in a mutually agreeable electronic format) to the Trustee, the
Insurer, any Paying Agent and the Depositor (the information in such statement
to be made available to Certificateholders by the Master Servicer on request)
(provided that the Master Servicer will use its best efforts to deliver such
written statement not later than 12:00 p.m. New York time on the second Business
Day prior to the Distribution Date) setting forth (i) the Group I and Group II
Available Distribution Amounts, (ii) the amounts required to be withdrawn from
the Custodial Account and deposited into the Certificate Account and Insurance
Account on the immediately succeeding Certificate Account Deposit Date pursuant
to clause (iii) of Section 4.01(a), (iii) the amounts required to be withdrawn
from and deposited into the Reserve Fund pursuant to Section 4.09, (iv) the
Insurer Premium and the amount of any Cumulative Insurance Payments as of such
Determination Date, (v) the amount of Prepayment Interest Shortfalls, Group I
Net WAC Cap Shortfalls, Group II-A Basis Risk Shortfalls, Group II-B Basis Risk
Shortfall, Class M-II Basis Risk Shortfall, Group I Net WAC Cap Shortfall Carry-
Forward Amounts, Group II-A Basis Risk Shortfall Carry-Forward Amounts, Group
II-B Basis Risk Shortfall Carry-Forward Amounts and Class M-II Basis Risk
Shortfall Carry-Forward Amounts and (vi) the amount payable by the Derivative
Counterparties to the Trustee under the Derivative Contracts as provided in
Section 4.11. The determination by the Master Servicer of such amounts shall, in
the absence of obvious error, be presumptively deemed to be correct for all
purposes hereunder and the Trustee shall be protected in relying upon the same
without any independent check or verification.
(b) On or before 2:00 P.M. New York time on each Certificate Account
Deposit Date, the Master Servicer shall either (i) remit to the Trustee for
deposit in the Certificate Account from
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its own funds, or funds received therefor from the Subservicers, an amount equal
to the Advances to be made by the Master Servicer in respect of the related
Distribution Date, which shall be in an aggregate amount equal to the sum of (A)
the aggregate amount of Monthly Payments other than Balloon Payments (with each
interest portion thereof adjusted to a per annum rate equal to the Net Mortgage
Rate), less the amount of any related Servicing Modifications, if any, Debt
Service Reductions or reductions in the amount of interest collectable from the
Mortgagor pursuant to the Relief Act or similar legislation or regulations then
in effect, on the Outstanding Mortgage Loans as of the related Due Date in the
related Due Period, which Monthly Payments were due during the related Due
Period and not received as of the close of business as of the related
Determination Date; provided that no Advance shall be made if it would be a
Nonrecoverable Advance and (B) with respect to each Balloon Loan delinquent in
respect of its Balloon Payment as of the close of business on the related
Determination Date, an amount equal to the excess, if any, of interest on the
unpaid principal balance thereof (with each interest portion thereof adjusted to
a per annum rate equal to the Net Mortgage Rate), over any payments of interest
(with each interest portion thereof adjusted to a per annum rate equal to the
Net Mortgage Rate) received from the related Mortgagor as of the close of
business on the related Determination Date and allocable to the Due Date during
the related Due Period for each month until such Balloon Loan is finally
liquidated, (ii) withdraw from amounts on deposit in the Custodial Account and
deposit in the Certificate Account all or a portion of the Amount Held for
Future Distribution in discharge of any such Advance, or (iii) make advances in
the form of any combination of (i) and (ii) aggregating the amount of such
Advance. Any portion of the Amount Held for Future Distribution so used shall be
replaced by the Master Servicer by deposit in the Certificate Account on or
before 11:00 A.M. New York time on any future Certificate Account Deposit Date
to the extent that funds attributable to the Mortgage Loans that are available
in the Custodial Account for deposit in the Certificate Account on such
Certificate Account Deposit Date shall be less than payments to
Certificateholders required to be made on the following Distribution Date. The
Master Servicer shall be entitled to use any Advance made by a Subservicer as
described in Section 3.07(b) that has been deposited in the Custodial Account on
or before such Distribution Date as part of the Advance made by the Master
Servicer pursuant to this Section 4.04.The determination by the Master Servicer
that it has made a Nonrecoverable Advance or that any proposed Advance, if made,
would constitute a Nonrecoverable Advance, shall be evidenced by a certificate
of a Servicing Officer delivered to the Depositor and the Trustee. In the event
that the Master Servicer determines as of the Business Day preceding any
Certificate Account Deposit Date that it will be unable to deposit in the
Certificate Account an amount equal to the Advance required to be made for the
immediately succeeding Distribution Date, it shall give notice to the Trustee of
its inability to advance (such notice may be given by telecopy), not later than
3:00 P.M., New York time, on such Business Day, specifying the portion of such
amount that it will be unable to deposit. Not later than 3:00 P.M., New York
time, on the Certificate Account Deposit Date the Trustee shall, unless by 12:00
Noon, New York time, on such day the Trustee shall have been notified in writing
(by telecopy) that the Master Servicer shall have directly or indirectly
deposited in the Certificate Account such portion of the amount of the Advance
as to which the Master Servicer shall have given notice pursuant to the
preceding sentence, pursuant to Section 7.01, (a) terminate all of the rights
and obligations of the Master Servicer under this Agreement in accordance with
Section 7.01 and (b) assume the rights and obligations of the Master Servicer as
successor Master Servicer hereunder, including the obligation to deposit in the
Certificate Account an amount equal to the Advance for the immediately
succeeding Distribution Date. In connection with the preceding sentence, the
Trustee shall deposit all funds it receives pursuant to this Section 4.04 into
the Certificate Account.
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Section 4.05. Allocation of Realized Losses.
(a) Prior to each Distribution Date, the Master Servicer shall determine
the total amount of Realized Losses, if any, that resulted from any Cash
Liquidation, Servicing Modifications, Debt Service Reduction, Deficient
Valuation or REO Disposition that occurred during the related Prepayment Period
or, in the case of a Servicing Modification that constitutes a reduction of the
interest rate on a Mortgage Loan, the amount of the reduction in the interest
portion of the Monthly Payment due in the month in which such Distribution Date
occurs. The amount of each Realized Loss shall be evidenced by an Officers'
Certificate.
(1) All Realized Losses on the Group I Loans shall be allocated as
follows:
first, to Group I Excess Cash Flow as provided in Section
4.02(c)(vi), to the extent of the Group I Excess Cash Flow
for such Distribution Date;
second, to the Group II Excess Cash Flow as provided in
Section 4.02(d)(ix), to the extent of the Group II Excess
Cash Flow for such Distribution Date remaining after
distributions pursuant to Section 4.02(d)(viii);
third, in reduction of the Group I Overcollateralization
Amount, until the earlier of: (1) such amount has been
reduced to zero or (2) the aggregate Certificate Principal
Balance of the Class A Certificates and Class M
Certificates equals the aggregate Stated Principal Balance
of the Group I Loans and Group II Loans;
fourth, in reduction of the Group II Overcollateralization
Amount until such amount is reduced to zero, meaning, that
no additional Realized Losses will be allocated under any
subsequent clause until the aggregate Certificate
Principal Balance of the Class A Certificates and Class M
Certificates equals the aggregate Stated Principal Balance
of the Group I Loans and Group II Loans;
fifth, to Class M-I-3 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero;
sixth, to Class M-I-2 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero;
seventh, to Class M-I-1 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero; and
eighth, to the Class A-I Certificates, with such amount
allocated among each Class of Class A-I Certificates on a
pro rata basis, based on the outstanding Certificate
Principal Balance of each such Class prior to giving
effect to distributions to be made on that Distribution
Date, until the Certificate Principal Balance of each such
Class has been reduced to zero; provided that
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any Realized Loss allocated to the Insured Certificates
shall be covered by the Policy.
(2) All Realized Losses on the Group II Loans shall be allocated as
follows:
first, to the Group II Excess Cash Flow as provided in
Section 4.02(d)(viii), to the extent of the Group II
Excess Cash Flow for such Distribution Date;
second, to the Group I Excess Cash Flow as provided in
Section 4.02(c)(vii), to the extent of the Group I Excess
Cash Flow for such Distribution Date remaining after
distributions pursuant to Section 4.02(c)(vi);
third, in reduction of the Group II Overcollateralization
Amount, until the earliest of: (1) such amount has been
reduced to zero or (2) the aggregate Certificate Principal
Balance of the Class A Certificates and Class M
Certificates equals the aggregate Stated Principal Balance
of the Group I Loans and Group II Loans;
fourth, in reduction of the Group I Overcollateralization
Amount, meaning, that no additional Realized Losses will
be allocated to any Class of Certificates until the
aggregate Certificate Principal Balance of the Class A
Certificates and Class M Certificates equals the aggregate
Stated Principal Balance of the Group I Loans and Group II
Loans;
fifth, to Class M-II-5 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero;
sixth, to Class M-II-4 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero;
seventh, to Class M-II-3 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero;
eighth, to Class M-II-2 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero;
ninth, to Class M-II-1 Certificates, until the aggregate
Certificate Principal Balance thereof has been reduced to
zero; and
tenth, for losses on the Group II-A Loans, to the Class
A-II-A Certificates, and for losses on the Group II-B
Loans, to the Class A-II-B Certificates, in each case
until the Certificate Principal Balance thereof has been
reduced to zero.
(b) Any allocation of the principal portion of Realized Losses (other
than Debt Service Reductions) to the Class A Certificates or Class M
Certificates shall be made by reducing the
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Certificate Principal Balance thereof by the amount so allocated, which
allocation shall be deemed to have occurred on such Distribution Date; provided
that no such reduction shall reduce the Certificate Principal Balance of the
Class A-I Certificates or Class A-II Certificates below the aggregate Stated
Principal Balance of the Group I Loans or Group II Loans, as applicable.
Allocations of the interest portions of Realized Losses (other than any interest
rate reduction resulting from a Servicing Modification) shall be made by
operation of the definition of "Accrued Certificate Interest" and by operation
of the provisions of Section 4.02(c) and (d). Allocations of the interest
portion of a Realized Loss resulting from an interest rate reduction in
connection with a Servicing Modification shall be made by operation of the
provisions of Section 4.02(c) and (d). All Realized Losses and all other losses
allocated to a Class of Certificates hereunder will be allocated among the
Certificates of such Class in proportion to the Percentage Interests evidenced
thereby.
(c)(i) All Realized Losses on the Group I Loans shall be allocated on
each Distribution Date to REMIC I Regular Interest A, until the Uncertificated
Balance of REMIC I Regular Interest A has been reduced to zero. All Realized
Losses on the Group II Loans shall be allocated on each Distribution Date to
REMIC II Regular Interest B, until the Uncertificated Balance of REMIC II
Regular Interest B has been reduced to zero.
(ii) All Realized Losses on the Group I Loans shall be allocated on each
Distribution Date to the following REMIC III Group I Regular Interests in the
specified percentages, as follows: first, to Uncertificated Accrued Interest
payable to the REMIC III Group I Regular Interests I-AA and I-ZZ up to an
aggregate amount equal to the excess of (a) the REMIC III Group I Interest Loss
Allocation Amount over (b) Prepayment Interest Shortfalls (to the extent not
covered by Compensating Interest) relating to the Group I Loans for such
Distribution Date, 98% and 2%, respectively; second, to the Uncertificated
Principal Balances of the REMIC III Group I Regular Interests I-AA and I-ZZ up
to an aggregate amount equal to the REMIC III Group I Principal Loss Allocation
Amount, 98% and 2%, respectively; third, to the Uncertificated Principal
Balances of REMIC III Group I Regular Interests I-AA, M-I-3 and I-ZZ, 98%, 1%
and 1%, respectively, until the Uncertificated Balance of REMIC III Group I
Regular Interest M-I-3 has been reduced to zero; fourth, to the Uncertificated
Principal Balances of REMIC III Group I Regular Interests I-AA, M-I-2 and I-ZZ,
98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC III
Group I Regular Interest M-I-2 has been reduced to zero; fifth, to the
Uncertificated Principal Balances of REMIC III Group I Regular Interests I-AA,
M-I-1, and I-ZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance
of REMIC III Group I Regular Interest M-I-1 has been reduced to zero; and sixth,
to the Uncertificated Principal Balances of REMIC III Group I Regular Interests
I-AA, 98%, X-X-0, X-X-0, X-X-0, X-X-0, X-X-0, X-X-0X, X-X-0X, A-I-7 and A-I-8,
1% pro rata, and I-ZZ, 1%, until the Uncertificated Balance of each of REMIC III
Group I Regular Interests X-X-0, X-X-0, X-X-0, X-X-0, X-X-0, X-X-0X, X-X-0X,
A-I-7 and A-I-8 have been reduced to zero.
(iii) All Realized Losses on the Group II Loans shall be allocated on
each Distribution Date to the following REMIC III Group II Regular Interests in
the specified percentages, as follows: first, to Uncertificated Accrued Interest
payable to the REMIC III Group II Regular Interests II-AA and II-ZZ up to an
aggregate amount equal to the excess of (a) the REMIC III Group II Interest Loss
Allocation Amount over (b) Prepayment Interest Shortfalls (to the extent not
covered by Compensating Interest) relating to the Group II Loans for such
Distribution Date, 98% and 2%, respectively; second, to the Uncertificated
Principal Balances of the REMIC III Group II Regular
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Interests II-AA and II-ZZ up to an aggregate amount equal to the REMIC III Group
II Principal Loss Allocation Amount, 98% and 2%, respectively; third, to the
Uncertificated Principal Balances of REMIC III Group II Regular Interests II-AA,
M-II-5 and II-ZZ, 98%, 1% and 1% until the Uncertificated Balance of REMIC III
Group II Regular Interest M-II-5 has been reduced to zero; fourth, to the
Uncertificated Principal Balances of REMIC III Group II Regular Interests II-AA,
M-II- 4 and II-ZZ, 98%, 1% and 1% until the Uncertificated Balance of REMIC III
Group II Regular Interest M-II-4 has been reduced to zero; fifth, to the
Uncertificated Principal Balances of REMIC III Group II Regular Interests II-AA,
M-II-3 and II-ZZ, 98%, 1% and 1% until the Uncertificated Balance of REMIC III
Group II Regular Interest M-II-3 has been reduced to zero; sixth, to the
Uncertificated Principal Balances of REMIC III Group II Regular Interests II-AA,
M-II-2 and II-ZZ, 98%, 1% and 1% until the Uncertificated Balance of REMIC III
Group II Regular Interest M-II-2 has been reduced to zero; seventh, to the
Uncertificated Principal Balances of REMIC III Group II Regular Interests II-AA,
M-II-1 and II-ZZ, 98%, 1% and 1% until the Uncertificated Balance of REMIC III
Group II Regular Interest M-II-1 has been reduced to zero; and eighth, to the
Uncertificated Principal Balances of REMIC III Group II Regular Interests II-AA,
98%, A-II-A and A-II-B, 1% pro rata, and II-ZZ, 1%, until the Uncertificated
Balance of each of REMIC III Group II Regular Interests A-II-A and A-II-B have
been reduced to zero.
Section 4.06. Reports of Foreclosures and Abandonment of Mortgaged
Property.
The Master Servicer or the Subservicers shall file information returns
with respect to the receipt of mortgage interest received in a trade or
business, the reports of foreclosures and abandonments of any Mortgaged Property
and the informational returns relating to cancellation of indebtedness income
with respect to any Mortgaged Property required by Sections 6050H, 6050J and
6050P of the Code, respectively, and deliver to the Trustee an Officers'
Certificate on or before March 31 of each year stating that such reports have
been filed. Such reports shall be in form and substance sufficient to meet the
reporting requirements imposed by such Sections 6050H, 6050J and 6050P of the
Code.
Section 4.07. Optional Purchase of Defaulted Mortgage Loans.
As to any Mortgage Loan which is delinquent in payment by 90 days or
more, the Master Servicer may, at its option, purchase such Mortgage Loan from
the Trustee at the Purchase Price therefor. If at any time the Master Servicer
makes a payment to the Certificate Account covering the amount of the Purchase
Price for such a Mortgage Loan, and the Master Servicer provides to the Trustee
a certification signed by a Servicing Officer stating that the amount of such
payment has been deposited in the Certificate Account, then the Trustee shall
execute the assignment of such Mortgage Loan at the request of the Master
Servicer without recourse to the Master Servicer which shall succeed to all the
Trustee's right, title and interest in and to such Mortgage Loan, and all
security and documents relative thereto. Such assignment shall be an assignment
outright and not for security. The Master Servicer will thereupon own such
Mortgage, and all such security and documents, free of any further obligation to
the Trustee or the Certificateholders with respect thereto.
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Section 4.08. Limited Mortgage Loan Repurchase Right.
The Limited Repurchase Right Holder will have the irrevocable option at
any time to purchase any of the Mortgage Loans from the Trustee at the Purchase
Price, up to a maximum of five Mortgage Loans. In the event that this option is
exercised as to any five Mortgage Loans in the aggregate, this option will
thereupon terminate. If at any time the Limited Repurchase Right Holder makes a
payment to the Certificate Account covering the amount of the Purchase Price for
such a Mortgage Loan, and the Limited Repurchase Right Holder provides to the
Trustee a certification signed by a Servicing Officer stating that the amount of
such payment has been deposited in the Certificate Account, then the Trustee
shall execute the assignment of such Mortgage Loan at the request of the Limited
Repurchase Right Holder without recourse to the Limited Repurchase Right Holder
which shall succeed to all the Trustee's right, title and interest in and to
such Mortgage Loan, and all security and documents relative thereto. Such
assignment shall be an assignment outright and not for security. The Limited
Repurchase Right Holder will thereupon own such Mortgage, and all such security
and documents, free of any further obligation to the Trustee or the
Certificateholders with respect thereto. Any tax on "prohibited transactions"
(as defined in Section 860F(a)(2) of the Code) imposed on any REMIC relating to
the exercise of the option provided in this Section 4.08 shall in no event be
payable by the Trustee.
Section 4.09. Distribution of Group I Net WAC Cap Shortfall
Carry-Forward Amounts, Group II-A Basis Risk Shortfall
Carry-Forward Amounts, Group II-B Basis Risk Shortfall
Carry-Forward Amounts and Class M-II Basis Risk Shortfall
Carry-Forward Amounts; Reserve Fund.
(a) On the Closing Date, the Trustee shall establish and maintain in its
name, in trust for the benefit of Class A Certificates and Class M Certificates,
the Reserve Fund. In addition, on the Closing Date, the Trustee shall deposit
into the Reserve Fund the Reserve Fund Deposit to the extent received by the
Trustee from the Depositor. On each Distribution Date, the Trustee shall
transfer from the Certificate Account to the Reserve Fund the amounts specified
pursuant to Sections 4.02(c)(xvi) and (xvii) and 4.02(d)(xviii) and (xix). On
each Distribution Date, to the extent required, the Trustee shall make
withdrawals from the Reserve Fund and use the amounts in the Reserve Fund to
make distributions to the Class A Certificates and Class M Certificates as
follows:
(I) Solely from amounts deposited in the Reserve Fund pursuant to
Section 4.02(c)(xvii) and 4.02(d)(xviii), as follows:
(A) first, to the Class A-II-A Certificates, Class A-II-B
Certificates and Class M-II Certificates, in an amount equal to
any Group II-A Basis Risk Shortfall Carry-Forward Amount, Group
II-B Basis Risk Shortfall Carry-Forward Amount and Class M-II
Basis Risk Shortfall Carry-Forward Amount, as applicable; and
(B) second, to the Class SB-II Certificates; and
(II) Solely from amounts deposited in the Reserve Fund pursuant
to Section 4.02(c)(xvi) and 4.02(d)(xix), as follows:
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(A) first, to the Class A-I-1, Class A-I-4, Class A-I-5,
Class A-I-6A, Class A-I-6B, Class A-I-7, Class A-I-8, Class
M-I-1, Class M-I-2 and Class M-I-3 Certificates, in an amount
equal to any Group I Net WAC Cap Shortfall Carry- Forward Amount;
and
(B) second, to the Class SB-I Certificates.
Any such amounts transferred shall be treated for federal tax purposes as
amounts distributed by REMIC IV to either the Class SB-I or Class SB-II
Certificateholders as transferee thereof. On each Distribution Date, to the
extent that the balance of deposits in the Reserve Fund is in excess of $5,000
after the distributions described in the second preceding sentence, the Trustee
shall, based upon the information provided by the Master Servicer, withdraw from
the Reserve Fund (to the extent of funds available on deposit therein) such
amounts in excess of $5,000, if any, and distribute them to the holder of the
Reserve Fund Residual Right.
(b) The Reserve Fund shall be an Eligible Account. Amounts held in the
Reserve Fund from time to time shall continue to constitute assets of the Trust
Fund, but not of the REMICs, until released from the Reserve Fund pursuant to
this Section 4.09. The Reserve Fund constitutes an "outside reserve fund" within
the meaning of Treasury Regulation Section 1.860G-2(h) and is not an asset of
the REMICs. The Class SB-I and Class SB-II Certificateholders shall be the
owners of the Reserve Fund, and for all federal tax purposes, amounts
transferred by the REMICs to the Reserve Fund shall be treated as amounts
distributed by the REMICs to either the Class SB-I Certificateholders or the
Class SB-II Certificateholders as designated in Section 4.02(c) and (d). The
Trustee shall keep records that accurately reflect the funds on deposit in the
Reserve Fund. The Trustee shall, at the direction of the Master Servicer, invest
amounts on deposit in the Reserve Fund in Permitted Investments. In the absence
of written direction to the Trustee from the Master Servicer, all funds in the
Reserve Fund shall remain uninvested. On each Distribution Date, the Trustee
shall distribute any interest on the Reserve Fund to the holder of the Reserve
Fund Residual Right.
(c) The holder of the Reserve Fund Residual Right with respect to the
Reserve Fund shall initially be Residential Funding as holder of the Class SB-I
Certificates and Class SB-II Certificates, and such Reserve Fund Residual Right
shall at all times be owned by and allocated to Class SB-I Certificates and
Class SB-II Certificates on a pro rata basis. So long as Residential Funding is
the holder of the Class SB-I Certificates and Class SB-II Certificates, any
amounts payable to the holder of the Reserve Fund Residual Right shall be
payable to Residential Funding. In the event of a transfer of the ownership in
any of the Class SB-I Certificates and Class SB-II Certificates by Residential
Funding, the Reserve Fund Residual Right will be transferred along with such
Class SB-I Certificates and Class SB-II Certificates.
Section 4.10. [Reserved].
Section 4.11. Derivative Contracts.
(a) The Trustee shall, at the direction of the Master Servicer, on
behalf of the Trust Fund, enter into Derivative Contracts, solely for the
benefit of the Class SB Certificates. Any such Derivative Contract shall
constitute a fully prepaid agreement. The Master Servicer shall determine,
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in its sole discretion, whether any Derivative Contract conforms to the
requirements of Section 4.11(b) and (c). Any acquisition of a Derivative
Contract shall be accompanied by an appropriate amendment to this Agreement,
including an Opinion of Counsel, as provided in Section 11.01, and either (i) an
Opinion of Counsel to the effect that the existence of the Derivative Contract
will not adversely affect the availability of the exemptive relief afforded
under ERISA by U.S. Department of Labor Prohibited Transaction Exemption 94-29,
as amended, 67 Fed. Reg. 54487 (August 22, 2002) or Prohibited Transaction Class
Exemption 95-60, 60 Fed. Reg. 35925 (July 12, 1995), to the Holders of the Class
A Certificates or the Class M Certificates, respectively, as of the date the
Derivative Contract is entered into by the Trustee or (ii) the consent of each
Holder of a Class A Certificate or a Class M Certificate to the acquisition of
such Derivative Contract. All collections, proceeds and other amounts in respect
of the Derivative Contracts payable by the Derivative Counterparty shall be
distributed to the Class SB Certificates on the Distribution Date following
receipt thereof by the Trustee. In no event shall such an instrument constitute
a part of any REMIC created hereunder. In addition, in the event any such
instrument is deposited, the Trust Fund shall be deemed to be divided into two
separate and discrete sub-Trusts. The assets of one such sub-Trust shall consist
of all the assets of the Trust other than such instrument and the assets of the
other sub-Trust shall consist solely of such instrument.
(b) Any Derivative Contract that provides for any payment obligation on
the part of the Trust Fund must (i) be without recourse to the assets of the
Trust Fund, (ii) contain a non-petition covenant provision from the Derivative
Counterparty, (iii) limit payment dates thereunder to Distribution Dates and
(iv) contain a provision limiting any cash payments due to the Derivative
Counterparty on any day under such Derivative Contract solely to funds available
therefor in the Certificate Account available to make payments to the Holders of
the Class SB Certificates on such Distribution Date.
(c) Each Derivative Contract must (i) provide for the direct payment of
any amounts by the Derivative Counterparty thereunder to the Certificate Account
at least one Business Day prior to the related Distribution Date, (ii) contain
an assignment of all of the Trust Fund's rights (but none of its obligations)
under such Derivative Contract to the Trustee on behalf the Class SB
Certificateholders and shall include an express consent to the Derivative
Counterparty to such assignment, (iii) provide that in the event of the
occurrence of an Event of Default, such Derivative Contract shall terminate upon
the direction of a majority Percentage Interest of the Class SB Certificates,
and (iv) prohibit the Derivative Counterparty from "setting-off' or "netting"
other obligations of the Trust Fund and its Affiliates against such Derivative
Counterparty's payment obligations thereunder.
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ARTICLE V
THE CERTIFICATES
Section 5.01. The Certificates.
(a) The Class A, Class M, Class SB and Class R Certificates shall be
substantially in the forms set forth in Exhibits A, B, C and D, respectively,
and shall, on original issue, be executed and delivered by the Trustee to the
Certificate Registrar for authentication and delivery to or upon the order of
the Depositor upon receipt by the Trustee or one or more Custodians of the
documents specified in Section 2.01. The Class A, Class M-I-1 and Class M-II-1
Certificates shall be issuable in minimum dollar denominations of $25,000 and
integral multiples of $1 in excess thereof. The Class M-I-2, Class M-I-3, Class
M-II-2, Class M-II-3, Class M-II-4 and Class M-II-5 Certificates shall be
issuable in minimum dollar denominations of $250,000 and integral multiples of
$1 in excess thereof. The Class SB Certificates shall be issuable in registered,
certificated form in minimum percentage interests of 5.00% and integral
multiples of 0.01% in excess thereof. Each Class of Class R Certificates shall
be issued in registered, certificated form in minimum percentage interests of
20.00% and integral multiples of 0.01% in excess thereof; provided, however,
that one Class R Certificate of each Class will be issuable to the REMIC
Administrator as "tax matters person" pursuant to Section 10.01(c) in a minimum
denomination representing a Percentage Interest of not less than 0.01%.The
Certificates shall be executed by manual or facsimile signature on behalf of an
authorized officer of the Trustee. Certificates bearing the manual or facsimile
signatures of individuals who were at any time the proper officers of the
Trustee shall bind the Trustee, notwithstanding that such individuals or any of
them have ceased to hold such offices prior to the authentication and delivery
of such Certificate or did not hold such offices at the date of such
Certificates. No Certificate shall be entitled to any benefit under this
Agreement, or be valid for any purpose, unless there appears on such Certificate
a certificate of authentication substantially in the form provided for herein
executed by the Certificate Registrar by manual signature, and such certificate
upon any Certificate shall be conclusive evidence, and the only evidence, that
such Certificate has been duly authenticated and delivered hereunder. All
Certificates shall be dated the date of their authentication.
(b) The Class A Certificates and Class M Certificates shall initially be
issued as one or more Certificates registered in the name of the Depository or
its nominee and, except as provided below, registration of such Certificates may
not be transferred by the Trustee except to another Depository that agrees to
hold such Certificates for the respective Certificate Owners with Ownership
Interests therein. The Certificate Owners shall hold their respective Ownership
Interests in and to each such Class A Certificate and Class M Certificate
through the book-entry facilities of the Depository and, except as provided
below, shall not be entitled to Definitive Certificates in respect of such
Ownership Interests. All transfers by Certificate Owners of their respective
Ownership Interests in the Book-Entry Certificates shall be made in accordance
with the procedures established by the Depository Participant or brokerage firm
representing such Certificate Owner. Each Depository Participant shall transfer
the Ownership Interests only in the Book-Entry Certificates of Certificate
Owners it represents or of brokerage firms for which it acts as agent in
accordance with the Depository's normal procedures.
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The Trustee, the Master Servicer and the Depositor may for all purposes
(including the making of payments due on the respective Classes of Book-Entry
Certificates) deal with the Depository as the authorized representative of the
Certificate Owners with respect to the respective Classes of Book-Entry
Certificates for the purposes of exercising the rights of Certificateholders
hereunder. The rights of Certificate Owners with respect to the respective
Classes of Book-Entry Certificates shall be limited to those established by law
and agreements between such Certificate Owners and the Depository Participants
and brokerage firms representing such Certificate Owners. Multiple requests and
directions from, and votes of, the Depository as Holder of any Class of Book-
Entry Certificates with respect to any particular matter shall not be deemed
inconsistent if they are made with respect to different Certificate Owners. The
Trustee may establish a reasonable record date in connection with solicitations
of consents from or voting by Certificateholders and shall give notice to the
Depository of such record date. If (i)(A) the Depositor advises the Trustee in
writing that the Depository is no longer willing or able to properly discharge
its responsibilities as Depository and (B) the Depositor is unable to locate a
qualified successor or (ii) the Depositor at its option advises the Trustee in
writing that it elects to terminate the book-entry system through the
Depository, the Trustee shall notify all Certificate Owners, through the
Depository, of the occurrence of any such event and of the availability of
Definitive Certificates to Certificate Owners requesting the same. Upon
surrender to the Trustee of the Book-Entry Certificates by the Depository,
accompanied by registration instructions from the Depository for registration of
transfer, the Trustee shall issue the Definitive Certificates. Neither the
Depositor, the Master Servicer nor the Trustee shall be liable for any actions
taken by the Depository or its nominee, including, without limitation, any delay
in delivery of such instructions and may conclusively rely on, and shall be
protected in relying on, such instructions. Upon the issuance of Definitive
Certificates all references herein to obligations imposed upon or to be
performed by the Depositor in connection with the issuance of the Definitive
Certificates pursuant to this Section 5.01 shall be deemed to be imposed upon
and performed by the Trustee, and the Trustee and the Master Servicer shall
recognize the Holders of the Definitive Certificates as Certificateholders
hereunder.
(c) Each of the Certificates is intended to be a "security" governed by
Article 8 of the Uniform Commercial Code as in effect in the State of New York
and any other applicable jurisdiction, to the extent that any of such laws may
be applicable.
Section 5.02. Registration of Transfer and Exchange of Certificates.
(a) The Trustee shall cause to be kept at one of the offices or agencies
to be appointed by the Trustee in accordance with the provisions of Section 8.11
a Certificate Register in which, subject to such reasonable regulations as it
may prescribe, the Trustee shall provide for the registration of Certificates
and of transfers and exchanges of Certificates as herein provided. The Trustee
is initially appointed Certificate Registrar for the purpose of registering
Certificates and transfers and exchanges of Certificates as herein provided. The
Certificate Registrar, or the Trustee, shall provide the Master Servicer with a
certified list of Certificateholders as of each Record Date prior to the related
Determination Date.
(b) Upon surrender for registration of transfer of any Certificate at
any office or agency of the Trustee maintained for such purpose pursuant to
Section 8.11 and, in the case of any Class SB or Class R Certificate, upon
satisfaction of the conditions set forth below, the Trustee shall execute
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and the Certificate Registrar shall authenticate and deliver, in the name of the
designated transferee or transferees, one or more new Certificates of a like
Class and aggregate Percentage Interest.
(c) At the option of the Certificateholders, Certificates may be
exchanged for other Certificates of authorized denominations of a like Class and
aggregate Percentage Interest, upon surrender of the Certificates to be
exchanged at any such office or agency. Whenever any Certificates are so
surrendered for exchange the Trustee shall execute and the Certificate Registrar
shall authenticate and deliver the Certificates of such Class which the
Certificateholder making the exchange is entitled to receive. Every Certificate
presented or surrendered for transfer or exchange shall (if so required by the
Trustee or the Certificate Registrar) be duly endorsed by, or be accompanied by
a written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by, the Holder thereof or his attorney duly
authorized in writing.
(d) No transfer, sale, pledge or other disposition of a Class SB or
Class R Certificate shall be made unless such transfer, sale, pledge or other
disposition is exempt from the registration requirements of the Securities Act
of 1933, as amended (the "1933 Act"), and any applicable state securities laws
or is made in accordance with said Act and laws. Except as otherwise provided in
this Section 5.02(d), in the event that a transfer of a Class SB or Class R
Certificate is to be made, (i) unless the Depositor directs the Trustee
otherwise, the Trustee shall require a written Opinion of Counsel addressed to
and acceptable to and in form and substance satisfactory to the Trustee and the
Depositor that such transfer may be made pursuant to an exemption, describing
the applicable exemption and the basis therefor, from said Act and laws or is
being made pursuant to said Act and laws, which Opinion of Counsel shall not be
an expense of the Trustee, the Trust Fund, the Depositor or the Master Servicer,
and (ii) the Trustee shall require the transferee to execute a representation
letter, substantially in the form of Exhibit I hereto, and the Trustee shall
require the transferor to execute a representation letter, substantially in the
form of Exhibit J hereto, each acceptable to and in form and substance
satisfactory to the Depositor and the Trustee certifying to the Depositor and
the Trustee the facts surrounding such transfer, which representation letters
shall not be an expense of the Trustee, the Trust Fund, the Depositor or the
Master Servicer. In lieu of the requirements set forth in the preceding
sentence, transfers of Class SB or Class R Certificates may be made in
accordance with this Section 5.02(d) if the prospective transferee of such a
Certificate provides the Trustee and the Master Servicer with an investment
letter substantially in the form of Exhibit N attached hereto, which investment
letter shall not be an expense of the Trustee, the Depositor, or the Master
Servicer, and which investment letter states that, among other things, such
transferee (i) is a "qualified institutional buyer" as defined under Rule 144A,
acting for its own account or the accounts of other "qualified institutional
buyers" as defined under Rule 144A, and (ii) is aware that the proposed
transferor intends to rely on the exemption from registration requirements under
the 1933 Act provided by Rule 144A. The Holder of a Class SB or Class R
Certificate desiring to effect any transfer, sale, pledge or other disposition
shall, and does hereby agree to, indemnify the Trustee, the Depositor, the
Master Servicer and the Certificate Registrar against any liability that may
result if the transfer, sale, pledge or other disposition is not so exempt or is
not made in accordance with such federal and state laws and this Agreement.
(e) (i) In the case of any Class M, Class SB or Class R Certificate
presented for registration in the name of any Person, either (i) the Trustee
shall require an Opinion of Counsel acceptable to and in form and substance
satisfactory to the Trustee, the Depositor and the Master
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Servicer to the effect that the purchase or holding of such Class M, Class SB or
Class R Certificate is permissible under applicable law, will not constitute or
result in any non-exempt prohibited transaction under Section 406 of ERISA, or
Section 4975 of the Code (or comparable provisions of any subsequent
enactments), and will not subject the Trustee, the Depositor or the Master
Servicer to any obligation or liability (including obligations or liabilities
under ERISA or Section 4975 of the Code) in addition to those undertaken in this
Agreement, which Opinion of Counsel shall not be an expense of the Trustee, the
Trust Fund, the Depositor or the Master Servicer or (ii) the prospective
transferee shall be required to provide the Trustee, the Depositor and the
Master Servicer with a certification to the effect set forth in Exhibit P (with
respect to a Class M Certificate) (which certification shall have been deemed to
have been given by a Class M Certificateholder who acquires a Book-Entry
Certificate), paragraph six of Exhibit I or paragraph three of Exhibit N (with
respect to a Class SB Certificate) or in paragraph fifteen of Exhibit H-1 (with
respect to a Class R Certificate), which the Trustee may rely upon without
further inquiry or investigation, or such other certifications as the Trustee
may deem desirable or necessary in order to establish that such transferee or
the Person in whose name such registration is requested either (a) is not an
employee benefit plan or other plan subject to the prohibited transaction
provisions of ERISA or Section 4975 of the Code, or any Person (including an
insurance company investing its general accounts, an investment manager, a named
fiduciary or a trustee of any such plan) who is using "plan assets" of any such
plan to effect such acquisition (a "Plan Investor") or (b) in the case of a
Class M Certificate, the following conditions are satisfied: (i) such Transferee
is an insurance company, (ii) the source of funds used to purchase or hold such
Certificate (or interest therein) is an "insurance company general account" (as
defined in U.S. Department of Labor Prohibited Transaction Class Exemption
("PTCE") 95-60, and (iii) the conditions set forth in Sections I and III of PTCE
95-60 have been satisfied (each entity that satisfies this clause (b), a
"Complying Insurance Company").
(ii) Any Transferee of a Class M Certificate will be deemed to have
represented by virtue of its purchase or holding of such Certificate (or
interest therein) that either (a) such Transferee is not a Plan Investor or (b)
such Transferee is a Complying Insurance Company.
(iii) If any Class M Certificate (or any interest therein) is acquired
or held by any Person that does not satisfy the conditions described in
paragraph (ii) above, then the last preceding Transferee that either (i) is not
a Plan Investor or (ii) is a Complying Insurance Company shall be restored, to
the extent permitted by law, to all rights and obligations as Certificate Owner
thereof retroactive to the date of such Transfer of such Class M Certificate.
The Trustee shall be under no liability to any Person for making any payments
due on such Certificate to such preceding Transferee.
(iv) Any purported Certificate Owner whose acquisition or holding of any
Class M Certificate (or interest therein) was effected in violation of the
restrictions in this Section 5.02(e) shall indemnify and hold harmless the
Depositor, the Trustee, the Master Servicer, any Subservicer and the Trust Fund
from and against any and all liabilities, claims, costs or expenses incurred by
such parties as a result of such acquisition or holding.
(f) (i)Each Person who has or who acquires any Ownership Interest in a
Class R Certificate shall be deemed by the acceptance or acquisition of such
Ownership Interest to have agreed to be bound by the following provisions and to
have irrevocably authorized the Trustee or its designee
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under clause (iii)(A) below to deliver payments to a Person other than such
Person and to negotiate the terms of any mandatory sale under clause (iii)(B)
below and to execute all instruments of transfer and to do all other things
necessary in connection with any such sale. The rights of each Person acquiring
any Ownership Interest in a Class R Certificate are expressly subject to the
following provisions:
(A) Each Person holding or acquiring any Ownership Interest in a
Class R Certificate shall be a Permitted Transferee and shall promptly
notify the Trustee of any change or impending change in its status as a
Permitted Transferee.
(B) In connection with any proposed Transfer of any Ownership
Interest in a Class R Certificate, the Trustee shall require delivery to
it, and shall not register the Transfer of any Class R Certificate until
its receipt of,
(I) an affidavit and agreement (a "Transfer Affidavit and
Agreement," in the form attached hereto as Exhibit H-1)
from the proposed Transferee, in form and substance
satisfactory to the Master Servicer, representing and
warranting, among other things, that it is a Permitted
Transferee, that it is not acquiring its Ownership
Interest in the Class R Certificate that is the subject of
the proposed Transfer as a nominee, trustee or agent for
any Person who is not a Permitted Transferee, that for so
long as it retains its Ownership Interest in a Class R
Certificate, it will endeavor to remain a Permitted
Transferee, and that it has reviewed the provisions of
this Section 5.02(f) and agrees to be bound by them, and
(II) a certificate, in the form attached hereto as Exhibit
H-2, from the Holder wishing to transfer the Class R
Certificate, in form and substance satisfactory to the
Master Servicer, representing and warranting, among other
things, that no purpose of the proposed Transfer is to
impede the assessment or collection of tax.
(C) Notwithstanding the delivery of a Transfer Affidavit and
Agreement by a proposed Transferee under clause (B) above, if a
Responsible Officer of the Trustee who is assigned to this Agreement has
actual knowledge that the proposed Transferee is not a Permitted
Transferee, no Transfer of an Ownership Interest in a Class R
Certificate to such proposed Transferee shall be effected.
(D) Each Person holding or acquiring any Ownership Interest in a
Class R Certificate shall agree (x) to require a Transfer Affidavit and
Agreement from any other Person to whom such Person attempts to transfer
its Ownership Interest in a Class R Certificate and (y) not to transfer
its Ownership Interest unless it provides a certificate to the Trustee
in the form attached hereto as Exhibit H-2.
(E) Each Person holding or acquiring an Ownership Interest in a
Class R Certificate, by purchasing an Ownership Interest in such
Certificate, agrees to give the Trustee written notice that it is a
"pass-through interest holder" within the meaning of
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Temporary Treasury Regulations Section 1.67-3T(a)(2)(i)(A) immediately
upon acquiring an Ownership Interest in a Class R Certificate, if it is,
or is holding an Ownership Interest in a Class R Certificate on behalf
of, a "pass-through interest holder."
(ii) The Trustee will register the Transfer of any Class R Certificate
only if it shall have received the Transfer Affidavit and Agreement, a
certificate of the Holder requesting such transfer in the form attached hereto
as Exhibit H-2 and all of such other documents as shall have been reasonably
required by the Trustee as a condition to such registration. Transfers of the
Class R Certificates to Non-United States Persons and Disqualified Organizations
(as defined in Section 860E(e)(5) of the Code) are prohibited.
(A) If any Disqualified Organization shall become a holder of a
Class R Certificate, then the last preceding Permitted Transferee shall
be restored, to the extent permitted by law, to all rights and
obligations as Holder thereof retroactive to the date of registration of
such Transfer of such Class R Certificate. If a Non-United States Person
shall become a holder of a Class R Certificate, then the last preceding
United States Person shall be restored, to the extent permitted by law,
to all rights and obligations as Holder thereof retroactive to the date
of registration of such Transfer of such Class R Certificate. If a
transfer of a Class R Certificate is disregarded pursuant to the
provisions of Treasury Regulations Section 1.860E-1 or Section 1.860G-3,
then the last preceding Permitted Transferee shall be restored, to the
extent permitted by law, to all rights and obligations as Holder thereof
retroactive to the date of registration of such Transfer of such Class R
Certificate. The Trustee shall be under no liability to any Person for
any registration of Transfer of a Class R Certificate that is in fact
not permitted by this Section 5.02(f) or for making any payments due on
such Certificate to the holder thereof or for taking any other action
with respect to such holder under the provisions of this Agreement.
(B) If any purported Transferee shall become a Holder of a Class
R Certificate in violation of the restrictions in this Section 5.02(f)
and to the extent that the retroactive restoration of the rights of the
Holder of such Class R Certificate as described in clause (iii)(A) above
shall be invalid, illegal or unenforceable, then the Master Servicer
shall have the right, without notice to the holder or any prior holder
of such Class R Certificate, to sell such Class R Certificate to a
purchaser selected by the Master Servicer on such terms as the Master
Servicer may choose. Such purported Transferee shall promptly endorse
and deliver each Class R Certificate in accordance with the instructions
of the Master Servicer. Such purchaser may be the Master Servicer itself
or any Affiliate of the Master Servicer. The proceeds of such sale, net
of the commissions (which may include commissions payable to the Master
Servicer or its Affiliates), expenses and taxes due, if any, will be
remitted by the Master Servicer to such purported Transferee. The terms
and conditions of any sale under this clause (iii)(B) shall be
determined in the sole discretion of the Master Servicer, and the Master
Servicer shall not be liable to any Person having an Ownership Interest
in a Class R Certificate as a result of its exercise of such discretion.
(iv) The Master Servicer, on behalf of the Trustee, shall make
available, upon written request from the Trustee, all information necessary to
compute any tax imposed
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(A) as a result of the Transfer of an Ownership Interest in a
Class R Certificate to any Person who is a Disqualified
Organization, including the information regarding "excess
inclusions" of such Class R Certificates required to be provided
to the Internal Revenue Service and certain Persons as described
in Treasury Regulations Sections 1.860D-1(b)(5) and
1.860E-2(a)(5), and
(B) as a result of any regulated investment company, real estate
investment trust, common trust fund, partnership, trust, estate
or organization described in Section 1381 of the Code that holds
an Ownership Interest in a Class R Certificate having as among
its record holders at any time any Person who is a Disqualified
Organization. Reasonable compensation for providing such
information may be required by the Master Servicer from such
Person.
(v) The provisions of this Section 5.02(f) set forth prior to this
clause (v) may be modified, added to or eliminated, provided that there shall
have been delivered to the Trustee the following:
(A) Written notification from each Rating Agency to the effect
that the modification, addition to or elimination of such
provisions will not cause such Rating Agency to downgrade its
then-current ratings, if any, of the Class A Certificates below
the lower of the then-current rating or the rating assigned to
such Certificates as of the Closing Date by such Rating Agency;
and
(B) a certificate of the Master Servicer stating that the Master
Servicer has received an Opinion of Counsel, in form and
substance satisfactory to the Master Servicer, to the effect that
such modification, addition to or absence of such provisions will
not cause any of REMIC I, REMIC II, REMIC III or REMIC IV to
cease to qualify as a REMIC and will not cause (x) any of REMIC
I, REMIC II, REMIC III or REMIC IV to be subject to an
entity-level tax caused by the Transfer of any Class R
Certificate to a Person that is a Disqualified Organization or
(y) a Certificateholder or another Person to be subject to a
REMIC-related tax caused by the Transfer of a Class R Certificate
to a Person that is not a Permitted Transferee.
(g) No service charge shall be made for any transfer or exchange of
Certificates of any Class, but the Trustee may require payment of a sum
sufficient to cover any tax or governmental charge that may be imposed in
connection with any transfer or exchange of Certificates.
(h) All Certificates surrendered for transfer and exchange shall be
destroyed by the Certificate Registrar.
Section 5.03. Mutilated, Destroyed, Lost or Stolen Certificates.
If (i) any mutilated Certificate is surrendered to the Certificate
Registrar, or the Trustee and the Certificate Registrar receive evidence to
their satisfaction of the destruction, loss or theft of any Certificate, and
(ii) there is delivered to the Trustee and the Certificate Registrar such
security or indemnity as may be required by them to save each of them harmless,
then, in the absence of notice
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to the Trustee or the Certificate Registrar that such Certificate has been
acquired by a bona fide purchaser, the Trustee shall execute and the Certificate
Registrar shall authenticate and deliver, in exchange for or in lieu of any such
mutilated, destroyed, lost or stolen Certificate, a new Certificate of like
tenor, Class and Percentage Interest but bearing a number not contemporaneously
outstanding. Upon the issuance of any new Certificate under this Section, the
Trustee may require the payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in relation thereto and any other
expenses (including the fees and expenses of the Trustee and the Certificate
Registrar) connected therewith. Any duplicate Certificate issued pursuant to
this Section shall constitute complete and indefeasible evidence of ownership in
the Trust Fund, as if originally issued, whether or not the lost, stolen or
destroyed Certificate shall be found at any time.
Section 5.04. Persons Deemed Owners.
Prior to due presentation of a Certificate for registration of transfer,
the Depositor, the Master Servicer, the Insurer, the Trustee, the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Insurer, the
Trustee or the Certificate Registrar may treat the Person in whose name any
Certificate is registered as the owner of such Certificate for the purpose of
receiving distributions pursuant to Section 4.02 and for all other purposes
whatsoever, except as and to the extent provided in the definition of
"Certificateholder"and in Section 4.09, and neither the Depositor, the Master
Servicer, the Insurer, the Trustee, the Certificate Registrar nor any agent of
the Depositor, the Master Servicer, the Insurer, the Trustee or the Certificate
Registrar shall be affected by notice to the contrary except as provided in
Section 5.02(f).
Section 5.05. Appointment of Paying Agent.
The Trustee may appoint a Paying Agent for the purpose of making
distributions to Certificateholders pursuant to Section 4.02. In the event of
any such appointment, on or prior to each Distribution Date the Master Servicer
on behalf of the Trustee shall deposit or cause to be deposited with the Paying
Agent a sum sufficient to make the payments to Certificateholders in the amounts
and in the manner provided for in Section 4.02, such sum to be held in trust for
the benefit of Certificateholders. The Trustee shall cause each Paying Agent to
execute and deliver to the Trustee an instrument in which such Paying Agent
shall agree with the Trustee that such Paying Agent will hold all sums held by
it for the payment to Certificateholders in trust for the benefit of the
Certificateholders entitled thereto until such sums shall be paid to such
Certificateholders. Any sums so held by such Paying Agent shall be held only in
Eligible Accounts to the extent such sums are not distributed to the
Certificateholders on the date of receipt by such Paying Agent.
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ARTICLE VI
THE DEPOSITOR AND THE MASTER SERVICER
Section 6.01. Respective Liabilities of the Depositor and the Master Servicer.
The Depositor and the Master Servicer shall each be liable in accordance
herewith only to the extent of the obligations specifically and respectively
imposed upon and undertaken by the Depositor and the Master Servicer herein. By
way of illustration and not limitation, the Depositor is not liable for the
servicing and administration of the Mortgage Loans, nor is it obligated by
Section 7.01 or 10.01 to assume any obligations of the Master Servicer or to
appoint a designee to assume such obligations, nor is it liable for any other
obligation hereunder that it may, but is not obligated to, assume unless it
elects to assume such obligation in accordance herewith.
Section 6.02. Merger or Consolidation of the Depositor or the
Master Servicer; Assignment of Rights and Delegation of
Duties by Master Servicer.
(a) The Depositor and the Master Servicer will each keep in full effect
its existence, rights and franchises as a corporation under the laws of the
state of its incorporation, and will each obtain and preserve its qualification
to do business as a foreign corporation in each jurisdiction in which such
qualification is or shall be necessary to protect the validity and
enforceability of this Agreement, the Certificates or any of the Mortgage Loans
and to perform its respective duties under this Agreement.
(b) Any Person into which the Depositor or the Master Servicer may be
merged or consolidated, or any corporation resulting from any merger or
consolidation to which the Depositor or the Master Servicer shall be a party, or
any Person succeeding to the business of the Depositor or the Master Servicer,
shall be the successor of the Depositor or the Master Servicer, as the case may
be, hereunder, without the execution or filing of any paper or any further act
on the part of any of the parties hereto, anything herein to the contrary
notwithstanding; provided, however, that the successor or surviving Person to
the Master Servicer shall be qualified to service mortgage loans on behalf of
Xxxxxx Xxx or Xxxxxxx Mac; and provided further that each Rating Agency's
ratings, if any, of the Class A Certificates and Class M Certificates in effect
immediately prior to such merger or consolidation will not be qualified, reduced
or withdrawn as a result thereof (as evidenced by a letter to such effect from
each Rating Agency).
(c) Notwithstanding anything else in this Section 6.02 and Section 6.04
to the contrary, the Master Servicer may assign its rights and delegate its
duties and obligations under this Agreement; provided that the Person accepting
such assignment or delegation shall be a Person which is qualified to service
mortgage loans on behalf of Xxxxxx Mae or Xxxxxxx Mac, is reasonably
satisfactory to the Trustee and the Depositor, is willing to service the
Mortgage Loans and executes and delivers to the Depositor and the Trustee an
agreement, in form and substance reasonably satisfactory to the Depositor and
the Trustee, which contains an assumption by such Person of the due and punctual
performance and observance of each covenant and condition to be performed or
observed by the Master Servicer under this Agreement; provided further that each
Rating Agency's rating of the Classes of Certificates that have been rated in
effect immediately prior to such
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assignment and delegation will not be qualified, reduced or withdrawn as a
result of such assignment and delegation (as evidenced by a letter to such
effect from each Rating Agency). In the case of any such assignment and
delegation, the Master Servicer shall be released from its obligations under
this Agreement, except that the Master Servicer shall remain liable for all
liabilities and obligations incurred by it as Master Servicer hereunder prior to
the satisfaction of the conditions to such assignment and delegation set forth
in the next preceding sentence.
Section 6.03. Limitation on Liability of the Depositor, the Master
Servicer and Others.
Neither the Depositor, the Master Servicer nor any of the directors,
officers, employees or agents of the Depositor or the Master Servicer shall be
under any liability to the Trust Fund or the Certificateholders for any action
taken or for refraining from the taking of any action in good faith pursuant to
this Agreement, or for errors in judgment; provided, however, that this
provision shall not protect the Depositor, the Master Servicer or any such
Person against any breach of warranties or representations made herein or any
liability which would otherwise be imposed by reason of willful misfeasance, bad
faith or gross negligence in the performance of duties or by reason of reckless
disregard of obligations and duties hereunder. The Depositor, the Master
Servicer and any director, officer, employee or agent of the Depositor or the
Master Servicer may rely in good faith on any document of any kind prima facie
properly executed and submitted by any Person respecting any matters arising
hereunder. The Depositor, the Master Servicer and any director, officer,
employee or agent of the Depositor or the Master Servicer shall be indemnified
by the Trust Fund and held harmless against any loss, liability or expense
incurred in connection with any legal action relating to this Agreement or the
Certificates, other than any loss, liability or expense related to any specific
Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense
shall be otherwise reimbursable pursuant to this Agreement) and any loss,
liability or expense incurred by reason of willful misfeasance, bad faith or
gross negligence in the performance of duties hereunder or by reason of reckless
disregard of obligations and duties hereunder. Neither the Depositor nor the
Master Servicer shall be under any obligation to appear in, prosecute or defend
any legal or administrative action, proceeding, hearing or examination that is
not incidental to its respective duties under this Agreement and which in its
opinion may involve it in any expense or liability; provided, however, that the
Depositor or the Master Servicer may in its discretion undertake any such
action, proceeding, hearing or examination that it may deem necessary or
desirable in respect to this Agreement and the rights and duties of the parties
hereto and the interests of the Certificateholders hereunder. In such event, the
legal expenses and costs of such action, proceeding, hearing or examination and
any liability resulting therefrom shall be expenses, costs and liabilities of
the Trust Fund, and the Depositor and the Master Servicer shall be entitled to
be reimbursed therefor out of amounts attributable to the Mortgage Loans on
deposit in the Custodial Account as provided by Section 3.10 and, on the
Distribution Date(s) following such reimbursement, the aggregate of such
expenses and costs shall be allocated in reduction of the Accrued Certificate
Interest on each Class entitled thereto in the same manner as if such expenses
and costs constituted a Prepayment Interest Shortfall.
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Section 6.04. Depositor and Master Servicer Not to Resign.
Subject to the provisions of Section 6.02, neither the Depositor nor the
Master Servicer shall resign from its respective obligations and duties hereby
imposed on it except upon determination that its duties hereunder are no longer
permissible under applicable law. Any such determination permitting the
resignation of the Depositor or the Master Servicer shall be evidenced by an
Opinion of Counsel (at the expense of the resigning party) to such effect
delivered to the Trustee. No such resignation by the Master Servicer shall
become effective until the Trustee or a successor servicer shall have assumed
the Master Servicer's responsibilities and obligations in accordance with
Section 7.02.
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ARTICLE VII
DEFAULT
Section 7.01. Events of Default.
Event of Default, wherever used herein, means any one of the following
events (whatever reason for such Event of Default and whether it shall be
voluntary or involuntary or be effected by operation of law or pursuant to any
judgment, decree or order of any court or any order, rule or regulation of any
administrative or governmental body):
(i) the Master Servicer shall fail to distribute or cause to be
distributed to Holders of Certificates of any Class any distribution required to
be made under the terms of the Certificates of such Class and this Agreement
and, in either case, such failure shall continue unremedied for a period of 5
days after the date upon which written notice of such failure, requiring such
failure to be remedied, shall have been given to the Master Servicer by the
Trustee or the Depositor or to the Master Servicer, the Depositor and the
Trustee by the Holders of Certificates of such Class evidencing Percentage
Interests aggregating not less than 25%; or
(ii) the Master Servicer shall fail to observe or perform in any
material respect any other of the covenants or agreements on the part of the
Master Servicer contained in the Certificates of any Class or in this Agreement
and such failure shall continue unremedied for a period of 30 days (except that
such number of days shall be 15 in the case of a failure to pay the premium for
any Required Insurance Policy) after the date on which written notice of such
failure, requiring the same to be remedied, shall have been given to the Master
Servicer by the Trustee or the Depositor, or to the Master Servicer, the
Depositor and the Trustee by the Holders of Certificates of any Class
evidencing, as to such Class, Percentage Interests aggregating not less than
25%; or
(iii) a decree or order of a court or agency or supervisory authority
having jurisdiction in the premises in an involuntary case under any present or
future federal or state bankruptcy, insolvency or similar law or appointing a
conservator or receiver or liquidator in any insolvency, readjustment of debt,
marshalling of assets and liabilities or similar proceedings, or for the
winding- up or liquidation of its affairs, shall have been entered against the
Master Servicer and such decree or order shall have remained in force
undischarged or unstayed for a period of 60 days; or
(iv) the Master Servicer shall consent to the appointment of a
conservator or receiver or liquidator in any insolvency, readjustment of debt,
marshalling of assets and liabilities, or similar proceedings of, or relating
to, the Master Servicer or of, or relating to, all or substantially all of the
property of the Master Servicer; or
(v) the Master Servicer shall admit in writing its inability to pay its
debts generally as they become due, file a petition to take advantage of, or
commence a voluntary case under, any applicable insolvency or reorganization
statute, make an assignment for the benefit of its creditors, or voluntarily
suspend payment of its obligations; or
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(vi) the Master Servicer shall notify the Trustee pursuant to Section
4.04(b) that it is unable to deposit in the Certificate Account an amount equal
to the Advance.
If an Event of Default described in clauses (i)-(v) of this Section
shall occur, then, and in each and every such case, so long as such Event of
Default shall not have been remedied, either the Depositor or the Trustee shall
at the direction of Holders of Certificates entitled to at least 51% of the
Voting Rights, by notice in writing to the Master Servicer (and to the Depositor
if given by the Trustee or to the Trustee if given by the Depositor), terminate
all of the rights and obligations of the Master Servicer under this Agreement
and in and to the Mortgage Loans and the proceeds thereof, other than its rights
as a Certificateholder hereunder. If an Event of Default described in clause
(vi) hereof shall occur, the Trustee shall, by notice to the Master Servicer and
the Depositor, immediately terminate all of the rights and obligations of the
Master Servicer under this Agreement and in and to the Mortgage Loans and the
proceeds thereof, other than its rights as a Certificateholder hereunder as
provided in Section 4.04(b). On or after the receipt by the Master Servicer of
such written notice, all authority and power of the Master Servicer under this
Agreement, whether with respect to the Certificates (other than as a Holder
thereof) or the Mortgage Loans or otherwise, shall subject to Section 7.02 pass
to and be vested in the Trustee or the Trustee's designee appointed pursuant to
Section 7.02; and, without limitation, the Trustee is hereby authorized and
empowered to execute and deliver, on behalf of the Master Servicer, as
attorney-in-fact or otherwise, any and all documents and other instruments, and
to do or accomplish all other acts or things necessary or appropriate to effect
the purposes of such notice of termination, whether to complete the transfer and
endorsement or assignment of the Mortgage Loans and related documents, or
otherwise. The Master Servicer agrees to cooperate with the Trustee in effecting
the termination of the Master Servicer's responsibilities and rights hereunder,
including, without limitation, the transfer to the Trustee or its designee for
administration by it of all cash amounts which shall at the time be credited to
the Custodial Account or the Certificate Account or thereafter be received with
respect to the Mortgage Loans. No such termination shall release the Master
Servicer for any liability that it would otherwise have hereunder for any act or
omission prior to the effective time of such termination. Notwithstanding any
termination of the activities of Residential Funding in its capacity as Master
Servicer hereunder, Residential Funding shall be entitled to receive, out of any
late collection of a Monthly Payment on a Mortgage Loan which was due prior to
the notice terminating Residential Funding's rights and obligations as Master
Servicer hereunder and received after such notice, that portion to which
Residential Funding would have been entitled pursuant to Sections 3.10(a)(ii),
(vi) and (vii) as well as its Servicing Fee in respect thereof, and any other
amounts payable to Residential Funding hereunder the entitlement to which arose
prior to the termination of its activities hereunder. Upon the termination of
Residential Funding as Master Servicer hereunder the Depositor shall deliver to
the Trustee as successor Master Servicer a copy of the Program Guide.
Section 7.02. Trustee or Depositor to Act; Appointment of Successor.
(a) On and after the time the Master Servicer receives a notice of
termination pursuant to Section 7.01 or resigns in accordance with Section 6.04,
the Trustee or, upon notice to the Depositor and with the Depositor's consent
(which shall not be unreasonably withheld) a designee (which meets the standards
set forth below) of the Trustee, shall be the successor in all respects to the
Master Servicer in its capacity as servicer under this Agreement and the
transactions set forth or provided for herein and shall be subject to all the
responsibilities, duties and liabilities relating
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thereto placed on the Master Servicer (except for the responsibilities, duties
and liabilities contained in Sections 2.02 and 2.03(a), excluding the duty to
notify related Subservicers as set forth in such Sections, and its obligations
to deposit amounts in respect of losses incurred prior to such notice or
termination on the investment of funds in the Custodial Account or the
Certificate Account pursuant to Sections 3.07(c) and 4.01(d) by the terms and
provisions hereof); provided, however, that any failure to perform such duties
or responsibilities caused by the preceding Master Servicer's failure to provide
information required by Section 4.04 shall not be considered a default by the
Trustee hereunder as successor Master Servicer. As compensation therefor, the
Trustee as successor Master Servicer shall be entitled to all funds relating to
the Mortgage Loans which the Master Servicer would have been entitled to charge
to the Custodial Account or the Certificate Account if the Master Servicer had
continued to act hereunder and, in addition, shall be entitled to the income
from any Permitted Investments made with amounts attributable to the Mortgage
Loans held in the Custodial Account or the Certificate Account. If the Trustee
has become the successor to the Master Servicer in accordance with Section 6.04
or Section 7.01, then notwithstanding the above, the Trustee may, if it shall be
unwilling to so act, or shall, if it is unable to so act, appoint, or petition a
court of competent jurisdiction to appoint, any established housing and home
finance institution, which is also a Xxxxxx Xxx or Xxxxxxx Mac-approved mortgage
servicing institution, having a net worth of not less than $10,000,000 as the
successor to the Master Servicer hereunder in the assumption of all or any part
of the responsibilities, duties or liabilities of the Master Servicer hereunder.
Pending appointment of a successor to the Master Servicer hereunder, the Trustee
shall become successor to the Master Servicer and shall act in such capacity as
hereinabove provided. In connection with such appointment and assumption, the
Trustee may make such arrangements for the compensation of such successor out of
payments on Mortgage Loans as it and such successor shall agree; provided,
however, that no such compensation shall be in excess of that permitted the
initial Master Servicer hereunder. The Depositor, the Trustee, the Custodian and
such successor shall take such action, consistent with this Agreement, as shall
be necessary to effectuate any such succession. The Servicing Fee for any
successor Master Servicer appointed pursuant to this Section 7.02 will be
lowered with respect to those Mortgage Loans, if any, where the Subservicing Fee
accrues at a rate of less than 0.50% per annum in the event that the successor
Master Servicer is not servicing such Mortgage Loans directly and it is
necessary to raise the related Subservicing Fee to a rate of 0.50% per annum in
order to hire a Subservicer with respect to such Mortgage Loans.
(b) In connection with the termination or resignation of the Master
Servicer hereunder, either (i) the successor Master Servicer, including the
Trustee if the Trustee is acting as successor Master Servicer, shall represent
and warrant that it is a member of MERS in good standing and shall agree to
comply in all material respects with the rules and procedures of MERS in
connection with the servicing of the Mortgage Loans that are registered with
MERS, in which case the predecessor Master Servicer shall cooperate with the
successor Master Servicer in causing MERS to revise its records to reflect the
transfer of servicing to the successor Master Servicer as necessary under MERS'
rules and regulations, or (ii) the predecessor Master Servicer shall cooperate
with the successor Master Servicer in causing MERS to execute and deliver an
assignment of Mortgage in recordable form to transfer the Mortgage from MERS to
the Trustee and to execute and deliver such other notices, documents and other
instruments as may be necessary or desirable to effect a transfer of such
Mortgage Loan or servicing of such Mortgage Loan on the MERS(R) System to the
successor Master Servicer. The predecessor Master Servicer shall file or cause
to be filed any such assignment in the appropriate recording office. The
predecessor Master Servicer shall bear any and all fees of
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MERS, costs of preparing any assignments of Mortgage, and fees and costs of
filing any assignments of Mortgage that may be required under this subsection
(b). The successor Master Servicer shall cause such assignment to be delivered
to the Trustee or the Custodian promptly upon receipt of the original with
evidence of recording thereon or a copy certified by the public recording office
in which such assignment was recorded.
Section 7.03. Notification to Certificateholders.
(a) Upon any such termination or appointment of a successor to the
Master Servicer, the Trustee shall give prompt written notice thereof to the
Certificateholders at their respective addresses appearing in the Certificate
Register.
(b) Within 60 days after the occurrence of any Event of Default, the
Trustee shall transmit by mail to all Holders of Certificates notice of each
such Event of Default hereunder known to the Trustee, unless such Event of
Default shall have been cured or waived as provided in Section 7.04 hereof.
Section 7.04. Waiver of Events of Default.
The Holders representing at least 66% of the Voting Rights of
Certificates affected by a default or Event of Default hereunder may waive any
default or Event of Default; provided, however, that (a) a default or Event of
Default under clause (i) of Section 7.01 may be waived only by all of the
Holders of Certificates affected by such default or Event of Default and (b) no
waiver pursuant to this Section 7.04 shall affect the Holders of Certificates in
the manner set forth in Section 11.01(b)(i), (ii) or (iii). Upon any such waiver
of a default or Event of Default by the Holders representing the requisite
percentage of Voting Rights of Certificates affected by such default or Event of
Default, such default or Event of Default shall cease to exist and shall be
deemed to have been remedied for every purpose hereunder. No such waiver shall
extend to any subsequent or other default or Event of Default or impair any
right consequent thereon except to the extent expressly so waived.
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ARTICLE VIII
CONCERNING THE TRUSTEE
Section 8.01. Duties of Trustee.
(a) The Trustee, prior to the occurrence of an Event of Default and
after the curing of all Events of Default which may have occurred, undertakes to
perform such duties and only such duties as are specifically set forth in this
Agreement. In case an Event of Default has occurred (which has not been cured or
waived), the Trustee shall exercise such of the rights and powers vested in it
by this Agreement, and use the same degree of care and skill in their exercise
as a prudent investor would exercise or use under the circumstances in the
conduct of such investor's own affairs.
(b) The Trustee, upon receipt of all resolutions, certificates,
statements, opinions, reports, documents, orders or other instruments furnished
to the Trustee which are specifically required to be furnished pursuant to any
provision of this Agreement, shall examine them to determine whether they
conform to the requirements of this Agreement. The Trustee shall notify the
Certificateholders of any such documents which do not materially conform to the
requirements of this Agreement in the event that the Trustee, after so
requesting, does not receive satisfactorily corrected documents. The Trustee
shall forward or cause to be forwarded in a timely fashion the notices, reports
and statements required to be forwarded by the Trustee pursuant to Sections
4.03, 7.03, and 10.01. The Trustee shall furnish in a timely fashion to the
Master Servicer such information as the Master Servicer may reasonably request
from time to time for the Master Servicer to fulfill its duties as set forth in
this Agreement. The Trustee covenants and agrees that it shall perform its
obligations hereunder in a manner so as to maintain the status of each of REMIC
I, REMIC II, REMIC III and REMIC IV as a REMIC under the REMIC Provisions and to
prevent the imposition of any federal, state or local income, prohibited
transaction (except as provided in Section 2.04 herein), contribution or other
tax on the Trust Fund to the extent that maintaining such status and avoiding
such taxes are reasonably within the control of the Trustee and are reasonably
within the scope of its duties under this Agreement.
(c) No provision of this Agreement shall be construed to relieve the
Trustee from liability for its own negligent action, its own negligent failure
to act or its own willful misconduct; provided, however, that:
(i) Prior to the occurrence of an Event of Default, and after the
curing or waiver of all such Events of Default which may have occurred,
the duties and obligations of the Trustee shall be determined solely by
the express provisions of this Agreement, the Trustee shall not be
liable except for the performance of such duties and obligations as are
specifically set forth in this Agreement, no implied covenants or
obligations shall be read into this Agreement against the Trustee and,
in the absence of bad faith on the part of the Trustee, the Trustee may
conclusively rely, as to the truth of the statements and the correctness
of the opinions expressed therein, upon any certificates or opinions
furnished to the Trustee by the Depositor or the Master Servicer and
which on their face, do not contradict the requirements of this
Agreement;
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(ii) The Trustee shall not be personally liable for an error of
judgment made in good faith by a Responsible Officer or Responsible
Officers of the Trustee, unless it shall be proved that the Trustee was
negligent in ascertaining the pertinent facts;
(iii) The Trustee shall not be personally liable with respect to
any action taken, suffered or omitted to be taken by it in good faith in
accordance with the direction of the Certificateholders holding
Certificates which evidence, Percentage Interests aggregating not less
than 25% of the affected classes as to the time, method and place of
conducting any proceeding for any remedy available to the Trustee, or
exercising any trust or power conferred upon the Trustee, under this
Agreement;
(iv) The Trustee shall not be charged with knowledge of any
default (other than a default in payment to the Trustee) specified in
clauses (i) and (ii) of Section 7.01 or an Event of Default under
clauses (iii), (iv) and (v) of Section 7.01 unless a Responsible Officer
of the Trustee assigned to and working in the Corporate Trust Office
obtains actual knowledge of such failure or event or the Trustee
receives written notice of such failure or event at its Corporate Trust
Office from the Master Servicer, the Depositor or any Certificateholder;
and
(v) Except to the extent provided in Section 7.02, no provision
in this Agreement shall require the Trustee to expend or risk its own
funds (including, without limitation, the making of any Advance) or
otherwise incur any personal financial liability in the performance of
any of its duties as Trustee hereunder, or in the exercise of any of its
rights or powers, if the Trustee shall have reasonable grounds for
believing that repayment of funds or adequate indemnity against such
risk or liability is not reasonably assured to it.
(d) The Trustee shall timely pay, from its own funds, the amount of any
and all federal, state and local taxes imposed on the Trust Fund or its assets
or transactions including, without limitation, (A) "prohibited transaction"
penalty taxes as defined in Section 860F of the Code, if, when and as the same
shall be due and payable, (B) any tax on contributions to a REMIC after the
Closing Date imposed by Section 860G(d) of the Code and (C) any tax on "net
income from foreclosure property" as defined in Section 860G(c) of the Code, but
only if such taxes arise out of a breach by the Trustee of its obligations
hereunder, which breach constitutes negligence or willful misconduct of the
Trustee.
Section 8.02. Certain Matters Affecting the Trustee.
(a) Except as otherwise provided in Section 8.01:
(i) The Trustee may rely and shall be protected in acting or
refraining from acting upon any resolution, Officers' Certificate,
certificate of auditors or any other certificate, statement, instrument,
opinion, report, notice, request, consent, order, appraisal, bond or
other paper or document believed by it to be genuine and to have been
signed or presented by the proper party or parties;
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(ii) The Trustee may consult with counsel and any Opinion of
Counsel shall be full and complete authorization and protection in
respect of any action taken or suffered or omitted by it hereunder in
good faith and in accordance with such Opinion of Counsel;
(iii) The Trustee shall be under no obligation to exercise any of
the trusts or powers vested in it by this Agreement or to institute,
conduct or defend any litigation hereunder or in relation hereto at the
request, order or direction of any of the Certificateholders, pursuant
to the provisions of this Agreement, unless such Certificateholders
shall have offered to the Trustee reasonable security or indemnity
against the costs, expenses and liabilities which may be incurred
therein or thereby; nothing contained herein shall, however, relieve the
Trustee of the obligation, upon the occurrence of an Event of Default
(which has not been cured), to exercise such of the rights and powers
vested in it by this Agreement, and to use the same degree of care and
skill in their exercise as a prudent investor would exercise or use
under the circumstances in the conduct of such investor's own affairs;
(iv) The Trustee shall not be personally liable for any action
taken, suffered or omitted by it in good faith and believed by it to be
authorized or within the discretion or rights or powers conferred upon
it by this Agreement;
(v) Prior to the occurrence of an Event of Default hereunder and
after the curing of all Events of Default which may have occurred, the
Trustee shall not be bound to make any investigation into the facts or
matters stated in any resolution, certificate, statement, instrument,
opinion, report, notice, request, consent, order, approval, bond or
other paper or document, unless requested in writing to do by the
Holders of Certificates of any Class evidencing, as to such Class,
Percentage Interests, aggregating not less than 50%; provided, however,
that if the payment within a reasonable time to the Trustee of the
costs, expenses or liabilities likely to be incurred by it in the making
of such investigation is, in the opinion of the Trustee, not reasonably
assured to the Trustee by the security afforded to it by the terms of
this Agreement, the Trustee may require reasonable indemnity against
such expense or liability as a condition to so proceeding. The
reasonable expense of every such examination shall be paid by the Master
Servicer, if an Event of Default shall have occurred and is continuing,
and otherwise by the Certificateholder requesting the investigation;
(vi) The Trustee may execute any of the trusts or powers
hereunder or perform any duties hereunder either directly or by or
through agents or attorneys provided that the Trustee shall remain
liable for any acts of such agents or attorneys; and
(vii) To the extent authorized under the Code and the regulations
promulgated thereunder, each Holder of a Class R Certificate hereby
irrevocably appoints and authorizes the Trustee to be its
attorney-in-fact for purposes of signing any Tax Returns required to be
filed on behalf of the Trust Fund. The Trustee shall sign on behalf of
the Trust Fund and deliver to the Master Servicer in a timely manner any
Tax Returns prepared by or on behalf of the Master Servicer that the
Trustee is required to sign as determined by the Master Servicer
pursuant to applicable federal, state or local tax laws, provided that
the Master
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Servicer shall indemnify the Trustee for signing any such Tax Returns
that contain errors or omissions.
(b) Following the issuance of the Certificates (and except as provided
for in Section 2.04), the Trustee shall not accept any contribution of assets to
the Trust Fund unless it shall have obtained or been furnished with an Opinion
of Counsel to the effect that such contribution will not (i) cause any of REMIC
I, REMIC II, REMIC III or REMIC IV to fail to qualify as a REMIC at any time
that any Certificates are outstanding or (ii) cause the Trust Fund to be subject
to any federal tax as a result of such contribution (including the imposition of
any federal tax on "prohibited transactions" imposed under Section 860F(a) of
the Code).
Section 8.03. Trustee Not Liable for Certificates or Mortgage Loans.
The recitals contained herein and in the Certificates (other than the
execution of the Certificates and relating to the acceptance and receipt of the
Mortgage Loans) shall be taken as the statements of the Depositor or the Master
Servicer as the case may be, and the Trustee assumes no responsibility for their
correctness. The Trustee makes no representations as to the validity or
sufficiency of this Agreement or of the Certificates (except that the
Certificates shall be duly and validly executed and authenticated by it as
Certificate Registrar) or of any Mortgage Loan or related document, or of MERS
or the MERS(R) System. Except as otherwise provided herein, the Trustee shall
not be accountable for the use or application by the Depositor or the Master
Servicer of any of the Certificates or of the proceeds of such Certificates, or
for the use or application of any funds paid to the Depositor or the Master
Servicer in respect of the Mortgage Loans or deposited in or withdrawn from the
Custodial Account or the Certificate Account by the Depositor or the Master
Servicer.
Section 8.04. Trustee May Own Certificates.
The Trustee in its individual or any other capacity may become the owner
or pledgee of Certificates with the same rights it would have if it were not
Trustee.
Section 8.05. Master Servicer to Pay Trustee's Fees and Expenses;
Indemnification.
(a) The Master Servicer covenants and agrees to pay to the Trustee and
any co-trustee from time to time, and the Trustee and any co-trustee shall be
entitled to, reasonable compensation (which shall not be limited by any
provision of law in regard to the compensation of a trustee of an express trust)
for all services rendered by each of them in the execution of the trusts hereby
created and in the exercise and performance of any of the powers and duties
hereunder of the Trustee and any co-trustee, and the Master Servicer will pay or
reimburse the Trustee and any co-trustee upon request for all reasonable
expenses, disbursements and advances incurred or made by the Trustee or any
co-trustee in accordance with any of the provisions of this Agreement (including
the reasonable compensation and the expenses and disbursements of its counsel
and of all persons not regularly in its employ, and the expenses incurred by the
Trustee or any co-trustee in connection with the appointment of an office or
agency pursuant to Section 8.12) except any such expense, disbursement or
advance as may arise from its negligence or bad faith.
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(b) The Master Servicer agrees to indemnify the Trustee for, and to hold
the Trustee harmless against, any loss, liability or expense incurred without
negligence or willful misconduct on its part, arising out of, or in connection
with, the acceptance and administration of the Trust Fund, including the costs
and expenses (including reasonable legal fees and expenses) of defending itself
against any claim in connection with the exercise or performance of any of its
powers or duties under this Agreement, provided that:
(i) with respect to any such claim, the Trustee shall have given
the Master Servicer written notice thereof promptly after the Trustee
shall have actual knowledge thereof;
(ii) while maintaining control over its own defense, the Trustee
shall cooperate and consult fully with the Master Servicer in preparing
such defense; and
(iii) notwithstanding anything in this Agreement to the contrary,
the Master Servicer shall not be liable for settlement of any claim by
the Trustee entered into without the prior consent of the Master
Servicer which consent shall not be unreasonably withheld. No
termination of this Agreement shall affect the obligations created by
this Section 8.05(b) of the Master Servicer to indemnify the Trustee
under the conditions and to the extent set forth herein. Notwithstanding
the foregoing, the indemnification provided by the Master Servicer in
this Section 8.05(b) shall not pertain to any loss, liability or expense
of the Trustee, including the costs and expenses of defending itself
against any claim, incurred in connection with any actions taken by the
Trustee at the direction of Certificateholders pursuant to the terms of
this Agreement.
Section 8.06. Eligibility Requirements for Trustee.
The Trustee hereunder shall at all times be a national banking
association or a New York banking corporation having its principal office in a
state and city acceptable to the Depositor and organized and doing business
under the laws of such state or the United States of America, authorized under
such laws to exercise corporate trust powers, having a combined capital and
surplus of at least $50,000,000 and subject to supervision or examination by
federal or state authority. If such corporation or national banking association
publishes reports of condition at least annually, pursuant to law or to the
requirements of the aforesaid supervising or examining authority, then for the
purposes of this Section the combined capital and surplus of such corporation
shall be deemed to be its combined capital and surplus as set forth in its most
recent report of condition so published. In case at any time the Trustee shall
cease to be eligible in accordance with the provisions of this Section, the
Trustee shall resign immediately in the manner and with the effect specified in
Section 8.07.
Section 8.07. Resignation and Removal of the Trustee.
(a) The Trustee may at any time resign and be discharged from the trusts
hereby created by giving written notice thereof to the Depositor and the Master
Servicer. Upon receiving such notice of resignation, the Depositor shall
promptly appoint a successor trustee by written instrument, in duplicate, one
copy of which instrument shall be delivered to the resigning Trustee and one
copy to
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the successor trustee. If no successor trustee shall have been so appointed and
have accepted appointment within 30 days after the giving of such notice of
resignation then the resigning Trustee may petition any court of competent
jurisdiction for the appointment of a successor trustee.
(b) If at any time the Trustee shall cease to be eligible in accordance
with the provisions of Section 8.06 and shall fail to resign after written
request therefor by the Depositor, or if at any time the Trustee shall become
incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver
of the Trustee or of its property shall be appointed, or any public officer
shall take charge or control of the Trustee or of its property or affairs for
the purpose of rehabilitation, conservation or liquidation, then the Depositor
may remove the Trustee and appoint a successor trustee by written instrument, in
duplicate, one copy of which instrument shall be delivered to the Trustee so
removed and one copy to the successor trustee. In addition, in the event that
the Depositor determines that the Trustee has failed (i) to distribute or cause
to be distributed to Certificateholders any amount required to be distributed
hereunder, if such amount is held by the Trustee or its Paying Agent (other than
the Master Servicer or the Depositor) for distribution or (ii) to otherwise
observe or perform in any material respect any of its covenants, agreements or
obligations hereunder, and such failure shall continue unremedied for a period
of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii)
above) after the date on which written notice of such failure, requiring that
the same be remedied, shall have been given to the Trustee by the Depositor,
then the Depositor may remove the Trustee and appoint a successor trustee by
written instrument delivered as provided in the preceding sentence. In
connection with the appointment of a successor trustee pursuant to the preceding
sentence, the Depositor shall, on or before the date on which any such
appointment becomes effective, obtain from each Rating Agency written
confirmation that the appointment of any such successor trustee will not result
in the reduction of the ratings on any class of the Certificates below the
lesser of the then current or original ratings on such Certificates.
(c) The Holders of Certificates entitled to at least 51% of the Voting
Rights may at any time remove the Trustee and appoint a successor trustee by
written instrument or instruments, in triplicate, signed by such Holders or
their attorneys-in-fact duly authorized, one complete set of which instruments
shall be delivered to the Depositor, one complete set to the Trustee so removed
and one complete set to the successor so appointed.
(d) Any resignation or removal of the Trustee and appointment of a
successor trustee pursuant to any of the provisions of this Section shall become
effective upon acceptance of appointment by the successor trustee as provided in
Section 8.08.
Section 8.08. Successor Trustee.
(a) Any successor trustee appointed as provided in Section 8.07 shall
execute, acknowledge and deliver to the Depositor and to its predecessor trustee
an instrument accepting such appointment hereunder, and thereupon the
resignation or removal of the predecessor trustee shall become effective and
such successor trustee shall become effective and such successor trustee,
without any further act, deed or conveyance, shall become fully vested with all
the rights, powers, duties and obligations of its predecessor hereunder, with
the like effect as if originally named as trustee herein. The predecessor
trustee shall deliver to the successor trustee all Mortgage Files and related
documents and statements held by it hereunder (other than any Mortgage Files at
the time
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held by a Custodian, which shall become the agent of any successor trustee
hereunder), and the Depositor, the Master Servicer and the predecessor trustee
shall execute and deliver such instruments and do such other things as may
reasonably be required for more fully and certainly vesting and confirming in
the successor trustee all such rights, powers, duties and obligations.
(b) No successor trustee shall accept appointment as provided in this
Section unless at the time of such acceptance such successor trustee shall be
eligible under the provisions of Section 8.06.
(c) Upon acceptance of appointment by a successor trustee as provided in
this Section, the Depositor shall mail notice of the succession of such trustee
hereunder to all Holders of Certificates at their addresses as shown in the
Certificate Register. If the Depositor fails to mail such notice within 10 days
after acceptance of appointment by the successor trustee, the successor trustee
shall cause such notice to be mailed at the expense of the Depositor.
Section 8.09. Merger or Consolidation of Trustee.
Any corporation or national banking association into which the Trustee
may be merged or converted or with which it may be consolidated or any
corporation or national banking association resulting from any merger,
conversion or consolidation to which the Trustee shall be a party, or any
corporation or national banking association succeeding to the business of the
Trustee, shall be the successor of the Trustee hereunder, provided such
corporation or national banking association shall be eligible under the
provisions of Section 8.06, without the execution or filing of any paper or any
further act on the part of any of the parties hereto, anything herein to the
contrary notwithstanding. The Trustee shall mail notice of any such merger or
consolidation to the Certificateholders at their address as shown in the
Certificate Register.
Section 8.10. Appointment of Co-Trustee or Separate Trustee.
(a) Notwithstanding any other provisions hereof, at any time, for the
purpose of meeting any legal requirements of any jurisdiction in which any part
of the Trust Fund or property securing the same may at the time be located, the
Master Servicer and the Trustee acting jointly shall have the power and shall
execute and deliver all instruments to appoint one or more Persons approved by
the Trustee to act as co-trustee or co-trustees, jointly with the Trustee, or
separate trustee or separate trustees, of all or any part of the Trust Fund, and
to vest in such Person or Persons, in such capacity, such title to the Trust
Fund, or any part thereof, and, subject to the other provisions of this Section
8.10, such powers, duties, obligations, rights and trusts as the Master Servicer
and the Trustee may consider necessary or desirable. If the Master Servicer
shall not have joined in such appointment within 15 days after the receipt by it
of a request so to do, or in case an Event of Default shall have occurred and be
continuing, the Trustee alone shall have the power to make such appointment. No
co-trustee or separate trustee hereunder shall be required to meet the terms of
eligibility as a successor trustee under Section 8.06 hereunder and no notice to
Holders of Certificates of the appointment of co-trustee(s) or separate
trustee(s) shall be required under Section 8.08 hereof.
(b) In the case of any appointment of a co-trustee or separate trustee
pursuant to this Section 8.10 all rights, powers, duties and obligations
conferred or imposed upon the Trustee shall
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be conferred or imposed upon and exercised or performed by the Trustee, and such
separate trustee or co-trustee jointly, except to the extent that under any law
of any jurisdiction in which any particular act or acts are to be performed
(whether as Trustee hereunder or as successor to the Master Servicer hereunder),
the Trustee shall be incompetent or unqualified to perform such act or acts, in
which event such rights, powers, duties and obligations (including the holding
of title to the Trust Fund or any portion thereof in any such jurisdiction)
shall be exercised and performed by such separate trustee or co-trustee at the
direction of the Trustee.
(c) Any notice, request or other writing given to the Trustee shall be
deemed to have been given to each of the then separate trustees and co-trustees,
as effectively as if given to each of them. Every instrument appointing any
separate trustee or co-trustee shall refer to this Agreement and the conditions
of this Article VIII. Each separate trustee and co-trustee, upon its acceptance
of the trusts conferred, shall be vested with the estates or property specified
in its instrument of appointment, either jointly with the Trustee or separately,
as may be provided therein, subject to all the provisions of this Agreement,
specifically including every provision of this Agreement relating to the conduct
of, affecting the liability of, or affording protection to, the Trustee. Every
such instrument shall be filed with the Trustee.
(d) Any separate trustee or co-trustee may, at any time, constitute the
Trustee, its agent or attorney-in-fact, with full power and authority, to the
extent not prohibited by law, to do any lawful act under or in respect of this
Agreement on its behalf and in its name. If any separate trustee or co-trustee
shall die, become incapable of acting, resign or be removed, all of its estates,
properties, rights, remedies and trusts shall vest in and be exercised by the
Trustee, to the extent permitted by law, without the appointment of a new or
successor trustee.
Section 8.11. Appointment of Custodians.
The Trustee may, with the consent of the Master Servicer and the
Depositor, appoint one or more Custodians who are not Affiliates of the
Depositor or the Master Servicer to hold all or a portion of the Mortgage Files
as agent for the Trustee, by entering into a Custodial Agreement. Subject to
Article VIII, the Trustee agrees to comply with the terms of each Custodial
Agreement and to enforce the terms and provisions thereof against the Custodian
for the benefit of the Certificateholders. Each Custodian shall be a depository
institution subject to supervision by federal or state authority, shall have a
combined capital and surplus of at least $15,000,000 and shall be qualified to
do business in the jurisdiction in which it holds any Mortgage File. Each
Custodial Agreement may be amended only as provided in Section 11.01. The
Trustee shall notify the Certificateholders of the appointment of any Custodian
(other than the Custodian appointed as of the Closing Date) pursuant to this
Section 8.11. The Trustee will maintain an office or agency in the City of New
York where Certificates may be surrendered for registration of transfer or
exchange. The Trustee initially designates its offices located at 0 Xxx Xxxx
Xxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, for the purpose of keeping the
Certificate Register. The Trustee will maintain an office at the address stated
in Section 11.05(c) hereof where notices and demands to or upon the Trustee in
respect of this Agreement may be served.
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ARTICLE IX
TERMINATION
Section 9.01. Termination Upon Purchase by the Master Servicer or
Liquidation of All Mortgage Loans.
(a) Subject to Section 9.02, the respective obligations and
responsibilities of the Depositor, the Master Servicer and the Trustee created
hereby in respect of the Certificates (other than the obligation of the Trustee
to make certain payments after the Final Distribution Date to Certificateholders
and the obligation of the Depositor to send certain notices as hereinafter set
forth) shall terminate upon the last action required to be taken by the Trustee
on the Final Distribution Date pursuant to this Article IX following the earlier
of:
(i) the later of the final payment or other liquidation (or any
Advance with respect thereto) of the last Mortgage Loan remaining in the
Trust Fund or the disposition of all property acquired upon foreclosure
or deed in lieu of foreclosure of any Mortgage Loan, or
(ii) the purchase by the Master Servicer of all Group I Loans and
all property acquired in respect of any Group I Loan remaining in the
Trust Fund and the purchase by the Master Servicer of all Group II Loans
and all property acquired in respect of any Group II Loan remaining in
the Trust Fund, in each case, at a price equal to 100% of the unpaid
principal balance of each Mortgage Loan (or, if less than such unpaid
principal balance, the fair market value of the related underlying
property of such Mortgage Loan with respect to Mortgage Loans as to
which title has been acquired if such fair market value is less than
such unpaid principal balance) (net of any unreimbursed Advances
attributable to principal) on the day of repurchase, plus accrued
interest thereon at the Net Mortgage Rate (or Modified Net Mortgage Rate
in the case of any Modified Mortgage Loan) to, but not including, the
first day of the month in which such repurchase price is distributed;
provided, however, that in no event shall the trust created hereby
continue beyond the expiration of 21 years from the death of the last
survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of
the United States to the Court of St. Xxxxx, living on the date hereof;
provided further, that, if the amount due under any Certificate shall
not have been reduced to zero prior to the Maturity Date, the Master
Servicer shall be required to terminate this Agreement in accordance
with this clause (ii); and provided further, that the purchase price set
forth above shall be increased as is necessary, as determined by the
Master Servicer, to avoid disqualification of any of REMIC I, REMIC II,
REMIC III or REMIC IV as a REMIC. The purchase price paid by the Master
Servicer shall also include any amounts owed by Residential Funding
pursuant to the last paragraph of Section 4 of the Assignment Agreement
in respect of any liability, penalty or expense that resulted from a
breach of the representation and warranty set forth in clause (bb) of
such Section, that remain unpaid on the date of such purchase.
The right of the Master Servicer or the Company to purchase all the
assets of the Trust Fund relating to the Group I Loans, pursuant to clause (ii)
above is conditioned upon the date of such
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purchase occurring on or after the Group I Optional Termination Date. The right
of the Master Servicer or the Company to purchase all the assets of the Trust
Fund relating to the Group II Loans, pursuant to clause (ii) above is
conditioned upon the date of such purchase occurring on or after the Group II
Optional Termination Date. If such right is exercised by the Master Servicer,
the Master Servicer shall be deemed to have been reimbursed for the full amount
of any unreimbursed Advances theretofore made by it with respect to the Mortgage
Loans being purchased. In addition, the Master Servicer shall provide to the
Trustee the certification required by Section 3.15 and the Trustee and any
Custodian shall, promptly following payment of the purchase price, release to
the Master Servicer the Mortgage Files pertaining to the Mortgage Loans being
purchased.
In addition to the foregoing, on any Distribution Date on or after the
Group I Optional Termination Date, the Master Servicer shall have the right, at
its option, to purchase the Class A-I Certificates in whole, but not in part, at
a price equal to aggregate outstanding Certificate Principal Balance of the
Class A-I Certificates and Class M-I Certificates, plus one month's Accrued
Certificate Interest on the Class A-I Certificates and Class M-I Certificates,
any previously unpaid Accrued Certificate Interest, and any unpaid Prepayment
Interest Shortfall previously allocated thereto. On any Distribution Date on or
after the Group II Optional Termination Date, the Master Servicer shall have the
right, at its option, to purchase the Class A-II Certificates and Class M-II
Certificates in whole, but not in part, at a price equal to aggregate
outstanding Certificate Principal Balance of the Class A-II Certificates and
Class M-II Certificates, plus one month's Accrued Certificate Interest on the
Class A-II Certificates and Class M-II Certificates, any previously unpaid
Accrued Certificate Interest, and any unpaid Prepayment Interest Shortfall
previously allocated thereto. If the Master Servicer exercises this right to
purchase the outstanding Class A-I Certificates and Class M-I Certificates or
Class A-II Certificates and Class M-II Certificates, the Master Servicer will
promptly terminate the respective obligations and responsibilities created
hereby in respect of these Certificates pursuant to this Article IX.
(b) The Master Servicer shall give the Trustee not less than 60 days'
prior notice of the Distribution Date on which the Master Servicer anticipates
that the final distribution will be made to Certificateholders (whether as a
result of the exercise by the Master Servicer of its right to purchase the
assets of the Trust Fund or otherwise). Notice of any termination, specifying
the anticipated Final Distribution Date (which shall be a date that would
otherwise be a Distribution Date) upon which the Certificateholders may
surrender their Certificates to the Trustee for payment of the final
distribution and cancellation, shall be given promptly by the Master Servicer
(if it is exercising its right to purchase the assets of the Trust Fund), or by
the Trustee (in any other case) by letter to Certificateholders mailed not
earlier than the 15th day and not later than the 25th day of the month next
preceding the month of such final distribution specifying:
(i) the anticipated Final Distribution Date upon which final
payment of the Certificates is anticipated to be made upon presentation
and surrender of Certificates at the office or agency of the Trustee
therein designated,
(ii) the amount of any such final payment, if known, and
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(iii) that the Record Date otherwise applicable to such
Distribution Date is not applicable, and that payment will be made only
upon presentation and surrender of the Certificates at the office or
agency of the Trustee therein specified.
If the Master Servicer is obligated to give notice to Certificateholders
as aforesaid, it shall give such notice to the Certificate Registrar at the time
such notice is given to Certificateholders. In the event such notice is given by
the Master Servicer, the Master Servicer shall deposit in the Certificate
Account before the Final Distribution Date in immediately available funds an
amount equal to the purchase price for the assets of the Trust Fund computed as
above provided. The Master Servicer shall provide to the Trustee written
notification of any change to the anticipated Final Distribution Date as soon as
practicable. If the Trust Fund is not terminated on the anticipated Final
Distribution Date, for any reason, the Trustee shall promptly mail notice
thereof to each affected Certificateholder.
(c) Upon presentation and surrender of the Certificates by the
Certificateholders, the Trustee shall distribute to the Certificateholders (i)
the amount otherwise distributable on such Distribution Date, if not in
connection with the Master Servicer's election to repurchase, or (ii) if the
Master Servicer elected to so repurchase, an amount equal to the outstanding
Certificate Principal Balance thereof, plus Accrued Certificate Interest thereon
for the related Interest Accrual Period, any previously unpaid Accrued
Certificate Interest and any unpaid Prepayment Interest Shortfall previously
allocated thereto.
(d) In the event that any Certificateholders shall not surrender their
Certificates for final payment and cancellation on or before the Final
Distribution Date, the Trustee shall on such date cause all funds in the
Certificate Account not distributed in final distribution to Certificateholders
to be withdrawn therefrom and credited to the remaining Certificateholders by
depositing such funds in a separate escrow account for the benefit of such
Certificateholders, and the Master Servicer (if it exercised its right to
purchase the assets of the Trust Fund), or the Trustee (in any other case) shall
give a second written notice to the remaining Certificateholders to surrender
their Certificates for cancellation and receive the final distribution with
respect thereto. If within six months after the second notice any Certificate
shall not have been surrendered for cancellation, the Trustee shall take
appropriate steps as directed by the Master Servicer to contact the remaining
Certificateholders concerning surrender of their Certificates. The costs and
expenses of maintaining the escrow account and of contacting Certificateholders
shall be paid out of the assets which remain in the escrow account. If within
nine months after the second notice any Certificates shall not have been
surrendered for cancellation, the Trustee shall pay to the Master Servicer all
amounts distributable to the holders thereof and the Master Servicer shall
thereafter hold such amounts until distributed to such holders. No interest
shall accrue or be payable to any Certificateholder on any amount held in the
escrow account or by the Master Servicer as a result of such Certificateholder's
failure to surrender its Certificate(s) for final payment thereof in accordance
with this Section 9.01 and the Certificateholders shall look only to the Master
Servicer for such payment.
Section 9.02. Additional Termination Requirements.
(a) Each of REMIC I, REMIC II, REMIC III and REMIC IV, as the case may
be, shall be terminated in accordance with the following additional
requirements, unless the Trustee and the
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Master Servicer have received an Opinion of Counsel (which Opinion of Counsel
shall not be an expense of the Trustee) to the effect that the failure of any of
REMIC I, REMIC II, REMIC III and REMIC IV, as the case may be, to comply with
the requirements of this Section 9.02 will not (i) result in the imposition on
the Trust Fund of taxes on "prohibited transactions," as described in Section
860F of the Code, or (ii) cause any of REMIC I, REMIC II, REMIC III or REMIC IV
to fail to qualify as a REMIC at any time that any Certificate is outstanding:
(i) The Master Servicer shall establish a 90-day liquidation
period for each of REMIC I, REMIC II, REMIC III and REMIC IV, and
specify the first day of such period in a statement attached to the
Trust Fund's final Tax Return pursuant to Treasury regulations Section
1.860F-1. The Master Servicer also shall satisfy all of the requirements
of a qualified liquidation for each of REMIC I, REMIC II, REMIC III and
REMIC IV, under Section 860F of the Code and the regulations thereunder;
(ii) The Master Servicer shall notify the Trustee at the
commencement of such 90-day liquidation period and, at or prior to the
time of making of the final payment on the Certificates, the Trustee
shall sell or otherwise dispose of all of the remaining assets of the
Trust Fund in accordance with the terms hereof; and
(iii) If the Master Servicer is exercising its right to purchase
the assets of the Trust Fund, the Master Servicer shall, during the
90-day liquidation period and at or prior to the Final Distribution
Date, purchase all of the assets of the Trust Fund for cash.
(b) Each Holder of a Certificate and the Trustee hereby irrevocably
approves and appoints the Master Servicer as its attorney-in-fact to adopt a
plan of complete liquidation for each of REMIC I, REMIC II, REMIC III and REMIC
IV at the expense of the Trust Fund in accordance with the terms and conditions
of this Agreement.
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ARTICLE X
REMIC PROVISIONS
Section 10.01.REMIC Administration.
(a) The REMIC Administrator shall make an election to treat each of
REMIC I, REMIC II, REMIC III and REMIC IV as a REMIC under the Code and, if
necessary, under applicable state law. Such election will be made on Form 1066
or other appropriate federal tax or information return (including Form 8811) or
any appropriate state return for the taxable year ending on the last day of the
calendar year in which the Certificates are issued. The REMIC I Regular Interest
shall be designated as the "regular interests" and the Class R-I Certificates
shall be designated as the sole class of "residual interests" in REMIC I. The
REMIC II Regular Interest shall be designated as the "regular interests" and the
Class R-II Certificates shall be designated as the sole class of "residual
interests" in REMIC II. The REMIC III Regular Interests shall be designated as
the "regular interests" and the Class R-III Certificates shall be designated as
the sole class of "residual interests" in REMIC III. The Class A-I, Class A-II,
Class M-I, Class M-II, Class SB-I and Class SB-II Certificates shall be
designated as the "regular interests" in REMIC IV and the Class R-IV
Certificates shall be designated the sole class of "residual interests" in REMIC
IV. The REMIC Administrator and the Trustee shall not permit the creation of any
"interests" (within the meaning of Section 860G of the Code) in the REMIC other
than the Certificates.
(b) The Closing Date is hereby designated as the "startup day" of each
of REMIC I, REMIC II, REMIC III and REMIC IV within the meaning of Section
860G(a)(9) of the Code.
(c) The REMIC Administrator shall hold a Class R Certificate in each
REMIC representing a 0.01% Percentage Interest of the Class R Certificates in
each REMIC and shall be designated as the "tax matters person" with respect to
each of REMIC I, REMIC II, REMIC III and REMIC IV in the manner provided under
Treasury regulations section 1.860F-4(d) and Treasury regulations section
301.6231(a)(7)-1. The REMIC Administrator, as tax matters person, shall (i) act
on behalf of each of REMIC I, REMIC II, REMIC III and REMIC IV in relation to
any tax matter or controversy involving the Trust Fund and (ii) represent the
Trust Fund in any administrative or judicial proceeding relating to an
examination or audit by any governmental taxing authority with respect thereto.
The legal expenses, including without limitation attorneys' or accountants'
fees, and costs of any such proceeding and any liability resulting therefrom
shall be expenses of the Trust Fund and the REMIC Administrator shall be
entitled to reimbursement therefor out of amounts attributable to the Mortgage
Loans on deposit in the Custodial Account as provided by Section 3.10 unless
such legal expenses and costs are incurred by reason of the REMIC
Administrator's willful misfeasance, bad faith or gross negligence. If the REMIC
Administrator is no longer the Master Servicer hereunder, at its option the
REMIC Administrator may continue its duties as REMIC Administrator and shall be
paid reasonable compensation not to exceed $3,000 per year by any successor
Master Servicer hereunder for so acting as the REMIC Administrator.
(d) The REMIC Administrator shall prepare or cause to be prepared all of
the Tax Returns that it determines are required with respect to each REMIC
created hereunder and deliver such Tax Returns in a timely manner to the Trustee
and the Trustee shall sign and file such Tax
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Returns in a timely manner. The expenses of preparing such returns shall be
borne by the REMIC Administrator without any right of reimbursement therefor.
The REMIC Administrator agrees to indemnify and hold harmless the Trustee with
respect to any tax or liability arising from the Trustee's signing of Tax
Returns that contain errors or omissions. The Trustee and Master Servicer shall
promptly provide the REMIC Administrator with such information as the REMIC
Administrator may from time to time request for the purpose of enabling the
REMIC Administrator to prepare Tax Returns.
(e) The REMIC Administrator shall provide (i) to any Transferor of a
Class R Certificate such information as is necessary for the application of any
tax relating to the transfer of a Class R Certificate to any Person who is not a
Permitted Transferee, (ii) to the Trustee and the Trustee shall forward to the
Certificateholders such information or reports as are required by the Code or
the REMIC Provisions including reports relating to interest, original issue
discount, if any, and market discount or premium (using the Prepayment
Assumption) and (iii) to the Internal Revenue Service the name, title, address
and telephone number of the person who will serve as the representative of each
REMIC created hereunder.
(f) The Master Servicer and the REMIC Administrator shall take such
actions and shall cause each REMIC created hereunder to take such actions as are
reasonably within the Master Servicer's or the REMIC Administrator's control and
the scope of its duties more specifically set forth herein as shall be necessary
or desirable to maintain the status thereof as a REMIC under the REMIC
Provisions (and the Trustee shall assist the Master Servicer and the REMIC
Administrator, to the extent reasonably requested by the Master Servicer and the
REMIC Administrator to do so). In performing their duties as more specifically
set forth herein, the Master Servicer and the REMIC Administrator shall not
knowingly or intentionally take any action, cause the Trust Fund to take any
action or fail to take (or fail to cause to be taken) any action reasonably
within their respective control and the scope of duties more specifically set
forth herein, that, under the REMIC Provisions, if taken or not taken, as the
case may be, could (i) endanger the status of any of REMIC I, REMIC II, REMIC
III or REMIC IV as a REMIC or (ii) with the exception of actions taken in
connection with Section 4.08 hereof, result in the imposition of a tax upon any
of REMIC I, REMIC II, REMIC III or REMIC IV (including but not limited to the
tax on prohibited transactions as defined in Section 860F(a)(2) of the Code
(except as provided in Section 2.04) and the tax on contributions to a REMIC set
forth in Section 860G(d) of the Code) (either such event, in the absence of an
Opinion of Counsel or the indemnification referred to in this sentence, an
"Adverse REMIC Event") unless the Master Servicer or the REMIC Administrator, as
applicable, has received an Opinion of Counsel (at the expense of the party
seeking to take such action or, if such party fails to pay such expense, and the
Master Servicer or the REMIC Administrator, as applicable, determines that
taking such action is in the best interest of the Trust Fund and the
Certificateholders, at the expense of the Trust Fund, but in no event at the
expense of the Master Servicer, the REMIC Administrator or the Trustee) to the
effect that the contemplated action will not, with respect to the Trust Fund
created hereunder, endanger such status or, unless the Master Servicer or the
REMIC Administrator or both, as applicable, determine in its or their sole
discretion to indemnify the Trust Fund against the imposition of such a tax,
result in the imposition of such a tax. Wherever in this Agreement a
contemplated action may not be taken because the timing of such action might
result in the imposition of a tax on the Trust Fund, or may only be taken
pursuant to an Opinion of Counsel that such action would not impose a tax on the
Trust Fund, such action may nonetheless be taken
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provided that the indemnity given in the preceding sentence with respect to any
taxes that might be imposed on the Trust Fund has been given and that all other
preconditions to the taking of such action have been satisfied. The Trustee
shall not take or fail to take any action (whether or not authorized hereunder)
as to which the Master Servicer or the REMIC Administrator, as applicable, has
advised it in writing that it has received an Opinion of Counsel to the effect
that an Adverse REMIC Event could occur with respect to such action or inaction,
as the case may be. In addition, prior to taking any action with respect to the
Trust Fund or its assets, or causing the Trust Fund to take any action, which is
not expressly permitted under the terms of this Agreement, the Trustee will
consult with the Master Servicer or the REMIC Administrator, as applicable, or
its designee, in writing, with respect to whether such action could cause an
Adverse REMIC Event to occur with respect to the Trust Fund and the Trustee
shall not take any such action or cause the Trust Fund to take any such action
as to which the Master Servicer or the REMIC Administrator, as applicable, has
advised it in writing that an Adverse REMIC Event could occur. The Master
Servicer or the REMIC Administrator, as applicable, may consult with counsel to
make such written advice, and the cost of same shall be borne by the party
seeking to take the action not expressly permitted by this Agreement, but in no
event at the expense of the Master Servicer or the REMIC Administrator. At all
times as may be required by the Code, the Master Servicer or the REMIC
Administrator, as applicable, will to the extent within its control and the
scope of its duties more specifically set forth herein, maintain substantially
all of the assets of the REMIC as "qualified mortgages" as defined in Section
860G(a)(3) of the Code and "permitted investments" as defined in Section
860G(a)(5) of the Code.
(g) In the event that any tax is imposed on "prohibited transactions" of
any REMIC created hereunder as defined in Section 860F(a)(2) of the Code, on
"net income from foreclosure property" of any REMIC as defined in Section
860G(c) of the Code, on any contributions to any REMIC after the startup day
therefor pursuant to Section 860G(d) of the Code, or any other tax imposed by
the Code or any applicable provisions of state or local tax laws, such tax shall
be charged (i) to the Master Servicer, if such tax arises out of or results from
a breach by the Master Servicer of any of its obligations under this Agreement
or the Master Servicer has in its sole discretion determined to indemnify the
Trust Fund against such tax, (ii) to the Trustee, if such tax arises out of or
results from a breach by the Trustee of any of its obligations under this
Article X, or (iii) otherwise against amounts on deposit in the Custodial
Account as provided by Section 3.10 and on the Distribution Date(s) following
such reimbursement the aggregate of such taxes shall be allocated in reduction
of the Accrued Certificate Interest on each Class entitled thereto in the same
manner as if such taxes constituted a Prepayment Interest Shortfall.
(h) The Trustee and the Master Servicer shall, for federal income tax
purposes, maintain books and records with respect to each REMIC on a calendar
year and on an accrual basis or as otherwise may be required by the REMIC
Provisions.
(i) Following the startup day, neither the Master Servicer nor the
Trustee shall accept any contributions of assets to any REMIC unless (subject to
Section 10.01(f)) the Master Servicer and the Trustee shall have received an
Opinion of Counsel (at the expense of the party seeking to make such
contribution) to the effect that the inclusion of such assets in any REMIC will
not cause any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as
a REMIC at any time that any
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Certificates are outstanding or subject any such REMIC to any tax under the
REMIC Provisions or other applicable provisions of federal, state and local law
or ordinances.
(j) Neither the Master Servicer nor the Trustee shall (subject to
Section 10.01(f)) enter into any arrangement by which any of REMIC I, REMIC II,
REMIC III or REMIC IV will receive a fee or other compensation for services nor
permit any of REMIC I, REMIC II, REMIC III or REMIC IV to receive any income
from assets other than "qualified mortgages" as defined in Section 860G(a)(3) of
the Code or "permitted investments" as defined in Section 860G(a)(5) of the
Code.
(k) Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the
Treasury Regulations, the "latest possible maturity date" by which the principal
balance of each regular interest in each REMIC would be reduced to zero is
September 25, 2033.
(l) Within 30 days after the Closing Date, the REMIC Administrator shall
prepare and file with the Internal Revenue Service Form 8811, "Information
Return for Real Estate Mortgage Investment Conduits (REMIC) and Issuers of
Collateralized Debt Obligations" for the Trust Fund.
(m) Neither the Trustee nor the Master Servicer shall sell, dispose of
or substitute for any of the Mortgage Loans (except in connection with (i) the
default, imminent default or foreclosure of a Mortgage Loan, including but not
limited to, the acquisition or sale of a Mortgaged Property acquired by deed in
lieu of foreclosure, (ii) the bankruptcy of the Trust Fund, (iii) the
termination of any REMIC pursuant to Article IX of this Agreement or (iv) a
purchase of Mortgage Loans pursuant to Article II or III of this Agreement) or
acquire any assets for any REMIC or sell or dispose of any investments in the
Custodial Account or the Certificate Account for gain, or accept any
contributions to any REMIC after the Closing Date unless it has received an
Opinion of Counsel that such sale, disposition, substitution or acquisition will
not (a) affect adversely the status of any of REMIC I, REMIC II, REMIC III or
REMIC IV as a REMIC or (b) unless the Master Servicer has determined in its sole
discretion to indemnify the Trust Fund against such tax, cause any REMIC to be
subject to a tax on "prohibited transactions" or "contributions" pursuant to the
REMIC Provisions. The Trustee shall treat the Reserve Fund as an outside reserve
fund within the meaning of Treasury Regulation 1.860G-2(h). The Reserve Fund
shall be owned by the Class SB-II Certificateholders, and is not an asset of the
REMICs. The Trustee shall treat the rights of the Class A-I-1, Class A-I-4,
Class A-I-5, Class A-I-6A, Class A-I-6B, Class A-I-7, Class A-I-8, Class M-I,
Class A-II and Class M-II Certificateholders to receive payments from the
Reserve Fund as rights in an interest rate cap contract written by the Class
SB-II Certificateholders in favor of the Class A-I- 1, Class A-I-4, Class A-I-5,
Class A-I-6A, Class A-I-6B, Class A-I-7, Class A-I-8, Class M-I, Class A-II and
Class M-II Certificateholders. Thus, each Class A-I-1, Class A-I-4, Class A-I-5,
Class A-I- 6A, Class A-I-6B, Class A-I-7, Class A-I-8, Class M-I, Class A-II and
Class M-II Certificate shall be treated as representing ownership of not only
REMIC IV regular interests, but also ownership of an interest in an interest
rate cap contract. For purposes of determining the issue price of the REMIC IV
regular interests, the Trustee shall assume that the interest rate cap contract
with respect to the Class A-I-1, Class A-I-4, Class A-I-5, Class A-I-6A, Class
A-I-6B, Class A-I-7, Class A-I-8, Class M-I, Class A-II and Class M-II
Certificates has a de minimis value.
Section 10.02.Master Servicer, REMIC Administrator and Trustee
Indemnification.
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(a) The Trustee agrees to indemnify the Trust Fund, the Depositor, the
REMIC Administrator and the Master Servicer for any taxes and costs including,
without limitation, any reasonable attorneys fees imposed on or incurred by the
Trust Fund, the Depositor or the Master Servicer, as a result of a breach of the
Trustee's covenants set forth in Article VIII or this Article X. In the event
that Residential Funding is no longer the Master Servicer, the Trustee shall
indemnify Residential Funding for any taxes and costs including, without
limitation, any reasonable attorneys fees imposed on or incurred by Residential
Funding as a result of a breach of the Trustee's covenants set forth in Article
VIII or this Article X.
(b) The REMIC Administrator agrees to indemnify the Trust Fund, the
Depositor, the Master Servicer and the Trustee for any taxes and costs
(including, without limitation, any reasonable attorneys' fees) imposed on or
incurred by the Trust Fund, the Depositor, the Master Servicer or the Trustee,
as a result of a breach of the REMIC Administrator's covenants set forth in this
Article X with respect to compliance with the REMIC Provisions, including
without limitation, any penalties arising from the Trustee's execution of Tax
Returns prepared by the REMIC Administrator that contain errors or omissions;
provided, however, that such liability will not be imposed to the extent such
breach is a result of an error or omission in information provided to the REMIC
Administrator by the Master Servicer in which case Section 10.02(c) will apply.
(c) The Master Servicer agrees to indemnify the Trust Fund, the
Depositor, the REMIC Administrator and the Trustee for any taxes and costs
(including, without limitation, any reasonable attorneys' fees) imposed on or
incurred by the Trust Fund, the Depositor or the Trustee, as a result of a
breach of the Master Servicer's covenants set forth in this Article X or in
Article III with respect to compliance with the REMIC Provisions, including
without limitation, any penalties arising from the Trustee's execution of Tax
Returns prepared by the Master Servicer that contain errors or omissions.
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ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.01.Amendment.
(a) This Agreement or any Custodial Agreement may be amended from time
to time by the Depositor, the Master Servicer and the Trustee, without the
consent of any of the Certificateholders:
(i) to cure any ambiguity,
(ii) to correct or supplement any provisions herein or therein,
which may be inconsistent with any other provisions herein or therein or
to correct any error,
(iii) to modify, eliminate or add to any of its provisions to
such extent as shall be necessary or desirable to maintain the
qualification of REMIC I, REMIC II, REMIC III or REMIC IV as REMICs at
all times that any Certificate is outstanding or to avoid or minimize
the risk of the imposition of any tax on the Trust Fund pursuant to the
Code that would be a claim against the Trust Fund, provided that the
Trustee has received an Opinion of Counsel to the effect that (A) such
action is necessary or desirable to maintain such qualification or to
avoid or minimize the risk of the imposition of any such tax and (B)
such action will not adversely affect in any material respect the
interests of any Certificateholder,
(iv) to change the timing and/or nature of deposits into the
Custodial Account or the Certificate Account or to change the name in
which the Custodial Account is maintained, provided that (A) the
Certificate Account Deposit Date shall in no event be later than the
related Distribution Date, (B) such change shall not, as evidenced by an
Opinion of Counsel, adversely affect in any material respect the
interests of any Certificateholder and (C) such change shall not result
in a reduction of the rating assigned to any Class of Certificates below
the lower of the then-current rating or the rating assigned to such
Certificates as of the Closing Date, as evidenced by a letter from each
Rating Agency to such effect,
(v) to modify, eliminate or add to the provisions of Section
5.02(f) or any other provision hereof restricting transfer of the Class
R Certificates by virtue of their being the "residual interests" in the
Trust Fund provided that (A) such change shall not result in reduction
of the rating assigned to any such Class of Certificates below the lower
of the then- current rating or the rating assigned to such Certificates
as of the Closing Date, as evidenced by a letter from each Rating Agency
to such effect, and (B) such change shall not, as evidenced by an
Opinion of Counsel (at the expense of the party seeking so to modify,
eliminate or add such provisions), cause the Trust Fund or any of the
Certificateholders (other than the transferor) to be subject to a
federal tax caused by a transfer to a Person that is not a Permitted
Transferee, or
(vi) to make any other provisions with respect to matters or
questions arising under this Agreement or such Custodial Agreement which
shall not be materially
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inconsistent with the provisions of this Agreement, provided that such
action shall not, as evidenced by an Opinion of Counsel, adversely
affect in any material respect the interests of any Certificateholder
and is authorized or permitted under Section 11.09(d).
(b) This Agreement or any Custodial Agreement may also be amended from
time to time by the Depositor, the Master Servicer, the Trustee and the Holders
of Certificates evidencing in the aggregate not less than 66% of the Percentage
Interests of each Class of Certificates affected thereby for the purpose of
adding any provisions to or changing in any manner or eliminating any of the
provisions of this Agreement or such Custodial Agreement or of modifying in any
manner the rights of the Holders of Certificates of such Class; provided,
however, that no such amendment shall:
(i) reduce in any manner the amount of, or delay the timing of,
payments which are required to be distributed on any Certificate without
the consent of the Holder of such Certificate,
(ii) adversely affect in any material respect the interest of the
Holders of Certificates of any Class in a manner other than as described
in clause (i) hereof without the consent of Holders of Certificates of
such Class evidencing, as to such Class, Percentage Interests
aggregating not less than 66%, or
(iii) reduce the aforesaid percentage of Certificates of any
Class the Holders of which are required to consent to any such
amendment, in any such case without the consent of the Holders of all
Certificates of such Class then outstanding.
(c) Notwithstanding any contrary provision of this Agreement, the
Trustee shall not consent to any amendment to this Agreement unless it shall
have first received an Opinion of Counsel (at the expense of the party seeking
such amendment) to the effect that such amendment or the exercise of any power
granted to the Master Servicer, the Depositor or the Trustee in accordance with
such amendment will not result in the imposition of a federal tax on the Trust
Fund or cause REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as
REMICs at any time that any Certificate is outstanding. The Trustee may but
shall not be obligated to enter into any amendment pursuant to this Section that
affects its rights, duties and immunities and this agreement or otherwise;
provided however, such consent shall not be unreasonably withheld.
(d) Promptly after the execution of any such amendment the Trustee shall
furnish written notification of the substance of such amendment to each
Certificateholder. It shall not be necessary for the consent of
Certificateholders under this Section 11.01 to approve the particular form of
any proposed amendment, but it shall be sufficient if such consent shall approve
the substance thereof. The manner of obtaining such consents and of evidencing
the authorization of the execution thereof by Certificateholders shall be
subject to such reasonable regulations as the Trustee may prescribe.
(e) The Depositor shall have the option, in its sole discretion, to
obtain and deliver to the Trustee any corporate guaranty, payment obligation,
irrevocable letter of credit, surety bond, insurance policy or similar
instrument or a reserve fund, or any combination of the foregoing, for the
purpose of protecting the Holders of the Class R Certificates against any or all
Realized Losses or other shortfalls. Any such instrument or fund shall be held
by the Trustee for the benefit of the Class
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R Certificateholders, but shall not be and shall not be deemed to be under any
circumstances included in the REMIC. To the extent that any such instrument or
fund constitutes a reserve fund for federal income tax purposes, (i) any reserve
fund so established shall be an outside reserve fund and not an asset of the
REMIC, (ii) any such reserve fund shall be owned by the Depositor, and (iii)
amounts transferred by the REMIC to any such reserve fund shall be treated as
amounts distributed by the REMIC to the Depositor or any successor, all within
the meaning of Treasury regulations Section 1.860G-2(h). In connection with the
provision of any such instrument or fund, this Agreement and any provision
hereof may be modified, added to, deleted or otherwise amended in any manner
that is related or incidental to such instrument or fund or the establishment or
administration thereof, such amendment to be made by written instrument executed
or consented to by the Depositor and such related insurer but without the
consent of any Certificateholder and without the consent of the Master Servicer
or the Trustee being required unless any such amendment would impose any
additional obligation on, or otherwise adversely affect the interests of the
Certificateholders, the Master Servicer or the Trustee, as applicable; provided
that the Depositor obtains an Opinion of Counsel (which need not be an opinion
of Independent counsel) to the effect that any such amendment will not cause (a)
any federal tax to be imposed on the Trust Fund, including without limitation,
any federal tax imposed on "prohibited transactions" under Section 860F(a)(1) of
the Code or on "contributions after the startup date" under Section 860G(d)(1)
of the Code and (b) any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to
qualify as a REMIC at any time that any Certificate is outstanding. In the event
that the Depositor elects to provide such coverage in the form of a limited
guaranty provided by General Motors Acceptance Corporation, the Depositor may
elect that the text of such amendment to this Agreement shall be substantially
in the form attached hereto as Exhibit K (in which case Residential Funding's
Subordinate Certificate Loss Obligation as described in such exhibit shall be
established by Residential Funding's consent to such amendment) and that the
limited guaranty shall be executed in the form attached hereto as Exhibit L,
with such changes as the Depositor shall deem to be appropriate; it being
understood that the Trustee has reviewed and approved the content of such forms
and that the Trustee's consent or approval to the use thereof is not required.
(f) In addition to the foregoing, any amendment of Section 4.08 of this
Agreement shall require the consent of the Limited Repurchase Right Holder as
third-party beneficiary.
Section 11.02.Recordation of Agreement; Counterparts.
(a) To the extent permitted by applicable law, this Agreement is subject
to recordation in all appropriate public offices for real property records in
all the counties or other comparable jurisdictions in which any or all of the
properties subject to the Mortgages are situated, and in any other appropriate
public recording office or elsewhere, such recordation to be effected by the
Master Servicer and at its expense on direction by the Trustee (pursuant to the
request of the Holders of Certificates entitled to at least 25% of the Voting
Rights), but only upon direction accompanied by an Opinion of Counsel to the
effect that such recordation materially and beneficially affects the interests
of the Certificateholders.
(b) For the purpose of facilitating the recordation of this Agreement as
herein provided and for other purposes, this Agreement may be executed
simultaneously in any number of
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counterparts, each of which counterparts shall be deemed to be an original, and
such counterparts shall constitute but one and the same instrument.
Section 11.03.Limitation on Rights of Certificateholders.
(a) The death or incapacity of any Certificateholder shall not operate
to terminate this Agreement or the Trust Fund, nor entitle such
Certificateholder's legal representatives or heirs to claim an accounting or to
take any action or proceeding in any court for a partition or winding up of the
Trust Fund, nor otherwise affect the rights, obligations and liabilities of any
of the parties hereto.
(b) No Certificateholder shall have any right to vote (except as
expressly provided herein) or in any manner otherwise control the operation and
management of the Trust Fund, or the obligations of the parties hereto, nor
shall anything herein set forth, or contained in the terms of the Certificates,
be construed so as to constitute the Certificateholders from time to time as
partners or members of an association; nor shall any Certificateholder be under
any liability to any third person by reason of any action taken by the parties
to this Agreement pursuant to any provision hereof.
(c) No Certificateholder shall have any right by virtue of any provision
of this Agreement to institute any suit, action or proceeding in equity or at
law upon or under or with respect to this Agreement, unless such Holder
previously shall have given to the Trustee a written notice of default and of
the continuance thereof, as hereinbefore provided, and unless also the Holders
of Certificates of any Class evidencing in the aggregate not less than 25% of
the related Percentage Interests of such Class, shall have made written request
upon the Trustee to institute such action, suit or proceeding in its own name as
Trustee hereunder and shall have offered to the Trustee such reasonable
indemnity as it may require against the costs, expenses and liabilities to be
incurred therein or thereby, for 60 days after its receipt of such notice,
request and offer of indemnity, shall have neglected or refused to institute any
such action, suit or proceeding it being understood and intended, and being
expressly covenanted by each Certificateholder with every other
Certificateholder and the Trustee, that no one or more Holders of Certificates
of any Class shall have any right in any manner whatever by virtue of any
provision of this Agreement to affect, disturb or prejudice the rights of the
Holders of any other of such Certificates of such Class or any other Class, or
to obtain or seek to obtain priority over or preference to any other such
Holder, or to enforce any right under this Agreement, except in the manner
herein provided and for the common benefit of Certificateholders of such Class
or all Classes, as the case may be. For the protection and enforcement of the
provisions of this Section 11.03, each and every Certificateholder and the
Trustee shall be entitled to such relief as can be given either at law or in
equity.
Section 11.04.Governing Law.
This agreement and the Certificates shall be governed by and construed
in accordance with the laws of the State of New York and the obligations, rights
and remedies of the parties hereunder shall be determined in accordance with
such laws.
Section 11.05. Notices.
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All demands and notices hereunder shall be in writing and shall be
deemed to have been duly given if personally delivered at or mailed by
registered mail, postage prepaid (except for notices to the Trustee which shall
be deemed to have been duly given only when received), to (a) in the case of the
Depositor, 0000 Xxxxxxxxxx Xxxx Xxxxxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx
00000, Attention: President (RAMP), or such other address as may hereafter be
furnished to the Master Servicer and the Trustee in writing by the Depositor;
(b) in the case of the Master Servicer, 0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxxx,
Xxxxxxxxxx 00000-0000, Attention: Bond Administration or such other address as
may be hereafter furnished to the Depositor and the Trustee by the Master
Servicer in writing; (c) in the case of the Trustee, 0 Xxx Xxxx Xxxxx, 0xx
Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Institutional Trust
Services/Structured Finance Services, RAMP 2003-RS8 or such other address as may
hereafter be furnished to the Depositor and the Master Servicer in writing by
the Trustee; (d) in the case of Standard & Poor's, 00 Xxxxx Xxxxxx, Xxx Xxxx,
Xxx Xxxx 00000 Attention: Mortgage Surveillance or such other address as may be
hereafter furnished to the Depositor, Trustee and Master Servicer by Standard &
Poor's; (e) in the case of Moody's, 00 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000,
Attention: ABS Monitoring Department, or such other address as may be hereafter
furnished to the Depositor, the Trustee and the Master Servicer in writing by
Moody's and (f) in the case of the Insurer, Ambac Assurance Corporation, Xxx
Xxxxx Xxxxxx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Consumer Asset-Backed
Securities Group or such other address as may be hereafter furnished to the
Depositor, the Trustee and the Master Servicer in writing by the Insurer. Any
notice required or permitted to be mailed to a Certificateholder shall be given
by first class mail, postage prepaid, at the address of such holder as shown in
the Certificate Register. Any notice so mailed within the time prescribed in
this Agreement shall be conclusively presumed to have been duly given, whether
or not the Certificateholder receives such notice.
Section 11.06.Notices to Rating Agencies.
The Depositor, the Master Servicer or the Trustee, as applicable, (a)
shall notify each Rating Agency at such time as it is otherwise required
pursuant to this Agreement to give notice of the occurrence of, any of the
events described in clause (a), (b), (c), (d), (g), (h), (i) or (j) below, (b)
shall notify the Subservicer at such time as it is otherwise required pursuant
to this Agreement to give notice of the occurrence of any of the events
described in clause (a), (b), (c)(1), (g)(1) or (i) below, or (c) provide a copy
to each Rating Agency at such time as otherwise required to be delivered
pursuant to this Agreement of any of the statements described in clauses (e) and
(f) below:
(a) a material change or amendment to this Agreement,
(b) the occurrence of an Event of Default,
(c) (1) the termination or appointment of a successor Master Servicer or
(2) the termination or appointment of a successor Trustee or a change in the
majority ownership of the Trustee,
(d) the filing of any claim under the Master Servicer's blanket fidelity
bond and the errors and omissions insurance policy required by Section 3.12 or
the cancellation or modification of coverage under 152 any such instrument,
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(e) the statement required to be delivered to the Holders of each Class
of Certificates pursuant to Section 4.03,
(f) the statements required to be delivered pursuant to Sections 3.18
and 3.19,
(g) (1) a change in the location of the Custodial Account or (2) a
change in the location of the Certificate Account,
(h) the occurrence of any monthly cash flow shortfall to the Holders of
any Class of Certificates resulting from the failure by the Master Servicer to
make an Advance pursuant to Section 4.04,
(i) the occurrence of the Final Distribution Date,
(j) the repurchase of or substitution for any Mortgage Loan and
(k) any Insurer Default that has not been cured,
provided, however, that with respect to notice of the occurrence of the events
described in clauses (d), (g) or (h) above, the Master Servicer shall provide
prompt written notice to each Rating Agency and the Subservicer of any such
event known to the Master Servicer.
Section 11.07.Severability of Provisions.
If any one or more of the covenants, agreements, provisions or terms of
this Agreement shall be for any reason whatsoever held invalid, then such
covenants, agreements, provisions or terms shall be deemed severable from the
remaining covenants, agreements, provisions or terms of this Agreement and shall
in no way affect the validity or enforceability of the other provisions of this
Agreement or of the Certificates or the rights of the Holders thereof.
Section 11.08.Supplemental Provisions for Resecuritization.
(a) This Agreement may be supplemented by means of the addition of a
separate Article hereto (a "Supplemental Article") for the purpose of
resecuritizing any of the Certificates issued hereunder, under the following
circumstances. With respect to any Class or Classes of Certificates issued
hereunder, or any portion of any such Class, as to which the Depositor or any of
its Affiliates (or any designee thereof) is the registered Holder (the
"Resecuritized Certificates"), the Depositor may deposit such Resecuritized
Certificates into a new REMIC, grantor trust, FASIT or custodial arrangement (a
"Restructuring Vehicle") to be held by the Trustee pursuant to a Supplemental
Article. The instrument adopting such Supplemental Article shall be executed by
the Depositor, the Master Servicer and the Trustee; provided, that neither the
Master Servicer nor the Trustee shall withhold their consent thereto if their
respective interests would not be materially adversely affected thereby. To the
extent that the terms of the Supplemental Article do not in any way affect any
provisions of this Agreement as to any of the Certificates initially issued
hereunder, the adoption of the Supplemental Article shall not constitute an
"amendment" of this Agreement. Each Supplemental Article shall set forth all
necessary provisions relating to the holding of the Resecuritized Certificates
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by the Trustee, the establishment of the Restructuring Vehicle, the issuing of
various classes of new certificates by the Restructuring Vehicle and the
distributions to be made thereon, and any other provisions necessary to the
purposes thereof. In connection with each Supplemental Article, the Depositor
shall deliver to the Trustee an Opinion of Counsel to the effect that (i) the
Restructuring Vehicle will qualify as a REMIC, grantor trust, FASIT or other
entity not subject to taxation for federal income tax purposes and (ii) the
adoption of the Supplemental Article will not endanger the status of any of
REMIC I, REMIC II, REMIC III or REMIC IV as a REMIC or result in the imposition
of a tax upon the Trust Fund (including but not limited to the tax on prohibited
transaction as defined in Section 860F(a)(2) of the Code and the tax on
contributions to a REMIC as set forth in Section 860G(d) of the Code.
Section 11.09.[Reserved].
Section 11.10.Third Party Beneficiary.
The Limited Repurchase Right Holder is an express third-party
beneficiary of Section 4.08 of this Agreement, and shall have the right to
enforce the related provisions of Section 4.08 of this Agreement as if it were a
party hereto.
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ARTICLE XII
CERTAIN MATTERS REGARDING THE INSURER
Section 12.01.Rights of the Insurer to Exercise Rights of Insured
Certificateholders.
By accepting its Certificate, each Insured Certificateholder agrees that
unless an Insurer Default exists, the Insurer shall have the right to exercise
all consent, voting, direction and other control rights of the Insured
Certificateholders under this Agreement without any further consent of the
Insured Certificateholders.
Section 00.00.Xxxxxx Upon the Policy; Insurance Account.
(a) If, on the Business Day next succeeding the Determination Date, the
Master Servicer determines that (i) the funds that will be on deposit in the
Certificate Account on the related Certificate Account Deposit Date, to the
extent distributable to the Insured Certificateholders pursuant to Section
4.02(c)(i), are insufficient to pay the Accrued Certificate Interest for such
Distribution Date, net of (a) any Prepayment Interest Shortfalls allocated to
the Insured Certificates and (b) any shortfalls relating to application of the
Relief Act, (ii) the principal portion of any Realized Loss is allocated to the
Insured Certificates on such Distribution Date or (iii) the funds available in
connection with an optional termination of the Trust Fund pursuant to Section
9.01 or on the Final Distribution Date will be insufficient to reduce the
Certificate Principal Balance of the Insured Certificates to zero, the Master
Servicer shall deliver to the Trustee not later than 1:00 p.m. New York City
time on the Business Day next succeeding the Determination Date a certificate
signed by a Servicing Officer directing the Trustee to draw on the Policy and
stating the amount to be drawn and stating the Guaranteed Distribution for the
Insured Certificates, and the Trustee shall give notice by telephone or telecopy
of the aggregate amount of such deficiency, confirmed in writing in the form set
forth as Exhibit A to the endorsement of the Policy, to the Insurer at or before
12:00 noon, New York City time, on the Business Day prior to such Distribution
Date. If, subsequent to such notice, and prior to payment by the Insurer
pursuant to such notice, additional amounts are deposited in the Certificate
Account, the Trustee shall reasonably promptly notify the Insurer and withdraw
the notice or reduce the amount claimed, as appropriate.
(b) The Trustee shall establish a separate special purpose trust account
for the benefit of Holders of the Insured Certificates and the Insurer referred
to herein as the "Insurance Account" over which the Trustee shall have exclusive
control and sole right of withdrawal. The Trustee shall deposit any amount paid
to it under the Policy in the Insurance Account and distribute such amount only
for purposes of payment to Holders of Insured Certificates of the Guaranteed
Distribution for which a claim was made. Such amount may not be applied to
satisfy any costs, expenses or liabilities of the Master Servicer, the Trustee
or the Trust Fund. Amounts paid under the Policy shall be transferred to the
Certificate Account in accordance with the next succeeding paragraph and
disbursed by the Trustee to Holders of Insured Certificates in accordance with
Section 4.02 or Section 9.01(c), as applicable. It shall not be necessary for
such payments to be made by checks or wire transfers separate from the checks or
wire transfers used to pay the Guaranteed Distribution with other funds
available to make such payment. However, the amount of any payment of principal
of or interest on the Insured Certificates to be paid from funds transferred
from the Insurance
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Account shall be noted as provided in paragraph (c) below and in the statement
to be furnished to Holders of the Certificates pursuant to Section 4.03. Funds
held in the Insurance Account shall not be invested by the Master Servicer.
On any Distribution Date with respect to which a claim has been made
under the Policy, the amount of any funds received by the Trustee as a result of
any claim under the Policy, to the extent required to make the Guaranteed
Distribution on such Distribution Date, shall be withdrawn by the Trustee from
the Insurance Account and deposited in the Certificate Account and applied by
the Trustee, together with the other funds to be distributed to the Insured
Certificateholders pursuant to Section 4.02, directly to the payment in full of
the Guaranteed Distribution due on the Insured Certificates. Any funds remaining
in the Insurance Account on the first Business Day following a Distribution Date
shall be remitted by the Trustee to the Insurer, pursuant to the written
instructions of the Insurer, by the end of such Business Day.
(c) The Trustee shall keep a complete and accurate record of the amount
of interest and principal paid into the Insurance Account in respect of any
Insured Certificate from moneys received by the Trustee under the Policy. The
Insurer shall have the right to inspect such records at reasonable times during
normal business hours upon two Business Day's prior written notice to the
Trustee.
Section 12.03.Effect of Payments by the Insurer; Subrogation.
Anything herein to the contrary notwithstanding, for purposes of this
Section 12.03, any payment with respect to principal of or interest on the
Insured Certificates which is made with monies received pursuant to the terms of
the Policy shall not be considered payment of the Insured Certificates from the
Trust Fund. The Master Servicer and the Trustee acknowledge, and each Holder by
its acceptance of an Insured Certificate agrees, that without the need for any
further action on the part of the Insurer, the Master Servicer, the Trustee or
the Certificate Registrar, to the extent the Insurer makes payments, directly or
indirectly, on account of principal of or interest on the Insured Certificates
to the Holders of such Certificates, the Insurer will be fully subrogated to,
and each Insured Certificateholder and the Master Servicer hereby delegate and
assign to the Insurer, to the fullest extent permitted by law, the rights of
such Holders to receive such principal and interest from the Trust Fund;
provided that the Insurer shall be paid such amounts only from the sources and
in the manner explicitly provided for herein.
The Trustee and the Master Servicer shall cooperate in all respects with
any reasonable request by the Insurer for action to preserve or enforce the
Insurer's rights or interests under this Agreement without limiting the rights
or affecting the interests of the Holders as otherwise set forth herein.
Section 12.04.Notices and Information to the Insurer.
(a) All notices, statements, reports, certificates or opinions required
by this Agreement to be sent or made available to any other party hereto or to
the Certificateholders shall also be sent or made available to the Insurer.
162
(b) The Master Servicer shall designate a Person who shall be available
to the Insurer to provide reasonable access to information regarding the
Mortgage Loans.
Section 12.05.Trustee to Hold Policy.
The Trustee will hold the Policy in trust as agent for the Insured
Certificateholders for the purpose of making claims thereon and distributing the
proceeds thereof. Neither the Policy, nor the amounts paid on the Policy will
constitute part of the Trust Fund or assets of any REMIC created by this
Agreement. Each Insured Certificateholder, by accepting its Certificate,
appoints the Trustee as attorney-in-fact for the purpose of making claims on the
Policy. The Trustee shall surrender the Policy to the Insurer for cancellation
upon the expiration of the term of the Policy as provided in the Policy
following the retirement of the Insured Certificates. To the extent that the
Policy constitutes a reserve fund for federal income tax purposes, (1) it shall
be an outside credit support agreement and not an asset of any REMIC and (2) it
shall be owned by the Insurer, all within the meaning of Section 1.860G-2(h) of
the Treasury Regulations.
Section 12.06.Payment of Insurance Premium.
Unless otherwise designated in writing by the President or a Managing
Director of the Insurer to the Trustee, the Insurer Premium to be paid pursuant
to Section 4.02(c) shall be paid by the Trustee or a Paying Agent on its behalf
to the Insurer by wire transfer with the following details specifically stated
in the wire transfer:
Bank: Citibank, N.A.
ABA Number: 021-000089
For the account of: Ambac Assurance Corporation
Account Number: 00000000
Re: Series 0000-XX0
Xxxxxxxxx: Xxxxxx Xxxxxx
(000) 000-0000
163
IN WITNESS WHEREOF, the Company, the Master Servicer and the
Trustee have caused their names to be signed hereto by their respective officers
thereunto duly authorized and their respective seals, duly attested, to be
hereunto affixed, all as of the day and year first above written.
[Seal] RESIDENTIAL ASSET MORTGAGE
PRODUCTS, INC.
Attest: By:
Name: Xxxxx Xxx Name: Xxxxxxx Xxxx
Title: Vice President Title: Vice President
[Seal] RESIDENTIAL FUNDING CORPORATION
Attest: By:
Name: Xxxxxxx Xxxx Name: Xxxxx Xxx
Title: Associate Title: Director
[Seal] JPMORGAN CHASE
BANK as
Trustee
Attest: By:
Name: Name:
Title: Title:
000
XXXXX XX XXXXXXXXX )
) ss.:
COUNTY OF HENNEPIN )
On the 29th day of September, 2003 before me, a notary public in
and for said State, personally appeared Xxxxxxx Xxxx, known to me to be a Vice
President of Residential Asset Mortgage Products, Inc., one of the corporations
that executed the within instrument, and also known to me to be the person who
executed it on behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
Notary Public
_________________
[Notarial Seal]
000
XXXXX XX XXXXXXXXX )
) ss.:
COUNTY OF HENNEPIN )
On the 29th day of September, 2003 before me, a notary public in
and for said State, personally appeared Xxxxx Xxx, known to me to be a Director
of Residential Funding Corporation, one of the corporations that executed the
within instrument, and also known to me to be the person who executed it on
behalf of said corporation, and acknowledged to me that such corporation
executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
Notary Public
__________________
[Notarial Seal]
000
XXXXX XX XXX XXXX )
) ss.:
COUNTY OF NEW YORK )
On the 29th day of September, 2003 before me, a notary public in
and for said State, personally appeared _____________________, known to me to be
a __________________ of JPMorgan Chase Bank, a New York banking corporation that
executed the within instrument, and also known to me to be the person who
executed it on behalf of said banking corporation and acknowledged to me that
such banking corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
Notary Public
___________________
[Notarial Seal]
167
EXHIBIT A
FORM OF CLASS [A-_] CERTIFICATE
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR
INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF
1986.
Class A-__ Senior Certificate No. __
[___%] [Adjustable] Pass-Through Rate
Date of Pooling and Servicing
Agreement and Cut-off Date: Percentage Interest: ___%
September 1, 2003
First Distribution Date: Aggregate Initial Certificate Principal
October 27, 2003 Balance of the Class A-__
Certificates: $___________
Master Servicer:
Residential Funding Corporation
Final Scheduled Distribution Date: Initial Certificate Principal
_________ __, 20__ Balance of this Class A-__ Certificate:
$___________
Maturity Date: CUSIP ________
_________ __, 20__
MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES
SERIES 2003-RS8
evidencing a percentage interest in the distributions allocable
to the Class A-__ Certificates with respect to a Trust Fund
consisting primarily of a pool of conventional one- to
four-family fixed and adjustable interest rate first lien
mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust Fund,
and does not represent an obligation of or interest in Residential Asset
Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or
GMAC Mortgage Group, Inc. or any of their affiliates. Neither this Certificate
nor the underlying Mortgage Loans are guaranteed or insured by any governmental
agency or instrumentality or by Residential Asset Mortgage Products, Inc., the
Master Servicer, the Trustee or GMAC Mortgage Group, Inc. or any of their
affiliates. None of the Depositor, the Master Servicer, GMAC Mortgage Group,
Inc. or any of their affiliates will have any obligation with respect to any
certificate or other obligation secured by or payable from payments on the
Certificates.
This certifies that ____________ is the registered owner of the
Percentage Interest evidenced by this Certificate in certain distributions with
respect to the Trust Fund consisting primarily of an interest in a pool of
conventional one- to four-family fixed and adjustable interest rate first lien
mortgage loans (the "Mortgage Loans"), sold by Residential Asset Mortgage
Products, Inc. (hereinafter called the "Depositor," which term includes any
successor entity under the Agreement referred to below). The Trust Fund was
created pursuant to a Pooling and Servicing Agreement dated as specified above
(the "Agreement') among the Depositor, the Master Servicer and JPMorgan
A-2
Chase Bank, as trustee (the "Trustee"), a summary of certain of the pertinent
provisions of which is set forth hereafter. To the extent not defined herein,
the capitalized terms used herein have the meanings assigned in the Agreement.
This Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Certificate
by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution will be made on
the 25th day of each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"), commencing as
described in the Agreement, to the Person in whose name this Certificate is
registered [at the close of business on the last day (or if such last day is not
a Business Day, the Business Day immediately preceding such last day) of the
month immediately preceding the month of such distribution] [at the close of
business on the Business Day prior to such Distribution Date] (the "Record
Date"), from the related Available Distribution Amount in an amount equal to the
product of the Percentage Interest evidenced by this Certificate and the amount
of interest and principal, if any, required to be distributed to Holders of
Class A-__ Certificates on such Distribution Date.
Distributions on this Certificate will be made either by the Master
Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the
Trustee in immediately available funds (by wire transfer or otherwise) for the
account of the Person entitled thereto if such Person shall have so notified the
Master Servicer or such Paying Agent, or by check mailed to the address of the
Person entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on this Certificate
will be made after due notice of the pendency of such distribution and only upon
presentation and surrender of, this Certificate at the office or agency
appointed by the Trustee for that purpose in the City and State of New York. The
Initial Certificate Principal Balance of this Certificate is set forth above.
The Certificate Principal Balance hereof will be reduced to the extent of
distributions allocable to principal and any Realized Losses allocable hereto.
This Certificate is one of a duly authorized issue of Certificates
issued in several Classes designated as Mortgage Asset-Backed Pass-Through
Certificates of the Series specified hereon (herein collectively called the
"Certificates").
[This Certificate is entitled to the benefits of an irrevocable and
unconditional financial guaranty insurance policy issued by Ambac Assurance
Corporation (the "Policy").]
The Certificates are limited in right of payment to certain collections
and recoveries respecting the Mortgage Loans [and the Policy], all as more
specifically set forth herein and in the Agreement. In the event Master Servicer
funds are advanced with respect to any Mortgage Loan, such advance is
reimbursable to the Master Servicer, to the extent provided in the Agreement,
from related recoveries on such Mortgage Loan or from other cash that would have
been distributable to Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders may
be made by the Master Servicer
A-3
from time to time for purposes other than distributions to Certificateholders,
such purposes including without limitation reimbursement to the Depositor and
the Master Servicer of advances made, or certain expenses incurred, by either of
them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement from time to time by the Depositor, the
Master Servicer and the Trustee with the consent of the Holders of Certificates
evidencing in the aggregate not less than 66% of the Percentage Interests of
each Class of Certificates affected thereby. Any such consent by the Holder of
this Certificate shall be conclusive and binding on such Holder and upon all
future holders of this Certificate and of any Certificate issued upon the
transfer hereof or in exchange herefor or in lieu hereof whether or not notation
of such consent is made upon the Certificate. The Agreement also permits the
amendment thereof in certain circumstances without the consent of the Holders of
any of the Certificates and, in certain additional circumstances, without the
consent of the Holders of certain Classes of Certificates.
As provided in the Agreement and subject to certain limitations therein
set forth, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for registration of transfer at the
offices or agencies appointed by the Trustee in the City and State of New York,
duly endorsed by, or accompanied by an assignment in the form below or other
written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by the Holder hereof or such Holder's
attorney duly authorized in writing, and there upon one or more new Certificates
of authorized denominations evidencing the same Class and aggregate Percentage
Interest will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered Certificates without
coupons in Classes and in denominations specified in the Agreement. As provided
in the Agreement and subject to certain limitations therein set forth,
Certificates are exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as requested by the
Holder surrendering the same.
No service charge will be made for any such registration of transfer or
exchange, but the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee, and the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Trustee or
the Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the Depositor, the
Master Servicer, the Trustee nor any such agent shall be affected by notice to
the contrary.
This Certificate shall be governed by and construed in accordance with
the laws of the State of New York.
The obligations created by the Agreement in respect of the Certificates
and the Trust Fund created thereby shall terminate upon the payment to
Certificateholders of all amounts held by or on
A-4
behalf of the Trustee and required to be paid to them pursuant to the Agreement
following the earlier of (i) the maturity or other liquidation of the last
Mortgage Loan subject thereto or the disposition of all property acquired upon
foreclosure or deed in lieu of foreclosure of any Mortgage Loan, and (ii) the
purchase by the Master Servicer from the Trust Fund of all remaining [Group I]
[Group II] Loans and all property acquired in respect of such [Group I] [Group
II] Loans, thereby effecting early retirement of the related Certificates. The
Agreement permits, but does not require, the Master Servicer (i) to purchase, at
a price determined as provided in the Agreement, all remaining [Group I] [Group
II] Loans and all property acquired in respect of any [Group I] [Group II] Loan
or (ii) to purchase in whole, but not in part, all of the Class A-[_]
Certificates and Class M-[_] Certificates from the Holders thereof, provided,
that any such option may only be exercised if the aggregate Stated Principal
Balance of the [Group I] [Group II] Loans, as of the Distribution Date upon
which the proceeds of any such purchase are distributed is less than ten percent
of the Cut-off Date Principal Balance of the [Group I] [Group II] Loans.
Unless the certificate of authentication hereon has been executed by the
Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
A-5
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
JPMORGAN CHASE BANK,
as Trustee
By:
Authorized Signatory
Dated: September 29, 2003
CERTIFICATE OF AUTHENTICATION
This is one of the Class A-__ Certificates referred to in the
within-mentioned Agreement.
JPMORGAN CHASE BANK,
as Certificate Registrar
By: _______________________________
Authorized Signatory
A-6
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s)
unto
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
(Please print or typewrite name and address including postal zip code of
assignee) the beneficial interest evidenced by the within Trust Certificate and
hereby authorizes the transfer of registration of such interest to assignee on
the Certificate Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new
Certificate of a like denomination and Class, to the above named assignee and
deliver such Certificate to the following address:
-------------------------------------------------------------------------------
Dated:_____________________ __________________________________
Signature by or on behalf of assignor
__________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds to____________________________________ for the account of
____________________________ account number___________________________________
or, if mailed by check, to_______________________.
Applicable statements should be mailed to:_________________________.
This information is provided by ___________________________________, the
assignee named above, or ______________________________, as its agent.
A-7
EXHIBIT B
FORM OF CLASS [M-_] CERTIFICATE
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS
[A-_][M-_] CERTIFICATES, AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A
"REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE
TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL
REVENUE CODE OF 1986 (THE "CODE").
NO TRANSFER OF THIS CLASS [M-_] CERTIFICATE WILL BE MADE UNLESS THE
TRUSTEE HAS RECEIVED EITHER (A) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM
AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, THE DEPOSITOR AND THE MASTER SERVICER
WITH RESPECT TO THE PERMISSIBILITY OF SUCH TRANSFER UNDER THE EMPLOYEE
RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA") AND SECTION 4975 OF
THE CODE AND STATING, AMONG OTHER THINGS, THAT THE TRANSFEREE'S ACQUISITION OF
THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR
RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR
SECTION 4975 OF THE CODE AND WILL NOT SUBJECT THE TRUSTEE, THE DEPOSITOR OR THE
MASTER SERVICER TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN
IN THE AGREEMENT OR (B) A REPRESENTATION LETTER, IN THE FORM DESCRIBED IN THE
AGREEMENT, EITHER STATING THAT THE TRANSFEREE IS NOT AN EMPLOYEE BENEFIT OR
OTHER PLAN SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF ERISA OR SECTION
4975 OF THE CODE (A "PLAN") OR ANY OTHER PERSON (INCLUDING AN INVESTMENT
MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY PLAN) ACTING, DIRECTLY OR
INDIRECTLY, ON BEHALF OF OR PURCHASING ANY CERTIFICATE WITH "PLAN ASSETS" OF ANY
PLAN (A "PLAN INVESTOR"), OR STATING THAT (I) THE TRANSFEREE IS AN INSURANCE
COMPANY, (II) THE SOURCE OF FUNDS TO BE USED BY IT TO PURCHASE THE CERTIFICATE
IS AN "INSURANCE COMPANY GENERAL ACCOUNT" (WITHIN THE MEANING OF DEPARTMENT OF
LABOR PROHIBITED TRANSACTION CLASS EXEMPTION ("PTCE") 95-60), AND (III) THE
CONDITIONS SET FORTH IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED
(EACH ENTITY THAT SATISFIES THIS CLAUSE (B), A "COMPLYING INSURANCE COMPANY").
NOTWITHSTANDING THE ABOVE, WITH RESPECT TO THE TRANSFER OF THIS
CERTIFICATE TO A DEPOSITORY OR ANY SUBSEQUENT TRANSFER OF ANY INTEREST IN THIS
CERTIFICATE FOR SO LONG AS THIS CERTIFICATE IS HELD BY A DEPOSITORY, (I)
NEITHER, AN OPINION OF COUNSEL NOR A CERTIFICATION, EACH AS DESCRIBED IN THE
FOREGOING PARAGRAPH, SHALL BE REQUIRED, AND (II) THE FOLLOWING CONDITIONS SHALL
APPLY:
B-1
1. ANY TRANSFEREE OF THIS CERTIFICATE WELL BE DEEMED TO HAVE REPRESENTED BY
VIRTUE OF ITS PURCHASE OR HOLDING OF THIS CERTIFICATE (OR INTEREST
HEREIN) THAT EITHER (A) SUCH TRANSFEREE IS NOT A PLAN INVESTOR OR (B)
SUCH TRANSFEREE IS A COMPLYING INSURANCE COMPANY; AND
2. IF THIS CERTIFICATE (OR ANY INTEREST HEREIN) IS ACQUIRED OR HELD IN
VIOLATION OF THE PROVISIONS OF THE PRECEDING PARAGRAPH, THEN THE
LAST PRECEDING TRANSFEREE THAT EITHER (I) IS NOT A PLAN INVESTOR OR
(II) IS A COMPLYING INSURANCE COMPANY SHALL BE RESTORED, TO THE
EXTENT PERMITTED BY LAW, TO ALL RIGHTS AND OBLIGATIONS AS
CERTIFICATE OWNER THEREOF RETROACTIVE TO THE DATE OF SUCH
TRANSFER OF THIS CERTIFICATE. THE TRUSTEE SHALL BE UNDER NO
LIABILITY TO ANY PERSON FOR MAKING ANY PAYMENTS DUE ON THIS
CERTIFICATE TO SUCH PRECEDING TRANSFEREE.
ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS
CERTIFICATE (OR INTEREST HEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS
IN SECTION 5.02(e) OF THE POOLING AND SERVICING AGREEMENT SHALL INDEMNIFY AND
HOLD HARMLESS THE DEPOSITOR, THE TRUSTEE, THE MASTER SERVICER, ANY SUBSERVICER,
AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR
EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.
B-2
Class M-_ Mezzanine Certificate No. 1
Date of Pooling and Servicing [____%] [Adjustable] Pass-Through Rate
Agreement and Cut-off Date
September 1, 2003
First Distribution Date: Percentage Interest: ___%
October 27, 2003
Master Servicer: Aggregate Certificate Principal Balance of the
Residential Funding Corporation Class M-_ Certificates: $________
Final Scheduled Distribution Date: Initial Certificate Principal Balance of this
_________ __, 20__ Class M-_ Certificate:
$__________
Maturity Date: CUSIP
_________ __, 20__
MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES
SERIES 2003-RS8
evidencing a percentage interest in the distributions allocable
to the Class M-_ Certificates with respect to a Trust Fund
consisting primarily of a pool of conventional one- to
four-family fixed and adjustable interest rate, first lien
mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust Fund,
and does not represent an obligation of or interest in Residential Asset
Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or
GMAC Mortgage Group, Inc. or any of their affiliates. Neither this Certificate
nor the underlying Mortgage Loans are guaranteed or insured by any governmental
agency or instrumentality or by Residential Asset Mortgage Products, Inc., the
Master Servicer, the Trustee or GMAC Mortgage Group, Inc. or any of their
affiliates. None of the Depositor, the Master Servicer, GMAC Mortgage Group,
Inc. or any of their affiliates will have any obligation with respect to any
certificate or other obligation secured by or payable from payments on the
Certificates.
This certifies that _________ is the registered owner of the Percentage
Interest evidenced by this Certificate in certain distributions with respect to
the Trust Fund consisting primarily of an interest in a pool of conventional
one- to four-family fixed and adjustable interest rate, first lien mortgage
loans (the "Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc.
(hereinafter called the "Depositor," which term includes any successor entity
under the Agreement referred to below). The Trust Fund was created pursuant to a
Pooling and Servicing Agreement dated as specified above (the "Agreement") among
the Depositor, the Master Servicer and JPMorgan Chase Bank, as trustee (the
"Trustee"), a summary of certain of the pertinent provisions of which is
B-3
set forth hereafter. To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Certificate is
issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of the
acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution will be made on
the 25th day of each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"), commencing as
described in the Agreement, to the Person in whose name this Certificate is
registered [at the close of business on the last day (or if such last day is not
a Business Day, the Business Day immediately preceding such last day) of the
month immediately preceding the month of such distribution] [at the close of
business on the Business Day prior to such Distribution Date] (the "Record
Date"), from the related Available Distribution Amount in an amount equal to the
product of the Percentage Interest evidenced by this Certificate and the amount
of interest and principal, if any, required to be distributed to Holders of
Class M-_ Certificates on such Distribution Date.
Distributions on this Certificate will be made either by the Master
Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the
Trustee in immediately available funds (by wire transfer or otherwise) for the
account of the Person entitled thereto if such Person shall have so notified the
Master Servicer or such Paying Agent, or by check mailed to the address of the
Person entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on this Certificate
will be made after due notice of the pendency of such distribution and only upon
presentation and surrender of this Certificate at the office or agency appointed
by the Trustee for that purpose in the City and State of New York. The Initial
Certificate Principal Balance of this Certificate is set forth above. The
Certificate Principal Balance hereof will be reduced to the extent of the
distributions allocable to principal and any Realized Losses allocable hereto.
As described above, no transfer of this Class M-_ Certificate will be
made unless (i) the Trustee has received either an opinion of counsel or a
representation letter, each as described in the Agreement, relating to the
permissibility of such transfer under ERISA and Section 4975 of the Code, or
(ii) this Certificate is held by a Depository, in which case the Transferee will
be deemed to have made representations relating to the permissibility of such
transfer under ERISA and Section 4975 of the Code, as described in Section
5.02(e) of the Agreement. In addition, any purported Certificate Owner whose
acquisition or holding of this Certificate (or interest herein) was effected in
violation of the restrictions in Section 5.02(e) of the Agreement shall
indemnify and hold harmless the Depositor, the Trustee, the Master Servicer, any
Subservicer, and the Trust Fund from and against any and all liabilities,
claims, costs or expenses incurred by such parties as a result of such
acquisition or holding.
This Certificate is one of a duly authorized issue of Certificates
issued in several Classes designated as Mortgage Asset-Backed Pass-Through
Certificates of the Series specified hereon (herein collectively called the
"Certificates").
B-4
The Certificates are limited in right of payment to certain collections
and recoveries respecting the Mortgage Loans, all as more specifically set forth
herein and in the Agreement. In the event Master Servicer funds are advanced
with respect to any Mortgage Loan, such advance is reimbursable to the Master
Servicer, to the extent provided in the Agreement, from related recoveries on
such Mortgage Loan or from other cash that would have been distributable to
Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders may
be made by the Master Servicer from time to time for purposes other than
distributions to Certificateholders, such purposes including without limitation
reimbursement to the Depositor and the Master Servicer of advances made, or
certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement at any time by the Depositor, the Master
Servicer and the Trustee with the consent of the Holders of Certificates
evidencing in the aggregate not less than 66% of the Percentage Interests of
each Class of Certificates affected thereby. Any such consent by the Holder of
this Certificate shall be conclusive and binding on such Holder and upon all
future holders of this Certificate and of any Certificate issued upon the
transfer hereof or in exchange herefor or in lieu hereof whether or not notation
of such consent is made upon the Certificate. The Agreement also permits the
amendment thereof in certain circumstances without the consent of the Holders of
any of the Certificates and, in certain additional circumstances, without the
consent of the Holders of certain Classes of Certificates.
As provided in the Agreement and subject to certain limitations therein
set forth, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for registration of transfer at the
offices or agencies appointed by the Trustee in the City and State of New York,
duly endorsed by, or accompanied by an assignment in the form below or other
written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by the Holder hereof or such Holder's
attorney duly authorized in writing, and thereupon one or more new Certificates
of authorized denominations evidencing the same Class and aggregate Percentage
Interest will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered Certificates without
coupons in Classes and in denominations specified in the Agreement As provided
in the Agreement and subject to certain limitations therein set forth,
Certificates are exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as requested by the
Holder surrendering the same.
No service charge will be made for any such registration of transfer or
exchange, but the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee and the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Trustee or
the Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the
B-5
Depositor, the Master Servicer, the Trustee nor any such agent shall be affected
by notice to the contrary.
This Certificate shall be governed by and construed in accordance with
the laws of the State of New York.
The obligations created by the Agreement in respect of the Certificates
and the Trust Fund created thereby shall terminate upon the payment to
Certificateholders of all amounts held by or on behalf of the Trustee and
required to be paid to them pursuant to the Agreement following the earlier of
(i) the maturity or other liquidation of the last Mortgage Loan subject thereto
or the disposition of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer
from the Trust Fund of all remaining [Group I] [Group II] Loans and all property
acquired in respect of such [Group I] [Group II] Loans, thereby effecting early
retirement of the related Certificates. The Agreement permits, but does not
require, the Master Servicer (i) to purchase, at a price determined as provided
in the Agreement, all remaining [Group I] [Group II] Loans and all property
acquired in respect of any [Group I] [Group II] Loan or (ii) to purchase in
whole, but not in part, all of the Class A-[_] Certificates and Class M-[_]
Certificates from the Holders thereof, provided, that any such option may only
be exercised if the aggregate Stated Principal Balance of the [Group I] [Group
II] Loans, as of the Distribution Date upon which the proceeds of any such
purchase are distributed is less than ten percent of the Cut-off Date Principal
Balance of the [Group I] [Group II] Loans.
Unless the certificate of authentication hereon has been executed by the
Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
B-6
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
JPMORGAN CHASE BANK,
as Trustee
By: __________________________
Authorized Signatory
Dated: September 29, 2003
CERTIFICATE OF AUTHENTICATION
This is one of the Class M-_ Certificates referred to in the
within-mentioned Agreement.
JPMORGAN CHASE BANK,
as Certificate Registrar
By: __________________________
Authorized Signatory
B-7
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s)
unto
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
(Please print or typewrite name and address including postal zip code of
assignee) the beneficial interest evidenced by the within Trust Certificate and
hereby authorizes the transfer of registration of such interest to assignee on
the Certificate Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new
Certificate of a like denomination and Class, to the above named assignee and
deliver such Certificate to the following address:
-------------------------------------------------------------------------------
Dated:_____________________ __________________________________
Signature by or on behalf of assignor
__________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds to____________________________________ for the account of
____________________________ account number___________________________________
or, if mailed by check, to_______________________.
Applicable statements should be mailed to:_________________________.
This information is provided by ___________________________________, the
assignee named above, or ______________________________, as its agent.
B-8
EXHIBIT C
FORM OF CLASS SB CERTIFICATE
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS [A-_][M- _]
CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED HEREIN).
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR
INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF
1986.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE
RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR
IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER
SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH
THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT (THE
"AGREEMENT").
NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST HEREIN SHALL BE MADE TO ANY PLAN
SUBJECT TO ERISA OR SECTION 4975 OF THE CODE, ANY PERSON ACTING, DIRECTLY OR
INDIRECTLY, ON BEHALF OF ANY SUCH PLAN OR ANY PERSON ACQUIRING SUCH CERTIFICATES
WITH "PLAN ASSETS" OF A PLAN WITHIN THE MEANING OF THE DEPARTMENT OF LABOR
REGULATION PROMULGATED AT 29 C.F.R. ss.2510.3-101( "PLAN ASSETS") UNLESS THE
DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER ARE PROVIDED WITH AN OPINION OF
COUNSEL WHICH ESTABLISHES TO THE SATISFACTION OF THE DEPOSITOR, THE TRUSTEE AND
THE MASTER SERVICER THAT THE PURCHASE OF THIS CERTIFICATE IS PERMISSIBLE UNDER
APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED
TRANSACTION UNDER ERISA OR SECTION 4975 OF THE CODE AND WILL NOT SUBJECT THE
DEPOSITOR, THE MASTER SERVICER, THE TRUSTEE OR THE TRUST FUND TO ANY OBLIGATION
OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975
OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF
COUNSEL SHALL NOT BE AN EXPENSE OF THE DEPOSITOR, THE MASTER SERVICER, THE
TRUSTEE OR THE TRUST FUND.
C-9
Certificate No. __ Variable Pass-Through Rate
Class SB-__ Subordinate
Date of Pooling and Servicing Percentage Interest: ___%
and Cut-off Date:
September 1, 2003
First Distribution Date: Aggregate Initial Certificate Principal Balance
October 27, 2003 of the Class SB-__ Certificates:
$________
Master Servicer: Initial Certificate Principal Balance
Residential Funding Corporation of this Certificate: $________
Final Scheduled Distribution Date: CUSIP: ________
_________ __, 20__
Maturity Date:
_________ __, 20__
MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES
SERIES 2003-RS8
evidencing a percentage interest in the distributions allocable
to the Class SB-__ Certificates with respect to a Trust Fund
consisting primarily of a pool of conventional one- to
four-family fixed and adjustable interest rate first lien
mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust Fund,
and does not represent an obligation of or interest in Residential Asset
Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or
any of their affiliates. Neither this Certificate nor the underlying Mortgage
Loans are guaranteed or insured by any governmental agency or instrumentality or
by Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee
or any of their affiliates. None of the Depositor, the Master Servicer or any of
their affiliates will have any obligation with respect to any certificate or
other obligation secured by or payable from payments on the Certificates.
This certifies that ________ is the registered owner of the Percentage
Interest evidenced by this Certificate in certain distributions with respect to
the Trust Fund consisting primarily of an interest in a pool of conventional
one- to four-family fixed and adjustable interest rate first lien mortgage loans
(the "Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc.
(hereinafter called the "Depositor," which term includes any successor entity
under the Agreement
C-10
referred to below). The Trust Fund was created pursuant to a Pooling and
Servicing Agreement dated as specified above (the "Agreement") among the
Depositor, the Master Servicer and JPMorgan Chase Bank, as trustee (the
"Trustee"), a summary of certain of the pertinent provisions of which is set
forth hereafter. To the extent not defined herein, the capitalized terms used
herein have the meanings assigned in the Agreement. This Certificate is issued
under and is subject to the terms, provisions and conditions of the Agreement,
to which Agreement the Holder of this Certificate by virtue of the acceptance
hereof, assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution will be made on
the 25th day of each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"), commencing as
described in the Agreement, to the Person in whose name this Certificate is
registered at the close of business on the last day (or if such last day is not
a Business Day, the Business Day immediately preceding such last day) of the
month immediately preceding the month of such distribution (the "Record Date"),
from the related Available Distribution Amount in an amount equal to the product
of the Percentage Interest evidenced by this Certificate and the amount of
interest and principal, if any, required to be distributed to Holders of Class
SB-__ Certificates on such Distribution Date.
Distributions on this Certificate will be made either by the Master
Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the
Trustee in immediately available funds (by wire transfer or otherwise) for the
account of the Person entitled thereto if such Person shall have so notified the
Master Servicer or such Paying Agent, or by check mailed to the address of the
Person entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on this Certificate
will be made after due notice of the pendency of such distribution and only upon
presentation and surrender of this Certificate at the office or agency appointed
by the Trustee for that purpose in the City and State of New York. The Notional
Amount of this Class SB-__ Certificate as of any date of determination will be
calculated as described in the Agreement. The Notional Amount hereof will be
reduced by interest shortfalls on the related Loan Group including any
Prepayment Interest Shortfalls not covered by Compensating Interest or related
Excess Cash Flow, and the interest portion of any Realized Losses incurred in
respect thereof. This Class SB-__ Certificate will accrue interest at the
Pass-Through Rate on the Notional Amount as indicated in the definition of
Accrued Certificate Interest in the Agreement. This Class SB-__ Certificate will
not accrue interest on its Certificate Principal Balance.
No transfer of this Class SB-__ Certificate will be made unless such
transfer is exempt from the registration requirements of the Securities Act of
1933, as amended, and any applicable state securities laws or is made in
accordance with said Act and laws. In the event that such a transfer is to be
made, (i) the Trustee or the Depositor may require an opinion of counsel
acceptable to and in form and substance satisfactory to the Trustee and the
Depositor that such transfer is exempt (describing the applicable exemption and
the basis therefor) from or is being made pursuant to the registration
requirements of the Securities Act of 1933, as amended, and of any applicable
statute of any state and (ii) the transferee shall execute an investment letter
in the form described by the Agreement. The Holder hereof desiring to effect
such transfer shall, and does hereby agree to, indemnify the Trustee, the
Depositor, the Master Servicer and the Certificate Registrar acting on
C-11
behalf of the Trustee against any liability that may result if the transfer is
not so exempt or is not made in accordance with such Federal and state laws.
No transfer of this Certificate or any interest herein shall be made to
any Plan subject to ERISA or Section 4975 of the Code, any Person acting,
directly or indirectly, on behalf of any such Plan or any Person acquiring such
Certificates with "plan assets" of a Plan within the meaning of the Department
of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets")
unless the Depositor, the Trustee and the Master Servicer are provided with an
Opinion of Counsel which establishes to the satisfaction of the Depositor, the
Trustee and the Master Servicer that the purchase of this Certificate is
permissible under applicable law, will not constitute or result in any
non-exempt prohibited transaction under ERISA or Section 4975 of the Code and
will not subject the Depositor, the Master Servicer, the Trustee or the Trust
Fund to any obligation or liability (including obligations or liabilities under
ERISA or Section 4975 of the Code) in addition to those undertaken in the
Agreement, which Opinion of Counsel shall not be an expense of the Depositor,
the Master Servicer, the Trustee or the Trust Fund.
This Certificate is one of a duly authorized issue of Certificates
issued in several Classes designated as Mortgage Asset-Backed Pass-Through
Certificates of the Series specified hereon (herein collectively called the
"Certificates").
The Certificates are limited in right of payment to certain collections
and recoveries respecting the Mortgage Loans, all as more specifically set forth
herein and in the Agreement. In the event Master Servicer funds are advanced
with respect to any Mortgage Loan, such advance is reimbursable to the Master
Servicer, to the extent provided in the Agreement, from related recoveries on
such Mortgage Loan or from other cash that would have been distributable to
Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders may
be made by the Master Servicer from time to time for purposes other than
distributions to Certificateholders, such purposes including without limitation
reimbursement to the Depositor and the Master Servicer of advances made, or
certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement from time to time by the Depositor, the
Master Servicer and the Trustee with the consent of the Holders of Certificates
evidencing in the aggregate not less than 66% of the Percentage Interests of
each Class of Certificates affected thereby. Any such consent by the Holder of
this Certificate shall be conclusive and binding on such Holder and upon all
future holders of this Certificate and of any Certificate issued upon the
transfer hereof or in exchange herefor or in lieu hereof whether or not notation
of such consent is made upon the Certificate. The Agreement also permits the
amendment thereof in certain circumstances without the consent of the Holders of
any of the Certificates and, in certain additional circumstances, without the
consent of the Holders of certain Classes of Certificates.
As provided in the Agreement and subject to certain limitations therein
set forth, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for
C-12
registration of transfer at the offices or agencies appointed by the Trustee in
the City and State of New York, duly endorsed by, or accompanied by an
assignment in the form below or other written instrument of transfer in form
satisfactory to the Trustee and the Certificate Registrar duly executed by the
Holder hereof or such Holder's attorney duly authorized in writing, and
thereupon one or more new Certificates of authorized denominations evidencing
the same Class and aggregate Percentage Interest will be issued to the
designated transferee or transferees.
The Certificates are issuable only as registered Certificates without
coupons in Classes and in denominations specified in the Agreement. As provided
in the Agreement and subject to certain limitations therein set forth,
Certificates are exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as requested by the
Holder surrendering the same.
No service charge will be made for any such registration of transfer or
exchange, but the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee, the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Trustee or
the Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the Depositor, the
Master Servicer, the Trustee nor any such agent shall be affected by notice to
the contrary.
This Certificate shall be governed by and construed in accordance with
the laws of the State of New York.
The obligations created by the Agreement in respect of the Certificates
and the Trust Fund created thereby shall terminate upon the payment to
Certificateholders of all amounts held by or on behalf of the Trustee and
required to be paid to them pursuant to the Agreement following the earlier of
(i) the maturity or other liquidation of the last Mortgage Loan subject thereto
or the disposition of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer
from the Trust Fund of all remaining [Group I] [Group II] Loans and all property
acquired in respect of such [Group I] [Group II] Loans, thereby effecting early
retirement of the related Certificates. The Agreement permits, but does not
require, the Master Servicer (i) to purchase, at a price determined as provided
in the Agreement, all remaining [Group I] [Group II] Loans and all property
acquired in respect of any [Group I] [Group II] Loan or (ii) to purchase in
whole, but not in part, all of the Class A-[_] Certificates and Class M-[_]
Certificates from the Holders thereof, provided, that any such option may only
be exercised if the aggregate Stated Principal Balance of the [Group I] [Group
II] Loans, as of the Distribution Date upon which the proceeds of any such
purchase are distributed is less than ten percent of the Cut-off Date Principal
Balance of the [Group I] [Group II] Loans.
C-13
Unless the certificate of authentication hereon has been executed by the
Certificate Registrar by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
C-14
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
JPMORGAN CHASE BANK,
as Trustee
By:
Authorized Signatory
Dated: September 29, 2003
CERTIFICATE OF AUTHENTICATION
This is one of the Class SB-__ Certificates referred to in the
within-mentioned Agreement.
JPMORGAN CHASE BANK,
as Certificate Registrar
By: _______________________________
Authorized Signatory
C-15
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s)
unto
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
(Please print or typewrite name and address including postal zip code of
assignee) the beneficial interest evidenced by the within Trust Certificate and
hereby authorizes the transfer of registration of such interest to assignee on
the Certificate Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new
Certificate of a like denomination and Class, to the above named assignee and
deliver such Certificate to the following address:
-------------------------------------------------------------------------------
Dated:_____________________ __________________________________
Signature by or on behalf of assignor
__________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds to____________________________________ for the account of
____________________________ account number___________________________________
or, if mailed by check, to_______________________.
Applicable statements should be mailed to:_________________________.
This information is provided by ___________________________________, the
assignee named above, or ______________________________, as its agent.
C-16
EXHIBIT D
FORM OF CLASS R CERTIFICATE
THE CLASS R-__ CERTIFICATE WILL NOT BE ENTITLED TO PAYMENTS CONSTITUTING THE
AVAILABLE DISTRIBUTION AMOUNT UNTIL SUCH TIME AS DESCRIBED IN THE POOLING AND
SERVICING AGREEMENT REFERRED TO HEREIN (THE "AGREEMENT").
THIS CERTIFICATE MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED STATES PERSON
OR A DISQUALIFIED ORGANIZATION (AS DEFINED BELOW).
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "RESIDUAL
INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT" AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF
1986 (THE "CODE").
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE
RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR
IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER
SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH
THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT (THE
"AGREEMENT").
NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST HEREIN SHALL BE MADE TO ANY PLAN
SUBJECT TO ERISA OR SECTION 4975 OF THE CODE, ANY PERSON ACTING, DIRECTLY OR
INDIRECTLY, ON BEHALF OF ANY SUCH PLAN OR ANY PERSON ACQUIRING SUCH CERTIFICATES
WITH "PLAN ASSETS" OF A PLAN WITHIN THE MEANING OF THE DEPARTMENT OF LABOR
REGULATION PROMULGATED AT 29 C.F.R. ss.2510.3-101( "PLAN ASSETS") UNLESS THE
DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER ARE PROVIDED WITH AN OPINION OF
COUNSEL WHICH ESTABLISHES TO THE SATISFACTION OF THE DEPOSITOR, THE TRUSTEE AND
THE MASTER SERVICER THAT THE PURCHASE OF THIS CERTIFICATE IS PERMISSIBLE UNDER
APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED
TRANSACTION UNDER ERISA OR SECTION 4975 OF THE CODE AND WILL NOT SUBJECT THE
DEPOSITOR, THE MASTER SERVICER, THE TRUSTEE OR THE TRUST FUND TO ANY OBLIGATION
OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975
OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF
COUNSEL SHALL NOT BE AN EXPENSE OF THE DEPOSITOR, THE MASTER SERVICER, THE
TRUSTEE OR THE TRUST FUND.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY
IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE MASTER SERVICER
AND THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT (A) THE UNITED STATES, ANY STATE
OR POLITICAL SUBDIVISION THEREOF, ANY
E-1
FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR
INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A
COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS. EXEMPT FROM THE TAX
IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX
IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION
1381(a)(2)(C) OF THE CODE, (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES
(A), (B) OR (C) BEING HEREIN REFERRED TO AS A "DISQUALIFIED ORGANIZATION") OR
(D) AN AGENT OF A DISQUALIFIED ORGANIZATION, (2) NO PURPOSE OF SUCH TRANSFER IS
TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX AND (3) SUCH TRANSFEREE SATISFIES
CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE
PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE
REGISTER OR ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CERTIFICATE TO A
DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH
REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND
SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE
HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS
CERTIFICATE. EACH HOLDER OF THIS CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE
SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH.
D-2
Class R-__ Certificate No. __
Date of Pooling and Servicing Percentage Interest: __%
Agreement and Cut-off Date:
September 1, 2003
First Distribution Date: Initial Certificate Principal
October 27, 2003 Balance of this Certificate: $______
Master Servicer:
Residential Funding Corporation
MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES
SERIES 2003-RS8
evidencing a percentage interest in any distributions allocable
to the Class R-__ Certificates with respect to the Trust Fund
consisting primarily of a pool of conventional one- to
four-family fixed and adjustable interest rate first lien
mortgage loans sold by RESIDENTIAL ASSET MORTGAGE. PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust Fund and
does not represent an obligation of or interest in Residential Asset Mortgage
Products, Inc., the Master Servicer, the Trustee referred to below or any of
their affiliates. Neither this Certificate nor the underlying Mortgage Loans are
guaranteed or insured by any governmental agency or instrumentality or by
Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee or
any of their affiliates. None of the Depositor, the Master Servicer or any of
their affiliates will have any obligation with respect to any certificate or
other obligation secured by or payable from payments on the Certificates.
This certifies that ___________ is the registered owner of the
Percentage Interest evidenced by this Certificate in certain distributions with
respect to the Trust Fund consisting primarily of a pool of conventional one- to
four-family fixed and adjustable interest rate first lien mortgage loans (the
"Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc.
(hereinafter called the "Depositor," which term includes any successor entity
under the Agreement referred to below). The Trust Fund was created pursuant to a
Pooling and Servicing Agreement dated as specified above (the "Agreement) among
the Depositor, the Master Servicer and JPMorgan Chase Bank, as trustee (the
"Trustee"), a summary of certain of the pertinent provisions of which is set
forth hereafter. To the extent not defined herein, the capitalized terms used
herein have the meanings assigned in the Agreement. This Certificate is issued
under and is subject to the terms, provisions and conditions of the Agreement,
to which Agreement the Holder of this Certificate by virtue of the acceptance
hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution will be made on
the 25th day of each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"), commencing as
described in the Agreement, to the Person in whose name this
D-3
Certificate is registered at the close of business on the last day (or if such
last day is not a Business Day, the Business Day immediately preceding such last
day) of the month immediately preceding the month of such distribution (the
"Record Date"), from the related Available Distribution Amount in an amount
equal to the product of the Percentage Interest evidenced by this Certificate
and, the amount of interest and principal, if any, required to be distributed to
Holders of Class R Certificates on such Distribution Date.
Each Holder of this Certificate will be deemed to have agreed to be
bound by the restrictions set forth in the Agreement to the effect that (i) each
person holding or acquiring any Ownership Interest in this Certificate must be a
United States Person and a Permitted Transferee, (ii) the transfer of any
Ownership Interest in this Certificate will be conditioned upon the delivery to
the Trustee of, among other things, an affidavit to the effect that it is a
United States Person and Permitted Transferee, (ii) any attempted or purported
transfer of any Ownership Interest in this Certificate in violation of such
restrictions will be absolutely null and void and will vest no rights in the
purported transferee, and (iv) if any person other than a United States Person
and a Permitted Transferee acquires any Ownership Interest in this Certificate
in violation of such restrictions, then the Master Servicer will have the right,
in its sole discretion and without notice to the Holder of this Certificate, to
sell this Certificate to a purchaser selected by the Master Servicer, which
purchaser may be the Master Servicer, or any affiliate of the Master Servicer,
on such terms and conditions as the Master Servicer may choose.
Notwithstanding the above, the final distribution on this Certificate
will be made after due notice of the pendency of such distribution and only upon
presentation and surrender of this Certificate at the office or agency appointed
by the Trustee for that purpose in the City and State of New York. The Holder of
this Certificate may have additional obligations with respect to this
Certificate, including tax liabilities.
No transfer of this Class R-__ Certificate will be made unless such
transfer is exempt from the registration requirements of the Securities Act of
1933, as amended, and any applicable state securities laws or is made in
accordance with said Act and laws. In the event that such a transfer is to be
made, (i) the Trustee or the Depositor may require an opinion of counsel
acceptable to and in form and substance satisfactory to the Trustee and the
Depositor that such transfer is exempt (describing the applicable exemption and
the basis therefor) from or is being made pursuant to the registration
requirements of the Securities Act of 1933, as amended, and of any applicable
statute of any state and (ii) the transferee shall execute an investment letter
in the form described by the Agreement. The Holder hereof desiring to effect
such transfer shall, and does hereby agree to, indemnify the Trustee, the
Depositor, the Master Servicer and the Certificate Registrar acting on behalf of
the Trustee against any liability that may result if the transfer is not so
exempt or is not made in accordance with such Federal and state laws.
No transfer of this Certificate or any interest herein shall be made to
any Plan subject to ERISA or Section 4975 of the Code, any Person acting,
directly or indirectly, on behalf of any such Plan or any Person acquiring such
Certificates with "plan assets" of a Plan within the meaning of the Department
of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets")
unless the Depositor, the Trustee and the Master Servicer are provided with an
Opinion of Counsel which establishes to the satisfaction of the Depositor, the
Trustee and the Master Servicer that the purchase
D-4
of this Certificate is permissible under applicable law, will not constitute or
result in any non-exempt prohibited transaction under ERISA or Section 4975 of
the Code and will not subject the Depositor, the Master Servicer, the Trustee or
the Trust Fund to any obligation or liability (including obligations, or
liabilities under ERISA or Section 4975 of the Code) in addition to those
undertaken in the Agreement, which Opinion of Counsel shall not be an expense of
the Depositor, the Master Servicer, the Trustee or the Trust Fund.
This Certificate is one of a duly authorized issue of Certificates
issued in several Classes designated as Mortgage Asset-Backed Pass-Through
Certificates of the Series specified hereon (herein collectively called the
"Certificates").
The Certificates are limited in right of payment to certain collections
and recoveries respecting the Mortgage Loans, all as more specifically set forth
herein and in the Agreement. In the event Master Servicer funds are advanced
with respect to any Mortgage Loan, such advance is reimbursable to the Master
Servicer, to the extent provided in the Agreement, from related recoveries on
such Mortgage Loan or from other cash that would have been distributable to
Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders may
be made by the Master Servicer from time to time for purposes other than
distributions to Certificateholders, such purposes including without limitation
reimbursement to the Depositor and the Master Servicer of advances made, or
certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement from time to time by the Depositor, the
Master Servicer and the Trustee with the consent of the Holders of Certificates
evidencing in the aggregate not less than 66% of the Percentage Interests of
each Class of Certificates affected thereby. Any such consent by the Holder of
this Certificate shall be conclusive and binding on such Holder and upon all
future holders of this Certificate and of any Certificate issued upon the
transfer hereof or in exchange herefor or in lieu hereof whether or not notation
of such consent is made upon the Certificate. The Agreement also permits the
amendment thereof in certain circumstances without the consent of the Holders of
any of the Certificates and, in certain additional circumstances, without the
consent of the Holders of certain Classes of Certificates.
As provided in the Agreement and subject to certain limitations therein
set forth, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for registration of transfer at the
offices or agencies appointed by the Trustee in the City and State of New York,
duly endorsed by, or accompanied by an assignment in the form below or other
written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by the Holder hereof or such Holder's
attorney duly authorized in writing, and thereupon one or more new Certificates
of authorized denominations evidencing the same Class and aggregate Percentage
Interest will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered Certificates without
coupons in Classes and in denominations specified in the Agreement. As provided
in the Agreement and subject to certain
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limitations therein set forth, Certificates are exchangeable for new
Certificates of authorized denominations evidencing the same Class and aggregate
Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or
exchange, but the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee, the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Trustee or
the Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the Depositor, the
Master Servicer, the Trustee nor any such agent shall be affected by notice to
the contrary.
This Certificate shall be governed by and construed in accordance with
the laws of the State of New York.
The obligations created by the Agreement in respect of these
Certificates and the Trust Fund created thereby shall terminate upon the payment
to Certificateholders of all amounts held by or on behalf of the Trustee and
required to be paid to them pursuant to the Agreement following the earlier of
(i) the maturity or other liquidation of the last Mortgage Loan subject thereto
or the disposition of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer
from the Trust Fund of all remaining Mortgage Loans and all property acquired in
respect of such Mortgage Loans, thereby effecting early retirement of the
related Certificates. The Agreement permits, but does not require, the Master
Servicer (i) to purchase, at a price determined as provided in the Agreement,
all remaining Mortgage Loans and all property acquired in respect of any
Mortgage Loan or (ii) to purchase in whole, but not in part, all of the related
Certificates from the Holders thereof; provided, that any such option may only
be exercised if the aggregate Stated Principal Balance of the related Mortgage
Loans, as of the Distribution Date upon which the proceeds of any such purchase
are distributed is less than ten percent of the Cut-off Date Principal Balance
of the related Mortgage Loans.
Unless the certificate of authentication hereon has been executed by the
Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
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IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
JPMORGAN CHASE BANK,
as Trustee
By:
Authorized Signatory
Dated: September 29, 2003
CERTIFICATE OF AUTHENTICATION
This is one of the Class R-__ Certificates referred to in the
within-mentioned Agreement.
JPMORGAN CHASE BANK,
as Certificate Registrar
By: _______________________________
Authorized Signatory
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ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s)
unto
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
(Please print or typewrite name and address including postal zip code of
assignee) the beneficial interest evidenced by the within Trust Certificate and
hereby authorizes the transfer of registration of such interest to assignee on
the Certificate Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new
Certificate of a like denomination and Class, to the above named assignee and
deliver such Certificate to the following address:
-------------------------------------------------------------------------------
Dated:_____________________ __________________________________
Signature by or on behalf of assignor
__________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds to____________________________________ for the account of
____________________________ account number___________________________________
or, if mailed by check, to_______________________.
Applicable statements should be mailed to:_________________________.
This information is provided by ___________________________________, the
assignee named above, or ______________________________, as its agent.
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EXHIBIT E
CUSTODIAL AGREEMENT
THIS CUSTODIAL AGREEMENT (as amended and supplemented from time
to time, the "Agreement"), dated as of September 1, 2003, by and among JPMORGAN
CHASE BANK, as trustee (including its successors under the Pooling Agreement
defined below, the "Trustee"), RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as
company (together with any successor in interest, the "Company"), RESIDENTIAL
FUNDING CORPORATION, as master servicer (together with any successor in interest
or successor under the Pooling Agreement referred to below, the "Master
Servicer") and XXXXX FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as custodian
(together with any successor in interest or any successor appointed hereunder,
the "Custodian").
W I T N E S S E T H T H A T:
WHEREAS, the Company, the Master Servicer, and the Trustee have
entered into a Pooling and Servicing Agreement, dated as of September 1, 2003,
relating to the issuance of Residential Asset Mortgage Products, Inc., Mortgage
Asset-Backed Pass-Through Certificates, Series 2003-RS8 (as in effect on the
date of this Agreement, the "Original Pooling Agreement," and as amended and
supplemented from time to time, the "Pooling Agreement"); and
WHEREAS, the Custodian has agreed to act as agent for the Trustee
for the purposes of receiving and holding certain documents and other
instruments delivered by the Company and the Master Servicer under the Pooling
Agreement, all upon the terms and conditions and subject to the limitations
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements hereinafter set forth, the Trustee, the Company, the
Master Servicer and the Custodian hereby agree as follows:
ARTICLE I
Definitions
Capitalized terms used in this Agreement and not defined herein
shall have the meanings assigned in the Original Pooling Agreement, unless
otherwise required by the context herein.
ARTICLE II
Custody of Mortgage Documents
Section 2.1 Custodian to Act as Agent: Acceptance of Mortgage Files. The
Custodian, as the duly appointed agent of the Trustee for these purposes,
acknowledges receipt of the Mortgage Files relating to the Mortgage Loans
identified on the schedule attached hereto (the
"Mortgage Files") and declares that it holds and will hold the Mortgage Files as
agent for the Trustee, in trust, for the use and benefit of all present and
future Certificateholders.
Section 2.2 Recordation of Assignments. If any Mortgage File
includes one or more assignments of the related Mortgage Loans to the Trustee
that have not been recorded, each such assignment shall be delivered by the
Custodian to the Company for the purpose of recording it in the appropriate
public office for real property records, and the Company, at no expense to the
Custodian, shall promptly cause to be recorded in the appropriate public office
for real property records each such assignment and, upon receipt thereof from
such public office, shall return each such assignment to the Custodian.
Section 2.3 Review of Mortgage Files.
(a) On or prior to the Closing Date, the Custodian shall deliver
to the Trustee and the Insurer an Initial Certification in the form annexed
hereto as Exhibit One evidencing receipt of a Mortgage File for each Mortgage
Loan listed on the Schedule attached hereto (the "Mortgage Loan Schedule"). The
parties hereto acknowledge that certain documents referred to in Subsection
2.01(b)(i) of the Pooling Agreement may be missing on or prior to the Closing
Date and such missing documents shall be listed as a Schedule to Exhibit One.
(b) Within 45 days of the initial issuance of the Certificates,
the Custodian agrees, for the benefit of Certificateholders and the Insurer, to
review in accordance with the provisions of Section 2.02 of the Pooling
Agreement each Mortgage File and to deliver to the Trustee and the Insurer an
Interim Certification in the form annexed hereto as Exhibit Two to the effect
that all documents required to be delivered pursuant to Section 2.01 (b) of the
Pooling Agreement have been executed and received and that such documents relate
to the Mortgage Loans identified on the Mortgage Loan Schedule, except for any
exceptions listed on Schedule A attached to such Interim Certification. For
purposes of such review, the Custodian shall compare the following information
in each Mortgage File to the corresponding information in the Mortgage Loan
Schedule: (i) the loan number, (ii) the borrower name and (iii) the original
principal balance. The Custodian shall be under no duty or obligation to
inspect, review or examine said documents, instruments, certificates or other
papers to determine that the same are genuine, enforceable, or appropriate for
the represented purpose or that they have actually been recorded or that they
are other than what they purport to be on their face, or that the MIN is
accurate. If in performing the review required by this Section 2.3 the Custodian
finds any document or documents constituting a part of a Mortgage File to be
missing or defective in respect of the items reviewed as described in this
Section 2.3(b), the Custodian shall promptly so notify the Company, the Master
Servicer and the Trustee.
(c) Upon receipt of all documents required to be in the Mortgage
Files the Custodian shall deliver to the Trustee and the Insurer a Final
Certification in the form annexed hereto as Exhibit Three evidencing the
completeness of the Mortgage Files.
Upon receipt of written request from the Trustee, the Company or
the Master Servicer, the Custodian shall as soon as practicable supply the
Trustee with a list of all of the documents relating to the Mortgage Loans
required to be delivered pursuant to Section 2.01 (b) of the Pooling Agreement
not then contained in the Mortgage Files.
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Section 2.4 Notification of Breaches of Representations and
Warranties. If the Custodian discovers, in the course of performing its
custodial functions, a breach of a representation or warranty made by the Master
Servicer or the Company as set forth in the Pooling Agreement with respect to a
Mortgage Loan relating to a Mortgage File, the Custodian shall give prompt
written notice to the Company, the Master Servicer and the Trustee.
Section 2.5 Custodian to Cooperate: Release of Mortgage Files.
Upon the repurchase or substitution of any Mortgage Loan pursuant to Article II
of the Pooling Agreement or payment in full of any Mortgage Loan, or the receipt
by the Master Servicer of a notification that payment in full will be escrowed
in a manner customary for such purposes, the Master Servicer shall immediately
notify the Custodian by delivering to the Custodian a Request for Release (in
the form of Exhibit Four attached hereto or a mutually acceptable electronic
form) and shall request delivery to it of the Mortgage File. The Custodian
agrees, upon receipt of such Request for Release, promptly to release to the
Master Servicer the related Mortgage File. Upon written notification of a
substitution, the Master Servicer shall deliver to the Custodian and the
Custodian agrees to accept the Mortgage Note and other documents constituting
the Mortgage File with respect to any Qualified Substitute Mortgage Loan, upon
receiving written notification from the Master Servicer of such substitution.
Upon receipt of a Request for Release from the Master Servicer,
signed by a Servicing Officer, that (i) the Master Servicer or a Subservicer, as
the case may be, has made a deposit into the Certificate Account in payment for
the purchase of the related Mortgage Loan in an amount equal to the Purchase
Price for such Mortgage Loan or (ii) the Company has chosen to substitute a
Qualified Substitute Mortgage Loan for such Mortgage Loan, the Custodian shall
release to the Master Servicer the related Mortgage File.
From time to time as is appropriate for the servicing or
foreclosures of any Mortgage Loan, including, for this purpose, collection under
any Primary Insurance Policy or any Mortgage Pool Insurance Policy, the Master
Servicer shall deliver to the Custodian a Request for Release certifying as to
the reason for such release. Upon receipt of the foregoing, the Custodian shall
deliver the Mortgage File or such document to the Master Servicer. The Master
Servicer shall cause each Mortgage File or any document therein so released to
be returned to the Custodian when the need therefor by the Master Servicer no
longer exists, unless (i) the Mortgage Loan has been liquidated and the
Liquidation Proceeds relating to the Mortgage Loan have been deposited in the
Custodial Account or (ii) the Mortgage File or such document has been delivered
to an attorney, or to a public trustee or other public official as required by
law, for purposes of initiating or pursuing legal action or other proceedings
for the foreclosure of the Mortgaged Property either judicially or
non-judicially, and the Master Servicer has delivered to the Custodian an
updated Request for Release signed by a Servicing Officer certifying as to the
name and address of the Person to which such Mortgage File or such document was
delivered and the purpose or purposes of such delivery. Immediately upon receipt
of any Mortgage File returned to the Custodian by the Master Servicer, the
Custodian shall deliver a signed acknowledgment to the Master Servicer,
confirming receipt of such Mortgage File.
Upon the request of the Master Servicer, the Custodian will send
to the Master Servicer copies of any documents contained in the Mortgage File.
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Section 2.6 Assumption Agreements. In the event that any
assumption agreement or substitution of liability agreement is entered into with
respect to any Mortgage Loan subject to this Agreement in accordance with the
terms and provisions of the Pooling Agreement, the Master Servicer shall notify
the Custodian that such assumption or substitution agreement has been completed
by forwarding to the Custodian the original of such assumption or substitution
agreement, which shall be added to the related Mortgage File and, for all
purposes, shall be considered a part of such Mortgage File to the same extent as
all other documents and instruments constituting parts thereof.
ARTICLE III
Concerning the Custodian
Section 3.1 Custodian a Bailee and Agent of the Trustee. With
respect to each Mortgage Note, Mortgage and other documents constituting each
Mortgage File which are delivered to the Custodian, the Custodian is exclusively
the bailee and agent of the Trustee and has no instructions to hold any Mortgage
Note or Mortgage for the benefit of any person other than the Trustee and the
Certificateholders and undertakes to perform such duties and only such duties as
are specifically set forth in this Agreement. Except upon compliance with the
provisions of Section 2.5 of this Agreement, no Mortgage Note, Mortgage or other
document constituting a part of a Mortgage File shall be delivered by the
Custodian to the Company or the Master Servicer or otherwise released from the
possession of the Custodian.
The Master Servicer shall promptly notify the Custodian in
writing if it shall no longer be a member of MERS, or if it otherwise shall no
longer be capable of registering and recording Mortgage Loans using MERS. In
addition, the Master Servicer shall (i) promptly notify the Custodian in writing
when a MERS Mortgage Loan is no longer registered with and recorded under MERS
and (ii) concurrently with any such deregistration of a MERS Mortgage Loan,
prepare, execute and record an original assignment from MERS to the Trustee and
deliver such assignment to the Custodian.
Section 3.2 Indemnification. The Company hereby agrees to
indemnify and hold the Custodian harmless from and against all claims,
liabilities, losses, actions, suits or proceedings at law or in equity, or any
other expenses, fees or charges of any character or nature, which the Custodian
may incur or with which the Custodian may be threatened by reason of its acting
as custodian under this Agreement, including indemnification of the Custodian
against any and all expenses, including attorney's fees if counsel for the
Custodian has been approved by the Company, and the cost of defending any
action, suit or proceedings or resisting any claim. Notwithstanding the
foregoing, it is specifically understood and agreed that in the event any such
claim, liability, loss, action, suit or proceeding or other expense, fee or
charge shall have been caused by reason of any negligent act, negligent failure
to act or willful misconduct on the part of the Custodian, or which shall
constitute a willful breach of its duties hereunder, the indemnification
provisions of this Agreement shall not apply.
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Section 3.3 Custodian May Own Certificates. The Custodian in its
individual or any other capacity may become the owner or pledgee of Certificates
with the same rights it would have if it were not Custodian.
Section 3.4 Master Servicer to Pay Custodian's Fees and Expenses.
The Master Servicer covenants and agrees to pay to the Custodian from time to
time, and the Custodian shall be entitled to, reasonable compensation for all
services rendered by it in the exercise and performance of any of the powers and
duties hereunder of the Custodian, and the Master Servicer will pay or reimburse
the Custodian upon its request for all reasonable expenses, disbursements and
advances incurred or made by the Custodian in accordance with any of the
provisions of this Agreement (including the reasonable compensation and the
expenses and disbursements of its counsel and of all persons not regularly in
its employ), except any such expense, disbursement or advance as may arise from
its negligence or bad faith.
Section 3.5 Custodian May Resign: Trustee May Remove Custodian.
The Custodian may resign from the obligations and duties hereby imposed upon it
as such obligations and duties relate to its acting as Custodian of the Mortgage
Loans. Upon receiving such notice of resignation, the Trustee shall either take
custody of the Mortgage Files itself and give prompt notice thereof to the
Company, the Master Servicer and the Custodian, or promptly appoint a successor
Custodian by written instrument, in duplicate, one copy of which instrument
shall be delivered to the resigning Custodian and one copy to the successor
Custodian. If the Trustee shall not have taken custody of the Mortgage Files and
no successor Custodian shall have been so appointed and have accepted
appointment within 30 days after the giving of such notice of resignation, the
resigning Custodian may petition any court of competent jurisdiction for the
appointment of a successor Custodian.
The Trustee may remove the Custodian at any time, with or without
cause. In such event, the Trustee shall appoint, or petition a court of
competent jurisdiction to appoint, a successor Custodian hereunder. Any
successor Custodian shall be a depository institution subject to supervision or
examination by federal or state authority and shall be able to satisfy the other
requirements contained in Section 3.7 and shall be unaffiliated with the Master
Servicer or the Company.
Any resignation or removal of the Custodian and appointment of a
successor Custodian pursuant to any of the provisions of this Section 3.5 shall
become effective upon acceptance of appointment by the successor Custodian. The
Trustee shall give prompt notice to the Company and the Master Servicer of the
appointment of any successor Custodian. No successor Custodian shall be
appointed by the Trustee without the prior approval of the Company and the
Master Servicer.
Section 3.6 Merger or Consolidation of Custodian. Any Person into
which the Custodian may be merged or converted or with which it may be
consolidated, or any Person resulting from any merger, conversion or
consolidation to which the Custodian shall be a party, or any Person succeeding
to the business of the Custodian, shall be the successor of the Custodian
hereunder, without the execution or filing of any paper or any further act on
the part of any of the parties hereto, anything herein to the contrary
notwithstanding.
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Section 3.7 Representations of the Custodian. The Custodian
hereby represents that it is a depository institution subject to supervision or
examination by a federal or state authority, has a combined capital and surplus
of at least $15,000,000 and is qualified to do business in the jurisdictions in
which it will hold any Mortgage File.
ARTICLE IV
Miscellaneous Provisions
Section 4.1 Notices. All notices, requests, consents and demands
and other communications required under this Agreement or pursuant to any other
instrument or document delivered hereunder shall be in writing and, unless
otherwise specifically provided, may be delivered personally, by telegram or
telex, or by registered or certified mail, postage prepaid, return receipt
requested, at the addresses specified on the signature page hereof (unless
changed by the particular party whose address is stated herein by similar notice
in writing), in which case the notice will be deemed delivered when received.
Section 4.2 Amendments. No modification or amendment of or
supplement to this Agreement shall be valid or effective unless the same is in
writing and signed by all parties hereto, and neither the Company, the Master
Servicer nor the Trustee shall enter into any amendment hereof except as
permitted by the Pooling Agreement. The Trustee shall give prompt notice to the
Custodian of any amendment or supplement to the Pooling Agreement and furnish
the Custodian with written copies thereof.
Section 4.3 GOVERNING LAW. THIS AGREEMENT SHALL BE DEEMED A
CONTRACT MADE UNDER THE LAWS OF THE STATE OF NEW YORK AND SHALL BE CONSTRUED AND
ENFORCED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.
Section 4.4 Recordation of Agreement. To the extent permitted by
applicable law, this Agreement is subject to recordation in all appropriate
public offices for real property records in all the counties or other comparable
jurisdictions in which any or all of the properties subject to the Mortgages are
situated, and in any other appropriate public recording office or elsewhere,
such recordation to be effected by the Master Servicer and at its expense on
direction by the Trustee (pursuant to the request of holders of Certificates
evidencing undivided interests in the aggregate of not less than 25% of the
Trust Fund), but only upon direction accompanied by an Opinion of Counsel
reasonably satisfactory to the Master Servicer to the effect that the failure to
effect such recordation is likely to materially and adversely affect the
interests of the Certificateholders.
For the purpose of facilitating the recordation of this Agreement
as herein provided and for other purposes, this Agreement may be executed
simultaneously in any number of counterparts, each of which counterparts shall
be deemed to be an original, and such counterparts shall constitute but one and
the same instrument.
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Section 4.5 Severability of Provisions. If any one or more of the
covenants, agreements, provisions or terms of this Agreement shall be for any
reason whatsoever held invalid, then such covenants, agreements, provisions or
terms shall be deemed severable from the remaining covenants, agreements,
provisions or terms of this Agreement and shall in no way affect the validity or
enforceability of the other provisions of this Agreement or of the Certificates
or the rights of the holders thereof.
IN WITNESS WHEREOF, this Agreement is executed as of the date
first above written.
Address: JPMORGAN CHASE BANK,
as Trustee
0 Xxx Xxxx Xxxxx, 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000 By:________________________
Name: Xxxx XxXxxxxxx
Title: Vice President
Address: RESIDENTIAL ASSET MORTGAGE
PRODUCTS, INC.
0000 Xxxxxxxxxx Xxxx Xxxxxxxxx
Xxxxx 000
Xxxxxxxxxxx, Xxxxxxxxx 00000
By:_________________________
Name: Xxxxxxx Xxxx
Title: Vice President
Address: RESIDENTIAL FUNDING
CORPORATION, as Master Servicer
0000 Xxxxxxxxxx Xxxx Xxxxxxxxx
Xxxxx 000
Xxxxxxxxxxx, Xxxxxxxxx 00000
By:________________________
Name: Xxxxx Xxx
Title: Director
Address: XXXXX FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION
Mortgage Document Custody
One Meridian Crossings - 3rd Floor
Xxxxxxxxx, Xxxxxxxxx 00000
By:_________________________
Name: Xxxx X. Xxxxxx
Title: Assistant Vice President
STATE OF NEW YORK )
)ss.:
COUNTY OF NEW YORK )
On the 29th day of September, 2003, before me, a notary public in
and for said State, personally appeared Xxxx XxXxxxxxx, known to me to be a Vice
President of JPMorgan Chase Bank, that executed the within instrument, and also
known to me to be the person who executed it on behalf of said corporation and
acknowledged to me that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
____________________________
Notary Public
[SEAL]
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 29th day of September, 2003, before me, a notary public in
and for said State, personally appeared Xxxxxxx Xxxx, known to me to be a Vice
President of Residential Asset Mortgage Products, Inc., one of the corporations
that executed the within instrument, and also known to me to be the person who
executed it on behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
_____________________________
Notary Public
[Notarial Seal]
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 29th day of September, 2003, before me, a notary public in
and for said State, personally appeared, Xxxxx Xxx, known to me to be a Director
of Residential Funding Corporation, one of the corporations that executed the
within instrument, and also known to me to be the person who executed it on
behalf of said corporation, and acknowledged to me that such corporation
executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written. .
________________________
Notary Public
[Notarial Seal]
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 29th day of September, 2003, before me, a notary public in
and for said State, personally appeared Xxxx X. Xxxxxx, known to me to be an
Assistant Vice President of Xxxxx Fargo Bank Minnesota, National Association,
one of the corporations that executed the within instrument, and also known to
me to be the person who executed it on behalf of said national banking
association, and acknowledged to me that such national banking association
executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
_____________________
Notary Public
EXHIBIT ONE
FORM OF CUSTODIAN
INITIAL CERTIFICATION
September 29, 2003
JPMorgan Chase Bank Ambac Assurance Corporation
0 Xxx Xxxx Xxxxx, 0xx Xxxxx Xxx Xxxxx Xxxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000 Xxx Xxxx, Xxx Xxxx 00000
Attention: Residential Asset Mortgage Products, Inc., Series 2003-RS8
Re: Custodial Agreement, dated as of September 1, 2003, by and among
JPMorgan Chase Bank, Residential Asset Mortgage Products, Inc.,
Residential Funding Corporation and Xxxxx Fargo Bank Minnesota,
National Association, relating to Mortgage Asset-Backed Pass-Through
Certificates, Series 2003-RS8
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned Custodial
Agreement, and subject to Section 2.02 of the Pooling Agreement, the
undersigned, as Custodian, hereby certifies that it has received a Mortgage File
(which contains an original Mortgage Note or an original Lost Note Affidavit
with a copy of the related Mortgage Note) to the extent required in Section
2.01(b) of the Pooling Agreement with respect to each Mortgage Loan listed in
the Mortgage Loan Schedule, with any exceptions listed on Schedule A attached
hereto.
Capitalized words and phrases used herein shall have the
respective meanings assigned to them in the above-captioned Custodial Agreement.
XXXXX FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION
By:__________________________
Name:________________________
Title:_______________________
EXHIBIT TWO
FORM OF CUSTODIAN INTERIM CERTIFICATION
_____________ __, 2003
JPMorgan Chase Bank Ambac Assurance Corporation
0 Xxx Xxxx Xxxxx, 0xx Xxxxx Xxx Xxxxx Xxxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000 Xxx Xxxx, Xxx Xxxx 00000
Attention: Residential Asset Mortgage Products, Inc., Series 2003-RS8
Re: Custodial Agreement, dated as of September 1, 2003, by and among
JPMorgan Chase Bank, Residential Asset Mortgage Products, Inc.,
Residential Funding Corporation and Xxxxx Fargo Bank Minnesota,
National Association, relating to Mortgage Asset-Backed Pass-Through
Certificates, Series 2003-RS8
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned Custodial
Agreement, the undersigned, as Custodian, hereby certifies that it has received
a Mortgage File to the extent required pursuant to Section 2.01(b) of the
Pooling Agreement with respect to each Mortgage Loan listed in the Mortgage Loan
Schedule, and it has reviewed the Mortgage File and the Mortgage Loan Schedule
and has determined that: all required documents have been executed and received
and that such documents relate to the Mortgage Loans identified on the Mortgage
Loan Schedule, with any exceptions listed on Schedule A attached hereto.
Capitalized words and phrases used herein shall have the
respective meanings assigned to them in the above-captioned Custodial Agreement.
XXXXX FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION
By:__________________________
Name:________________________
Title:_______________________
EXHIBIT THREE
FORM OF CUSTODIAN FINAL CERTIFICATION
_____________ __, 2003
JPMorgan Chase Bank Ambac Assurance Corporation
0 Xxx Xxxx Xxxxx, 0xx Xxxxx Xxx Xxxxx Xxxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000 Xxx Xxxx, Xxx Xxxx 00000
Attention: Residential Asset Mortgage Products, Inc., Series 2003-RS8
Re: Custodial Agreement, dated as of September 1, 2003, by and among
JPMorgan Chase Bank, Residential Asset Mortgage Products, Inc.,
Residential Funding Corporation and Xxxxx Fargo Bank Minnesota,
National Association, relating to Mortgage Asset-Backed Pass-Through
Certificates, Series 2003-RS8
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned Custodial
Agreement, the undersigned, as Custodian, hereby certifies that it has received
a Mortgage File with respect to each Mortgage Loan listed in the Mortgage Loan
Schedule and it has reviewed the Mortgage File and the Mortgage Loan Schedule
and has determined that: all required documents referred to in Section 2.01(b)
of the Pooling Agreement have been executed and received and that such documents
relate to the Mortgage Loans identified on the Mortgage Loan Schedule.
Capitalized words and phrases used herein shall have the
respective meanings assigned to them in the above-captioned Custodial Agreement.
XXXXX FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION
By:__________________________
Name:________________________
Title:_______________________
EXHIBIT FOUR
FORM OF REQUEST FOR RELEASE
DATE:
TO:
RE: REQUEST FOR RELEASE OF DOCUMENTS
In connection with the administration of the pool of Mortgage Loans held by you
for the referenced pool, we request the release of the Mortgage Loan File
described below.
Series Supplement, to the Standard Terms of Pooling and Servicing Agreement,
Dated:
Series#:
Account#:
Pool#:
Loan#:
MIN#:
Borrower Name(s):
Reason for Document Request: (circle one) Mortgage Loan Prepaid in Full
Mortgage Loan Repurchased
"We hereby certify that all amounts received or to be received in connection
with such payments which are required to be deposited have been or will be so
deposited as provided in the Pooling and Servicing Agreement."
______________________________
Residential Funding Corporation
Authorized Signature
****************************************************************
TO CUSTODIAN/TRUSTEE: Please acknowledge this request, and check off documents
being enclosed with a copy of this form. You should retain this form for your
files in accordance with the terms of the Pooling and Servicing Agreement.
Enclosed Documents: [ ] Promissory Note
[ ] Primary Insurance Policy
[ ] Mortgage or Deed of Trust
[ ] Assignment(s) of Mortgage or Deed of Trust
[ ] Title Insurance Policy
[ ] Other: ________________________
___________________________
Name
___________________________
Title
___________________________
Date
EXHIBIT F-1
GROUP I LOAN SCHEDULE
RUN ON : 09/29/03 RFC DISCLOSURE SYSTEM RFFSDFIX-01
AT : 14.32.26 FIXED PASSTHRU REPORT AMORTIZED BALANCE
SERIES : RAMP 2003-RS8 FIXED CUTOFF : 09/01/03
POOL : 0004746
:
:
POOL STATUS: F
RFC LOAN NUMBER SUB SERV FEE
PRINCIPAL BALANCE MSTR SERV FEE
CURR NOTE RATE ALL EXP
RFC NET RATE MISC EXP
NET MTG RATE(INVSTR RATE) SPREAD
POST STRIP RATE STRIP
------------------------------------------------------------------------
1254779 .2500
127,835.72 .0500
8.8750 .0000
8.6250 .0000
8.5750 .0000
8.5750 .0000
1255259 .3750
230,182.45 .0500
9.6250 .0000
9.2500 .0000
9.2000 .0000
9.2000 .0000
1259482 .2500
72,934.62 .0500
9.3750 .0000
9.1250 .0000
9.0750 .0000
9.0750 .0000
1265893 .6250
182,595.23 .0500
9.2500 .0000
8.6250 .0000
8.5750 .0000
8.5750 .0000
1336362 .2500
197,829.05 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1
1350011 .2500
111,944.16 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1355289 .2500
259,061.29 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1355461 .2500
148,311.30 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1357352 .2500
203,597.42 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1357943 .2500
19,301.48 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1360481 .2500
146,263.65 .0500
6.7500 .0000
6.5000 .0000
6.4500 .0000
6.4500 .0000
1360905 .2500
240,762.44 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1
1361442 .2500
186,084.16 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1363829 .2500
157,234.91 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1364375 .2500
36,214.86 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1365345 .3750
155,408.84 .0500
6.5000 .0000
6.1250 .0000
6.0750 .0000
6.0750 .0000
1365367 .5000
172,927.64 .0500
6.6250 .0000
6.1250 .0000
6.0750 .0000
6.0750 .0000
1365725 .2500
169,778.12 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1366316 .2500
267,950.05 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1
1367315 .2500
29,829.45 .0500
7.1250 .0000
6.8750 .0000
6.8250 .0000
6.8250 .0000
1368208 .2500
158,658.49 .0500
6.2500 .0000
6.0000 .0000
5.9500 .0000
5.9500 .0000
1368230 .2500
155,432.36 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1368500 .3750
204,684.67 .0500
7.0000 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1369695 .2500
204,409.53 .0500
6.9250 .0000
6.6750 .0000
6.6250 .0000
6.6250 .0000
1370435 .3750
179,347.71 .0500
7.0000 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1371509 .2500
157,210.50 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1
1371872 .2500
189,903.18 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1372061 .2500
125,159.84 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1372070 .2500
193,066.58 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1372087 .2500
134,325.67 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1373011 .2500
47,093.13 .0500
6.7500 .0000
6.5000 .0000
6.4500 .0000
6.4500 .0000
1385927 .1250
135,018.08 .0500
7.1250 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1491816 .2500
23,308.96 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1
1534018 .2500
346,629.35 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1540229 .2500
56,532.83 .0500
7.6500 .0000
7.4000 .0000
7.3500 .0000
7.3500 .0000
1543034 .2500
91,755.84 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
1547220 .2500
226,746.56 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1548096 .2500
240,918.94 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1548567 .2500
290,804.72 .0500
8.1250 .0000
7.8750 .0000
7.8250 .0000
7.8250 .0000
1549942 .2500
280,222.86 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1
1550071 .2500
228,629.64 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
1551153 .2500
24,466.14 .0500
8.5000 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
1554135 .2500
269,142.83 .0500
7.1250 .0000
6.8750 .0000
6.8250 .0000
6.8250 .0000
1554314 .2500
92,144.10 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1554392 .2500
255,556.87 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1557187 .2500
265,718.84 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1557200 .2500
268,229.60 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1
1557258 .2500
202,186.69 .0500
8.0000 .0000
7.7500 .0000
7.7000 .0000
7.7000 .0000
1557316 .2500
337,670.27 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1557331 .2500
189,909.69 .0500
7.8750 .0000
7.6250 .0000
7.5750 .0000
7.5750 .0000
1557352 .2500
411,431.11 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1560283 .2500
232,405.56 .0500
7.1250 .0000
6.8750 .0000
6.8250 .0000
6.8250 .0000
1561132 .2500
417,358.32 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1561386 .2500
223,701.30 .0500
8.3750 .0000
8.1250 .0000
8.0750 .0000
8.0750 .0000
1
1575530 .2500
150,218.76 .0500
8.6250 .0000
8.3750 .0000
8.3250 .0000
8.3250 .0000
1588430 .2500
93,762.40 .0500
8.5000 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
1588464 .2500
120,642.90 .0500
8.5000 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
1589244 .2500
218,615.95 .0500
8.8750 .0000
8.6250 .0000
8.5750 .0000
8.5750 .0000
1589753 .2500
422,993.37 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
1593068 .2500
519,096.41 .0500
8.0000 .0000
7.7500 .0000
7.7000 .0000
7.7000 .0000
1597209 .2500
63,238.02 .0500
7.8750 .0000
7.6250 .0000
7.5750 .0000
7.5750 .0000
1
1600665 .2500
28,752.83 .0500
8.7500 .0000
8.5000 .0000
8.4500 .0000
8.4500 .0000
1606324 .2500
17,285.46 .0500
8.5000 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
1606446 .2500
2,068.08 .0500
8.5000 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
1606482 .2500
35,671.11 .0500
10.5000 .0000
10.2500 .0000
10.2000 .0000
10.2000 .0000
1609713 .2500
318,121.69 .0500
8.0000 .0000
7.7500 .0000
7.7000 .0000
7.7000 .0000
1650666 .2500
162,586.84 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1653691 .5000
49,770.92 .0500
15.1460 .0000
14.6460 .0000
14.5960 .0000
14.5960 .0000
1
1656032 .2500
33,873.58 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
1656045 .2500
37,071.31 .0500
7.8750 .0000
7.6250 .0000
7.5750 .0000
7.5750 .0000
1656290 .2500
177,045.18 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1657426 .2500
13,270.49 .0500
8.6250 .0000
8.3750 .0000
8.3250 .0000
8.3250 .0000
1657428 .2500
15,953.49 .0500
8.3750 .0000
8.1250 .0000
8.0750 .0000
8.0750 .0000
1657429 .2500
88,219.10 .0500
8.2500 .0000
8.0000 .0000
7.9500 .0000
7.9500 .0000
1671908 .2500
41,559.85 .0500
8.0000 .0000
7.7500 .0000
7.7000 .0000
7.7000 .0000
1
1689704 .2500
511,704.42 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
1690407 .2500
447,003.29 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
1692590 .2500
297,524.16 .0500
8.0000 .0000
7.7500 .0000
7.7000 .0000
7.7000 .0000
1694140 .2500
25,101.59 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1696171 .2500
65,762.44 .0500
8.5000 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
1701470 .2500
460,005.85 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1701668 .2500
419,147.45 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1
1701854 .2500
491,667.52 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
1701864 .2500
244,446.22 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1702177 .2500
256,666.56 .0500
7.6250 .0000
7.3750 .0000
7.3250 .0000
7.3250 .0000
1703467 .2500
337,337.39 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1705643 .2500
406,847.15 .0500
7.5000 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1706184 .2500
266,708.14 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1706488 .2500
274,004.22 .0500
7.3750 .0000
7.1250 .0000
7.0750 .0000
7.0750 .0000
1
1745685 .1250
85,183.39 .0500
6.5000 .0000
6.3750 .0000
6.3250 .0000
6.3250 .0000
1745782 .1250
97,137.23 .0500
7.0000 .0000
6.8750 .0000
6.8250 .0000
6.8250 .0000
1745790 .1250
72,878.58 .0500
6.8750 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1745870 .1250
258,924.06 .0500
6.8750 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1938961 .2500
577,473.43 .0500
8.3750 .0000
8.1250 .0000
8.0750 .0000
8.0750 .0000
1940135 .2500
419,646.26 .0500
8.3750 .0000
8.1250 .0000
8.0750 .0000
8.0750 .0000
1965042 .2500
311,606.64 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
1
1979912 .2500
316,593.56 .0500
7.7500 .0000
7.5000 .0000
7.4500 .0000
7.4500 .0000
2848437 .2500
288,101.09 .0500
8.0000 .0000
7.7500 .0000
7.7000 .0000
7.7000 .0000
3364458 .2500
149,999.70 .0500
6.5000 .0000
6.2500 .0000
6.2000 .0000
6.2000 .0000
3796264 .2500
25,434.36 .0500
8.7500 .0000
8.5000 .0000
8.4500 .0000
8.4500 .0000
3926654 .2500
442,168.36 .0500
8.2500 .0000
8.0000 .0000
7.9500 .0000
7.9500 .0000
7994869 .2500
191,486.54 .0500
6.8750 .0000
6.6250 .0000
6.5750 .0000
6.5750 .0000
8038313 .5000
178,912.70 .0500
9.6000 .0000
9.1000 .0000
9.0500 .0000
9.0500 .0000
1
8211895 .2500
23,553.73 .0500
8.3750 .0000
8.1250 .0000
8.0750 .0000
8.0750 .0000
8217581 .5000
61,535.80 .0500
8.8600 .0000
8.3600 .0000
8.3100 .0000
8.3100 .0000
8282913 .2500
176,519.93 .0500
6.5000 .0000
6.2500 .0000
6.2000 .0000
6.2000 .0000
8284355 .2500
111,068.72 .0500
6.5000 .0000
6.2500 .0000
6.2000 .0000
6.2000 .0000
8335127 .5000
71,420.33 .0500
9.0900 .0000
8.5900 .0000
8.5400 .0000
8.5400 .0000
8340515 .5000
44,569.79 .0500
10.1400 .0000
9.6400 .0000
9.5900 .0000
9.5900 .0000
8353044 .2500
119,322.67 .0500
6.5000 .0000
6.2500 .0000
6.2000 .0000
6.2000 .0000
1
8384412 .5000
109,765.60 .0500
7.7500 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
8385392 .5000
108,953.22 .0500
7.9900 .0000
7.4900 .0000
7.4400 .0000
7.4400 .0000
8388960 .2500
60,673.66 .0500
7.8750 .0000
7.6250 .0000
7.5750 .0000
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8389066 .2500
260,537.62 .0500
6.5000 .0000
6.2500 .0000
6.2000 .0000
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8389132 .2500
151,650.88 .0500
7.3750 .0000
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108,818.50 .0500
5.5000 .0000
5.2500 .0000
5.2000 .0000
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8389156 .2500
80,719.10 .0500
7.2500 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1
8389374 .2500
99,607.23 .0500
6.1250 .0000
5.8750 .0000
5.8250 .0000
5.8250 .0000
8391106 .2500
374,251.51 .0500
6.0000 .0000
5.7500 .0000
5.7000 .0000
5.7000 .0000
8391222 .5000
208,493.06 .0500
8.4900 .0000
7.9900 .0000
7.9400 .0000
7.9400 .0000
8394736 .5000
139,680.72 .0500
9.2500 .0000
8.7500 .0000
8.7000 .0000
8.7000 .0000
8395020 .5000
239,534.86 .0500
8.2200 .0000
7.7200 .0000
7.6700 .0000
7.6700 .0000
8401070 .5000
87,440.65 .0500
11.2500 .0000
10.7500 .0000
10.7000 .0000
10.7000 .0000
8401334 .2500
418,453.95 .0500
5.2500 .0000
5.0000 .0000
4.9500 .0000
4.9500 .0000
1
8402078 .2500
51,713.64 .0500
8.6250 .0000
8.3750 .0000
8.3250 .0000
8.3250 .0000
8402566 .5000
251,793.35 .0500
10.3750 .0000
9.8750 .0000
9.8250 .0000
9.8250 .0000
8405232 .2500
648,671.34 .0500
5.8750 .0000
5.6250 .0000
5.5750 .0000
5.5750 .0000
8407648 .2500
134,778.03 .0500
7.0000 .0000
6.7500 .0000
6.7000 .0000
6.7000 .0000
8414668 .2500
56,602.83 .0500
5.8750 .0000
5.6250 .0000
5.5750 .0000
5.5750 .0000
8414768 .5000
123,918.88 .0500
7.6000 .0000
7.1000 .0000
7.0500 .0000
7.0500 .0000
8415438 .5000
79,840.01 .0500
7.5000 .0000
7.0000 .0000
6.9500 .0000
6.9500 .0000
1
8415646 .2500
277,803.34 .0500
5.6250 .0000
5.3750 .0000
5.3250 .0000
5.3250 .0000
8415734 .2500
179,614.24 .0500
5.6250 .0000
5.3750 .0000
5.3250 .0000
5.3250 .0000
8419302 .2500
207,574.83 .0500
5.8750 .0000
5.6250 .0000
5.5750 .0000
5.5750 .0000
8421786 .5000
60,694.30 .0500
8.7500 .0000
8.2500 .0000
8.2000 .0000
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8422796 .5000
66,429.14 .0500
8.5000 .0000
8.0000 .0000
7.9500 .0000
7.9500 .0000
8422802 .2500
251,677.52 .0500
8.2500 .0000
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7.9500 .0000
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8424130 .2500
233,022.71 .0500
5.8750 .0000
5.6250 .0000
5.5750 .0000
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1
8424960 .2500
710,299.30 .0500
6.0000 .0000
5.7500 .0000
5.7000 .0000
5.7000 .0000
8425656 .5000
59,331.45 .0500
8.8500 .0000
8.3500 .0000
8.3000 .0000
8.3000 .0000
8427260 .2500
179,589.43 .0500
6.2500 .0000
6.0000 .0000
5.9500 .0000
5.9500 .0000
8427580 .2500
106,306.93 .0500
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1
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1
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1
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1
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1
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1
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1
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1
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1
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1
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111,480.10 .0500
6.2500 .0000
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5.5000 .0000
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6.5000 .0000
6.2500 .0000
6.2000 .0000
6.2000 .0000
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180,286.10 .0500
8.6250 .0000
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8.3250 .0000
1
8783539 .5000
172,438.48 .0500
7.8900 .0000
7.3900 .0000
7.3400 .0000
7.3400 .0000
8787373 .2500
135,613.08 .0500
8.8750 .0000
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8.5750 .0000
8788299 .2500
598,744.12 .0500
5.7500 .0000
5.5000 .0000
5.4500 .0000
5.4500 .0000
8788999 .2500
422,696.66 .0500
5.8750 .0000
5.6250 .0000
5.5750 .0000
5.5750 .0000
8794361 .5000
135,744.63 .0500
8.3750 .0000
7.8750 .0000
7.8250 .0000
7.8250 .0000
8794575 .5000
109,943.43 .0500
8.7500 .0000
8.2500 .0000
8.2000 .0000
8.2000 .0000
8796657 .5000
219,132.02 .0500
7.7500 .0000
7.2500 .0000
7.2000 .0000
7.2000 .0000
1
8800175 .2500
257,214.37 .0500
6.0000 .0000
5.7500 .0000
5.7000 .0000
5.7000 .0000
8800699 .2500
372,903.92 .0500
6.1250 .0000
5.8750 .0000
5.8250 .0000
5.8250 .0000
8804829 .2500
53,930.90 .0500
8.2500 .0000
8.0000 .0000
7.9500 .0000
7.9500 .0000
8827687 .2500
215,799.94 .0500
6.3750 .0000
6.1250 .0000
6.0750 .0000
6.0750 .0000
8832065 .2500
265,200.00 .0500
6.2500 .0000
6.0000 .0000
5.9500 .0000
5.9500 .0000
TOTAL NUMBER OF LOANS: 4343
TOTAL BALANCE........: 750,001,297.18
RUN ON : 09/29/03 RFC DISCLOSURE SYSTEM RFFSDFIX-01
AT : 14.32.26 INITIAL SECURITY FEES AMORTIZED BALANCE
SERIES : RAMP 2003-RS8 FIXED FIXED SUMMARY REPORT CUTOFF : 09/01/03
POOL : 0004746
:
:
POOL STATUS: F
WEIGHTED AVERAGES FROM TO
----------------------------------------------------------------------------
CURR NOTE RATE 6.7762 4.5000 15.1460
RFC NET RATE 6.4986 4.2500 14.6460
NET MTG RATE(INVSTR RATE) 6.4486 4.2000 14.5960
POST STRIP RATE 6.4486 4.2000 14.5960
SUB SERV FEE .2777 .1250 .6250
MSTR SERV FEE .0500 .0500 .0500
ALL EXP .0000 .0000 .0000
MISC EXP .0000 .0000 .0000
SPREAD .0000 .0000 .0000
STRIP .0000 .0000 .0000
TOTAL NUMBER OF LOANS: 4343
TOTAL BALANCE........: 750,001,297.18
***************************
* END OF REPORT *
***************************
RUN ON : 09/29/03 RFC DISCLOSURE SYSTEM RFFSD177-01
AT : 14.32.26 FIXED RATE LOAN LISTING AMORTIZED BALANCE
SERIES : RAMP 2003-RS8 FIXED CUTOFF : 09/01/03
POOL : 0004746
:
:
POOL STATUS: F
RFC LOAN # S/S CODE PMT TYPE ORIGINAL BAL LOAN FEATURE
ORIG TERM PRINCIPAL BAL # OF UNITS
ORIG RATE ORIGINAL P+I LTV
CURR NET CURRENT P+I
CITY STATE ZIP LOAN PURP NOTE DATE MI CO CODE
SERVICER LOAN # PROP TYPE 1ST PMT DATE MI CVG
SELLER LOAN # OCCP CODE MATURITY DATE
INVESTOR LOAN #
______________________________________________________________________________
1254779 472/M32 F 384,500.00 ZZ
180 127,835.72 1
8.875 3,871.32 60
8.625 3,871.32
XXXX XXXXX XX 00000 2 10/09/91 00
320129141 05 12/01/91 0
6200496109 O 11/01/06
0
1255259 016/181 F 265,000.00 ZZ
360 230,182.45 1
9.625 2,252.48 69
9.250 2,252.48
XXX XXXXXXX XX 00000 5 10/04/91 00
0001092277 05 12/01/91 0
20063740 O 11/01/21
0
1259482 177/388 F 220,600.00 ZZ
180 72,934.62 1
9.375 2,286.95 55
9.125 2,286.95
XXXXXX XX 00000 2 09/24/91 00
0009748484 03 11/01/91 0
2862760 O 10/01/06
0
1
1265893 013/070 F 214,500.00 ZZ
360 182,595.23 1
9.250 1,764.64 65
8.625 1,764.64
XXXXXXX XX 00000 5 12/12/91 00
006404576 05 02/01/92 0
29004532 O 01/01/22
0
1336362 062/062 F 232,000.00 ZZ
360 197,829.05 1
7.375 1,602.37 80
7.125 1,602.37
XXXXXXXX XX 00000 2 09/03/93 00
1484468 05 11/01/93 0
9300002178 O 10/01/23
0
1350011 372/447 F 129,000.00 ZZ
360 111,944.16 1
7.625 913.05 60
7.375 913.05
XXXX XXXXXX XXX XX 00000 1 08/31/93 00
6128722 05 10/01/93 0
6128722 O 09/01/23
0
1355289 356/356 F 538,000.00 ZZ
180 259,061.29 1
7.500 4,987.33 80
7.250 4,987.33
XXXX XXXX XX 00000 2 12/10/93 00
2076487 05 02/01/94 0
2076487 O 01/01/09
0
1355461 554/076 F 350,000.00 ZZ
180 148,311.30 1
6.875 3,121.49 30
6.625 3,121.49
XXXXXXXXX XX 00000 2 12/20/93 00
15402866 05 02/01/94 0
8646741 O 01/01/09
0
1
1357352 356/356 F 439,000.00 ZZ
180 203,597.42 1
7.375 4,038.47 66
7.125 4,038.47
XXXXXXXXX XX 00000 2 12/27/93 00
2101368 05 03/01/94 0
2101368 O 02/01/09
0
1357943 567/076 F 64,500.00 ZZ
180 19,301.48 1
6.875 575.25 57
6.625 575.25
XXXXX XX 00000 2 12/29/93 00
11441556 01 02/01/94 0
210184 O 01/01/09
0
1360481 526/M32 F 330,000.00 ZZ
180 146,263.65 1
6.750 2,920.20 72
6.500 2,920.20
XXXXXXXX XX 00000 2 07/26/93 00
001155654 05 09/01/93 0
9070905 O 08/01/08
0
1360905 356/356 F 500,000.00 ZZ
180 240,762.44 1
7.500 4,635.07 51
7.250 4,635.07
XXXXXXX XXXXXX XX 00000 5 12/22/93 00
2127728 05 02/01/94 0
2127728 O 01/01/09
0
1361442 356/356 F 385,000.00 ZZ
180 186,084.16 1
7.250 3,514.53 63
7.000 3,514.53
XXX XXXXX XX 00000 2 01/07/94 00
2147726 05 03/01/94 0
2147726 O 02/01/09
0
1
1363829 526/076 F 343,000.00 ZZ
180 157,234.91 1
7.625 3,204.07 70
7.375 3,204.07
XXXXXXXX XX 00000 2 07/13/93 00
11437586 05 09/01/93 0
8633349 O 08/01/08
0
1364375 694/076 F 75,000.00 ZZ
180 36,214.86 1
6.875 668.89 60
6.625 668.89
XXXXXXXX XX 00000 2 01/05/94 00
11440226 05 03/01/94 0
0300102062 O 02/01/09
0
1365345 052/670 F 335,000.00 ZZ
180 155,408.84 1
6.500 2,918.21 61
6.125 2,918.21
XXXXXX XXXX XX 00000 2 11/02/93 00
3120402313 05 01/01/94 0
268639 O 12/01/08
0
1365367 052/670 F 371,000.00 ZZ
180 172,927.64 1
6.625 3,257.36 70
6.125 3,257.36
XXXXXX XX 00000 1 11/05/93 00
3120513653 03 01/01/94 0
271777 O 12/01/08
0
1365725 144/144 F 350,000.00 ZZ
180 169,778.12 1
7.000 3,145.90 70
6.750 3,145.90
XXXXXXXX XXXXXX XX 00000 5 01/24/94 00
160551564000000 05 03/01/94 0
160551564 O 02/01/09
0
1
1366316 246/181 F 560,000.00 ZZ
180 267,950.05 1
7.000 5,033.44 61
6.750 5,033.44
XXXXX XX 00000 5 12/17/93 00
0000621816 05 02/01/94 0
014434 O 01/01/09
0
1367315 201/M32 F 62,000.00 ZZ
180 29,829.45 1
7.125 561.62 34
6.875 561.62
XXX XX XXXX XXX XX 00000 2 11/29/93 00
305565525 05 02/01/94 0
180672127 O 01/01/09
0
1368208 225/M32 F 350,000.00 ZZ
180 158,658.49 1
6.250 3,000.98 74
6.000 3,000.98
XXXXXXX XXXXXXX XX 00000 1 10/18/93 00
702990604 05 12/01/93 0
096809 O 11/01/08
0
1368230 225/181 F 328,800.00 ZZ
180 155,432.36 1
7.000 2,955.35 80
6.750 2,955.35
XXXXX XXXX XX 00000 2 11/10/93 00
0000495759 05 01/01/94 0
2224077 O 12/01/08
0
1368500 195/076 F 525,000.00 T
180 204,684.67 1
7.000 4,718.85 77
6.625 4,718.85
XXXXXXXXX XX 00000 1 12/30/93 00
11439506 05 02/01/94 0
42207 O 01/01/09
0
1
1369695 686/686 F 428,000.00 ZZ
180 204,409.53 1
6.925 3,829.07 80
6.675 3,829.07
XXXXXXXXXX XX 00000 1 12/16/93 00
0815452909 05 02/01/94 0
30815452909 O 01/01/09
0
1370435 334/M32 F 375,000.00 ZZ
180 179,347.71 1
7.000 3,370.61 52
6.625 3,370.61
XXXXX XXXXXX XX 00000 2 12/17/93 00
009508060 05 02/01/94 0
950806 O 01/01/09
0
1371509 450/994 F 326,000.00 T
180 157,210.50 1
7.250 2,975.93 76
7.000 2,975.93
XXX XXXXXXXX XX 00000 2 12/06/93 00
5927981679 05 02/01/94 0
3466695 O 01/01/09
0
1371872 158/076 F 402,000.00 ZZ
180 189,903.18 1
7.000 3,613.29 66
6.750 3,613.29
XXXXXXXXXX XX 00000 2 12/15/93 00
11442456 05 02/01/94 0
2416584 O 01/01/09
0
1372061 076/076 F 266,000.00 ZZ
180 125,159.84 1
6.875 2,372.33 62
6.625 2,372.33
XXXXXX XXXX XX 00000 2 11/23/93 00
13683882 05 01/01/94 0
3683882 O 12/01/08
0
1
1372070 076/076 F 405,000.00 ZZ
180 193,066.58 1
6.875 3,612.02 58
6.625 3,612.02
XXXXXX XX 00000 5 12/14/93 00
13697872 05 02/01/94 0
3697872 O 01/01/09
0
1372087 076/076 F 360,000.00 ZZ
180 134,325.67 1
7.000 3,235.78 80
6.750 3,235.78
XXX XXXXX XX 00000 2 01/01/94 00
13740442 05 03/01/94 0
3740442 O 02/01/09
0
1373011 686/686 F 98,000.00 ZZ
180 47,093.13 1
6.750 867.22 67
6.500 867.22
XXXXXXX XX 00000 2 01/25/94 00
0815266754 05 03/01/94 0
30815266754 O 02/01/09
0
1385927 560/560 F 257,900.00 ZZ
180 135,018.08 1
7.125 2,336.14 68
7.000 2,336.14
XXXXXXX XX 00000 1 07/06/94 00
221506561 05 09/01/94 0
221506561 O 08/01/09
0
1491816 F45/X14 F 37,125.00 ZZ
180 23,308.96 1
7.625 346.80 75
7.375 346.80
XXXXXX XXXXX XX 00000 1 12/14/95 00
8012910066 10 02/01/96 0
741652 O 01/01/11
0
1
1534018 144/144 F 700,000.00 ZZ
180 346,629.35 1
7.500 6,489.09 49
7.250 6,489.09
XXXXX XXXXXX XX 00000 4 11/27/96 00
160588103000000 05 01/01/97 0
129440953 O 12/01/11
0
1540229 439/G02 F 82,500.00 ZZ
180 56,532.83 1
7.650 771.84 75
7.400 771.84
XXXXXXXXXXX XX 00000 1 11/07/96 00
0430080291 05 01/01/97 0
1882489 O 12/01/11
0
1543034 387/M32 F 136,000.00 ZZ
180 91,755.84 1
7.750 1,280.14 80
7.500 1,280.14
XXXXXXX XX 00000 1 10/31/96 00
306127994 05 12/01/96 0
830919 O 11/01/11
0
1547220 550/550 F 330,000.00 ZZ
180 226,746.56 1
7.500 3,059.14 72
7.250 3,059.14
XX XXXXXX XX 00000 1 12/19/96 00
120213744000000 05 02/01/97 0
120213744 O 01/01/12
0
1548096 F16/G02 F 395,000.00 ZZ
180 240,918.94 1
7.000 3,550.38 78
6.750 3,550.38
XXXXXXXXXXX XX 00000 2 12/03/96 00
0430148767 03 02/01/97 0
93816084 O 01/01/12
0
1
1548567 076/076 F 420,000.00 ZZ
180 290,804.72 1
8.125 4,044.11 75
7.875 4,044.11
XXXXX XX 00000 5 11/22/96 00
17065172 05 01/01/97 0
7065172 O 12/01/11
0
1549942 893/G02 F 450,000.00 ZZ
180 280,222.86 1
7.375 4,139.65 71
7.125 4,139.65
XXXXXXXX XX 00000 2 02/05/97 00
0430155952 05 04/01/97 0
1549942 O 03/01/12
0
1550071 286/286 F 335,000.00 ZZ
180 228,629.64 1
6.875 2,987.72 64
6.625 2,987.72
XXXXXXXXXXX XX 00000 2 01/03/97 00
8596732 03 03/01/97 0
8596732 O 02/01/12
0
1551153 E22/G02 F 41,000.00 ZZ
180 24,466.14 2
8.500 403.74 54
8.250 403.74
XXXX XXXXX XX 00000 2 01/08/97 00
0410251508 05 03/01/97 0
410251508 O 02/01/12
0
1554135 267/405 F 392,000.00 ZZ
180 269,142.83 1
7.125 3,550.86 80
6.875 3,550.86
XXXXXX XXXXX XX XX 00000 2 01/13/97 00
541444155 05 03/01/97 0
4441559 O 02/01/12
0
1
1554314 025/025 F 408,188.59 ZZ
116 92,144.10 1
7.250 4,904.99 64
7.000 4,904.99
XXXXXXXXXXXX XX 00000 2 08/01/95 00
0006220164 05 10/01/95 0
UNKNOWN O 05/01/05
0
1554392 025/025 F 390,000.00 T
180 255,556.87 1
7.375 3,587.70 80
7.125 3,587.70
XXXXX XXXXX XXX XX 00000 1 06/14/96 00
0002505048 01 08/01/96 0
250504 O 07/01/11
0
1557187 354/S48 F 388,000.00 ZZ
180 265,718.84 1
7.625 3,624.43 80
7.375 3,624.43
XXXXXXX XX 00000 1 11/18/96 00
0020690442 09 01/01/97 0
20690442 O 12/01/11
0
1557200 354/S48 F 390,400.00 ZZ
180 268,229.60 1
7.500 3,619.06 80
7.250 3,619.06
XXXXX XX 00000 1 12/11/96 00
0020696704 05 02/01/97 0
20696704 O 01/01/12
0
1557258 354/S48 F 390,000.00 ZZ
180 202,186.69 1
8.000 3,727.05 70
7.750 3,727.05
XXXX XXXXX XX 00000 2 12/20/96 00
0020747317 05 02/01/97 0
20747317 O 01/01/12
0
1
1557316 354/S48 F 500,000.00 ZZ
180 337,670.27 1
7.625 4,670.65 75
7.375 4,670.65
XXXXXXXXXX XXXX XX 00000 1 12/12/96 00
0024875650 05 02/01/97 0
24875650 O 01/01/12
0
1557331 354/S48 F 280,000.00 ZZ
180 189,909.69 1
7.875 2,655.66 80
7.625 2,655.66
XXXXXXXX XX 00000 1 12/13/96 00
0024899379 05 02/01/97 0
24899379 O 01/01/12
0
1557352 354/S48 F 600,000.00 ZZ
180 411,431.11 1
7.375 5,519.54 66
7.125 5,519.54
XXXXXXX XX 00000 1 12/20/96 00
0024931206 05 02/01/97 0
24931206 O 01/01/12
0
1560283 369/G02 F 336,500.00 ZZ
180 232,405.56 1
7.125 3,048.13 66
6.875 3,048.13
XXXXXXXXX XX 00000 1 02/04/97 00
0430164335 03 04/01/97 0
0049931868 O 03/01/12
0
1561132 354/S48 F 600,000.00 ZZ
180 417,358.32 1
7.375 5,519.54 59
7.125 5,519.54
XXXXXXX XX 00000 1 02/07/97 00
0024878175 03 04/01/97 0
24878175 O 03/01/12
0
1
1561386 637/K77 F 240,000.00 ZZ
360 223,701.30 1
8.375 1,824.18 80
8.125 1,824.18
XXXXXX XXXXXX XX 00000 1 11/18/96 00
626002598 05 01/01/97 0
9383274 O 12/01/26
0
1575530 637/G02 F 161,437.00 ZZ
360 150,218.76 1
8.625 1,255.64 74
8.375 1,255.64
XXXXXXXX XX 00000 1 05/09/97 00
0430247288 07 07/01/97 0
9680232 O 06/01/27
0
1588430 074/G02 F 100,000.00 T
360 93,762.40 1
8.500 768.91 59
8.250 768.91
NORTH XXXXX XXX XX 00000 1 04/28/97 00
0430268672 06 06/01/97 0
1312027352 O 05/01/27
0
1588464 074/G02 F 144,000.00 ZZ
240 120,642.90 1
8.500 1,249.67 80
8.250 1,249.67
XXXXXXXXXXX XX 00000 5 04/22/97 00
0430269019 05 06/01/97 0
1504120276 O 05/01/17
0
1589244 074/074 F 300,000.00 ZZ
180 218,615.95 1
8.875 3,020.54 41
8.625 3,020.54
XXX XXXX XX 00000 5 04/18/97 00
1106053343 12 06/01/97 0
1106053343 O 05/01/12
0
1
1589753 181/181 F 453,900.00 ZZ
360 422,993.37 1
7.750 3,251.80 79
7.500 3,251.80
XXXXXX XX 00000 2 05/15/97 00
0005681839 03 07/01/97 0
5681839 O 06/01/27
0
1593068 623/994 F 556,000.00 ZZ
360 519,096.41 1
8.000 4,079.73 80
7.750 4,079.73
XXXXXXX XX 00000 2 05/12/97 00
5965304479 05 07/01/97 0
918344 O 06/01/27
0
1597209 E22/G02 F 69,000.00 ZZ
360 63,238.02 1
7.875 500.30 72
7.625 500.30
XXXXXXXX XX 00000 2 06/19/97 00
0410442040 05 08/01/97 0
410442040 O 07/01/27
0
1600665 074/074 F 45,000.00 ZZ
180 28,752.83 1
8.750 449.76 48
8.500 449.76
XXXXXX XXXXX XX 00000 1 04/14/97 00
1111099751 11 06/01/97 0
1111099751 O 05/01/12
0
1606324 J98/H74 F 37,735.59 ZZ
131 17,285.46 1
8.500 443.03 59
8.250 443.03
XXXXXX XX 00000 2 08/12/96 00
0144410 05 09/12/96 0
13042087 O 07/12/07
0
1
1606446 J98/U56 F 12,822.55 ZZ
140 2,068.08 1
8.500 145.30 41
8.250 145.30
XXXXXXXXXX XX 00000 5 04/02/93 00
0655468288 05 05/05/93 0
13042737 O 12/05/04
0
1606482 J98/U56 F 55,000.00 ZZ
239 35,671.11 2
10.500 550.00 71
10.250 550.00
XXXXXXXXXX XX 00000 1 10/17/91 00
0655468338 05 12/05/91 0
13043321 O 10/05/11
0
1609713 074/074 F 340,000.00 ZZ
360 318,121.69 1
8.000 2,494.80 83
7.750 2,494.80
XXXXXXXXX XX 00000 1 07/21/97 22
1115002569 05 09/01/97 12
1115002569 O 08/01/27
611878
1650666 491/S48 F 224,000.00 ZZ
180 162,586.84 1
7.375 2,060.63 80
7.125 2,060.63
XXXXXXXXX XX 00000 1 08/27/97 00
4862893064 01 11/01/97 0
62893068 O 10/01/12
0
1653691 K39/U56 F 59,953.80 ZZ
180 49,770.92 1
15.146 845.12 67
14.646 845.12
XXXXXX XX 00000 5 07/30/97 00
0655469054 27 09/07/97 0
5006998 O 08/07/12
0
1
1656032 074/074 F 50,000.00 ZZ
180 33,873.58 1
7.750 470.64 77
7.500 470.64
XXXXXXXX XX 00000 1 10/06/97 00
1106084686 12 12/01/97 0
1106084686 O 11/01/12
0
1656045 074/074 F 50,000.00 ZZ
180 37,071.31 1
7.875 474.23 80
7.625 474.23
XXXXX XXXXX XXX XX 00000 1 10/08/97 00
1111130137 12 12/01/97 0
1111130137 O 11/01/12
0
1656290 356/G02 F 240,000.00 ZZ
180 177,045.18 1
7.625 2,241.92 78
7.375 2,241.92
XXXXXXX XX 00000 2 10/17/97 00
0430489765 05 12/01/97 0
2436368 O 11/01/12
0
1657426 074/074 F 21,000.00 ZZ
180 13,270.49 1
8.625 208.34 70
8.375 208.34
XXXXX XX 00000 1 10/28/97 00
1111125261 11 12/01/97 0
1111125261 O 11/01/12
0
1657428 074/074 F 25,000.00 ZZ
180 15,953.49 1
8.375 244.36 56
8.125 244.36
XXXX XXXX XX 00000 1 10/30/97 00
0000000000 11 12/01/97 0
0000000000 O 11/01/12
0
1
1657429 074/074 F 125,000.00 ZZ
180 88,219.10 1
8.250 1,212.68 60
8.000 1,212.68
XXX XXXX XX 00000 5 10/21/97 00
1111133077 11 12/01/97 0
1111133077 O 11/01/12
0
1671908 575/G61 F 44,427.00 ZZ
360 41,559.85 1
8.000 325.99 101
7.750 325.99
XXXXXXXXXXXX XX 00000 1 06/30/97 98
0000162693 07 08/01/97 99
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0
1689704 074/074 F 543,750.00 ZZ
360 511,704.42 1
7.750 3,895.49 75
7.500 3,895.49
XXXXXXXX XX 00000 2 01/12/98 00
1101231885 05 03/01/98 0
1101231885 O 02/01/28
611886
1690407 074/G02 F 475,000.00 ZZ
360 447,003.29 1
7.750 3,402.96 74
7.500 3,402.96
XXXX XXXXXX XX 00000 5 01/09/98 00
0430650101 05 03/01/98 0
1513237070 O 02/01/28
611628
1692590 976/076 F 372,000.00 ZZ
360 297,524.16 1
8.000 2,729.61 83
7.750 2,729.61
XXXXXXXXXX XX 00000 2 11/22/97 11
13999288 05 01/01/98 12
5151354 O 12/01/27
611646
1
1694140 429/S48 F 27,096.00 ZZ
360 25,101.59 1
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7.250 189.46
XXXXX XX 00000 1 03/21/97 98
0010513981 05 05/01/97 99
10513981 O 04/01/27
0
1696171 172/G61 F 71,728.00 ZZ
360 65,762.44 1
8.500 551.53 99
8.250 551.53
XXXXXXXXX XX 00000 1 10/19/95 98
0000166090 05 12/01/95 99
21846522 O 11/01/25
0
1701470 025/025 F 537,000.00 ZZ
360 460,005.85 1
7.625 3,800.85 75
7.375 3,800.85
XXXXXXXX XX 00000 2 01/30/98 00
0001135458 03 03/01/98 0
113545 O 02/01/28
611979
1701668 025/025 F 447,900.00 ZZ
360 419,147.45 1
7.250 3,055.47 80
7.000 3,055.47
XXXXXXX XX 00000 1 01/30/98 00
0006827059 03 03/01/98 0
682705 O 02/01/28
611777
1701854 E09/G02 F 526,000.00 ZZ
360 491,667.52 1
7.750 3,768.33 54
7.500 3,768.33
XXX XXXXX XX 00000 5 02/20/98 00
0430664599 03 04/01/98 0
01002841 O 03/01/28
611984
1
1701864 685/G02 F 261,000.00 ZZ
360 244,446.22 1
7.250 1,780.48 87
7.000 1,780.48
XXX XXXX XX 00000 5 02/20/98 01
0430673889 05 04/01/98 25
111023 O 03/01/28
611986
1702177 757/G02 F 272,800.00 ZZ
360 256,666.56 1
7.625 1,930.87 80
7.375 1,930.87
XXXXXX XX 00000 2 02/20/98 00
0430672717 05 04/01/98 0
3342078 O 03/01/28
611793
1703467 686/686 F 367,000.00 ZZ
360 337,337.39 1
7.250 2,503.59 61
7.000 2,503.59
XXXXXX XXXXX XX 00000 2 02/09/98 00
0818732638 05 04/01/98 0
818732638 O 03/01/28
611811
1705643 638/G02 F 433,000.00 ZZ
360 406,847.15 1
7.500 3,027.60 69
7.250 3,027.60
XXXXXXX XXXXX XX 00000 2 02/13/98 00
0430668897 05 04/01/98 0
08710616 O 03/01/28
611834
1706184 A13/G02 F 293,000.00 ZZ
360 266,708.14 1
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7.125 2,023.68
XXXXXX XX 00000 2 01/30/98 00
0430669671 05 04/01/98 0
980011295 O 03/01/28
611840
1
1706488 A52/G02 F 291,800.00 ZZ
360 274,004.22 1
7.375 2,015.39 71
7.125 2,015.39
XXXXXXXX XX 00000 5 03/04/98 00
0430668947 03 05/01/98 0
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611843
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0
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0
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0
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0
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1
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0
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0
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0
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1
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0
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0
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1
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0
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0
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0
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1
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0
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0
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0
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0
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1
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0
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0
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0
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0
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0
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0
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0
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0
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1
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0
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0
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0
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0
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1
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0
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0
8501298 964/U57 F 550,000.00 ZZ
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0
8501300 964/U57 F 117,600.00 ZZ
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0
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0
1
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0
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0
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0
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0
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1
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0
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0
8502306 E22/U57 F 80,000.00 ZZ
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0
8502308 E22/U57 F 121,000.00 ZZ
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0
8502310 E22/U57 F 750,000.00 T
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0
1
8502324 E22/U57 F 114,900.00 ZZ
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0417161809 O 08/01/18
0
8502330 E22/U57 F 133,000.00 ZZ
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0
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0
8502352 E22/U57 F 160,000.00 ZZ
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0
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0
1
8502390 E22/U57 F 308,000.00 ZZ
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0
8502408 E22/U57 F 87,500.00 ZZ
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0
8502416 E22/U57 F 131,592.00 ZZ
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0
8502426 E22/U57 F 102,400.00 ZZ
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0
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0
1
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0
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0
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0
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0
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0
1
8502512 E22/U57 F 80,100.00 ZZ
360 80,040.56 1
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0
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0
8502560 E22/U57 F 93,600.00 ZZ
360 93,523.28 1
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0417774130 N 08/01/33
0
8502588 E22/G01 F 143,450.00 ZZ
360 143,320.32 1
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0
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0
1
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0417819711 O 08/01/33
0
8502694 E22/U57 F 129,600.00 ZZ
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0
8502718 E22/U57 F 46,500.00 ZZ
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0
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0417934007 O 08/01/33
0
8502732 E22/U57 F 160,000.00 ZZ
360 159,848.18 1
6.250 985.15 80
6.000 985.15
XXXXXXXXX XX 00000 5 07/25/03 00
0417936036 01 09/01/03 0
0417936036 N 08/01/33
0
1
8502734 E22/U57 F 55,000.00 ZZ
360 54,954.91 2
7.000 365.92 100
6.750 365.92
XXXXXXXXX XX 00000 1 07/25/03 01
0417937265 05 09/01/03 35
0417937265 N 08/01/33
0
8502752 E22/U57 F 197,880.00 ZZ
360 197,725.64 1
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7.000 1,349.89
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0417967288 05 09/01/03 35
0417967288 N 08/01/33
0
8502778 E22/U57 F 178,000.00 ZZ
360 177,861.15 1
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XXXXXX XXXXXXX XX 00000 1 07/22/03 01
0418004834 05 09/01/03 35
0418004834 N 08/01/33
0
8502780 E22/U57 F 51,750.00 ZZ
360 51,699.70 1
6.125 314.44 90
5.875 314.44
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0417634821 05 09/01/03 25
0417634821 N 08/01/33
0
8502972 G34/U57 F 193,200.00 ZZ
360 193,007.67 1
6.000 1,158.33 73
5.750 1,158.33
XXXX XXXXXX XXX XX 00000 2 07/15/03 00
0436373344 05 09/01/03 0
99306199 O 08/01/33
0
1
8503056 Q64/U57 F 138,900.00 ZZ
180 138,722.25 1
8.250 1,043.51 100
7.750 1,043.51
XXXXX XXXXXXXXX XX 00000 1 06/27/03 23
0436260442 05 08/01/03 0
2115100355 O 07/01/18
0
8503086 Q64/U57 F 127,000.00 ZZ
360 126,829.00 1
8.000 931.88 91
7.500 931.88
XXXXXXXX XX 00000 2 06/27/03 23
0436256515 03 08/01/03 0
2117100144 O 07/01/33
0
8503090 Q64/U57 F 77,000.00 ZZ
360 76,913.34 1
8.875 612.65 95
8.375 612.65
XXXXXXXXXX XX 00000 1 07/02/03 23
0436256200 05 08/01/03 0
2121100105 O 07/01/33
0
8503116 Q64/U57 F 75,600.00 ZZ
360 75,512.68 1
8.750 594.75 90
8.250 594.75
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0436263727 05 08/01/03 0
0307808105 O 07/01/33
0
8503182 Q64/U57 F 54,000.00 ZZ
360 53,934.35 1
8.500 415.21 90
8.000 415.21
XXX XXXXXXX XX 00000 1 07/07/03 23
0436267306 05 08/01/03 0
2117100096 O 07/01/33
0
1
8503204 Q64/U57 F 82,650.00 ZZ
180 82,587.10 1
7.375 570.85 95
6.875 570.85
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0436265664 05 09/01/03 0
2115100544 O 08/01/18
0
8503246 Q64/U57 F 135,000.00 ZZ
360 134,918.21 1
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XXXXX XX 00000 1 07/09/03 23
0436264618 03 09/01/03 0
2109101182 O 08/01/33
0
8503250 Q64/U57 F 99,000.00 ZZ
360 98,948.67 1
9.250 814.45 90
8.750 814.45
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0436256937 05 09/01/03 0
2113100163 O 08/01/33
0
8503252 Q64/U57 F 143,800.00 ZZ
360 143,593.32 1
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7.250 1,030.21
XXXX XXXXX XX 00000 5 06/30/03 23
0436255947 05 08/01/03 0
2109100880 O 07/01/33
0
8503290 Q64/U57 F 103,500.00 ZZ
360 103,450.42 1
9.625 879.74 100
9.125 879.74
XXXXXX XXXX XX 00000 1 07/10/03 23
0436256770 05 09/01/03 0
0108004300 O 08/01/33
0
1
8503298 Q64/U57 F 122,650.00 ZZ
360 122,538.10 1
9.875 1,065.03 100
9.375 1,065.03
XXXX XXXXX XX 00000 1 07/03/03 23
0436256242 05 08/01/03 0
2111100677 O 07/01/33
0
8503302 Q64/U57 F 144,000.00 ZZ
360 143,912.76 1
8.500 1,107.24 90
8.000 1,107.24
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0436266522 05 09/01/03 0
0107865701 O 08/01/33
0
8503340 Q64/U57 F 148,500.00 ZZ
360 148,309.95 1
8.250 1,115.64 90
7.750 1,115.64
XXXX XX XXXXX XX 00000 5 06/30/03 23
0436263628 05 08/01/03 0
2111100548 O 07/01/33
0
8503608 588/G01 F 365,900.00 ZZ
360 365,526.95 1
5.875 2,164.44 80
5.625 2,164.44
XXXXXXX XX 00000 1 07/10/03 00
0436266944 03 09/01/03 0
00010950607 O 08/01/33
0
8503852 286/286 F 151,500.00 ZZ
360 151,225.33 1
6.500 957.59 79
6.250 957.59
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2261166 05 08/01/03 0
2261166 N 07/01/33
0
1
8503870 286/286 F 166,410.00 ZZ
360 165,998.39 3
7.000 1,107.13 90
6.750 1,107.13
XXXXXXXXXX XX 00000 1 05/30/03 11
2030049 05 07/01/03 25
2030049 N 06/01/33
0
8503888 286/286 F 117,000.00 ZZ
360 116,748.91 1
6.250 720.39 90
6.000 720.39
XXXXXX XX 00000 1 06/09/03 11
2391633 05 08/01/03 25
2391633 N 07/01/33
0
8503894 286/286 F 463,000.00 ZZ
360 462,097.68 2
6.125 2,813.24 90
5.875 2,813.24
SOUTH OZONE XXX XX 00000 1 06/06/03 04
2445150 05 08/01/03 25
2445150 O 07/01/33
0
8503906 286/286 F 121,500.00 ZZ
360 121,295.26 1
6.875 798.17 90
6.625 798.17
XXXXXXXXX XX 00000 1 06/06/03 11
2432766 05 08/01/03 25
2432766 N 07/01/33
0
8503912 286/286 F 108,000.00 ZZ
360 107,726.22 2
6.875 709.49 90
6.625 709.49
XXXXXXXX XX 00000 1 05/29/03 12
234786 05 07/01/03 25
234786 N 06/01/33
0
1
8503942 286/286 F 102,600.00 ZZ
360 102,339.92 2
6.875 674.01 90
6.625 674.01
XXXXXXXXXX XX 00000 1 05/23/03 11
2345849 05 07/01/03 25
2345849 N 06/01/33
0
8503950 286/286 F 245,000.00 ZZ
180 243,292.89 1
5.875 2,050.95 49
5.625 2,050.95
XXXXXX XX 00000 2 06/03/03 00
2412082 05 08/01/03 0
2412082 O 07/01/18
0
8503958 286/286 F 328,350.00 ZZ
360 327,387.69 1
6.125 1,995.09 73
5.875 1,995.09
XXXXXX XX 00000 2 05/27/03 00
2338918 05 07/01/03 0
2338918 O 06/01/33
0
8503962 286/286 F 104,000.00 ZZ
180 103,244.19 1
5.375 842.89 57
5.125 842.89
XXXXXXXX XXXXXX XX 00000 2 06/02/03 00
2136708 05 08/01/03 0
2136708 O 07/01/18
0
8503966 286/286 F 495,200.00 ZZ
360 492,856.33 1
6.125 3,008.89 80
5.875 3,008.89
XXXXXXX XXXXX XX 00000 2 05/28/03 00
2337678 05 07/01/03 0
2337678 O 06/01/33
0
1
8503982 286/286 F 31,950.00 ZZ
360 31,899.99 2
7.250 217.96 90
7.000 217.96
XXXXXXXXX XX 00000 1 05/29/03 10
2208922 05 08/01/03 25
2208922 N 07/01/33
0
8503992 286/286 F 429,000.00 ZZ
360 427,712.34 1
6.000 2,572.08 79
5.750 2,572.08
XXXXXX XX 00000 2 05/23/03 00
2405914 05 07/01/03 0
2405914 O 06/01/33
0
8504008 286/286 F 76,000.00 ZZ
360 75,862.20 1
6.500 480.38 80
6.250 480.38
XXXX XXXXXX XX 00000 1 06/13/03 00
2026992 05 08/01/03 0
2026992 N 07/01/33
0
8504024 286/286 F 175,000.00 ZZ
360 174,658.95 2
6.125 1,063.32 85
5.875 1,063.32
XXX XXXXXXXXX XX 00000 5 06/06/03 23
1567342 05 08/01/03 0
1567342 O 07/01/33
0
8504026 286/286 F 140,000.00 ZZ
180 138,533.18 4
5.875 1,171.97 85
5.625 1,171.97
XXXXXXX XX 00000 5 05/19/03 19
2255948 05 07/01/03 12
2255948 O 06/01/18
0
1
8504034 286/286 F 284,000.00 ZZ
360 283,147.57 1
6.000 1,702.73 80
5.750 1,702.73
XXXXXXXX XXXXXX XX 00000 1 05/29/03 00
2361210 03 07/01/03 0
2361210 O 06/01/33
0
8504044 286/286 F 246,000.00 ZZ
180 244,230.90 1
5.500 2,010.03 71
5.250 2,010.03
XXXXXXXX XX 00000 2 06/09/03 00
2299189 05 08/01/03 0
2299189 O 07/01/18
0
8504054 286/286 F 80,000.00 ZZ
360 79,632.07 1
6.500 505.66 80
6.250 505.66
XXXXXXX XX 00000 5 05/28/03 00
2353063 05 07/01/03 0
2353063 N 06/01/33
0
8504074 286/286 F 89,300.00 ZZ
180 88,126.16 1
6.625 784.05 95
6.375 784.05
XXXXXXXX XX 00000 5 04/09/03 11
2178619 05 06/01/03 25
2178619 O 05/01/18
0
8504076 286/286 F 160,650.00 ZZ
360 160,201.23 1
6.375 1,002.25 90
6.125 1,002.25
XXXXXXX XXXX XX 00000 1 06/04/03 11
2434269 05 07/01/03 25
2434269 N 06/01/33
0
1
8504084 286/286 F 130,500.00 ZZ
360 130,257.60 4
6.375 814.16 90
6.125 814.16
XXX XXXXXXX XX 00000 1 06/12/03 12
2467460 05 08/01/03 25
2467460 N 07/01/33
0
8504100 286/286 F 144,000.00 ZZ
360 143,496.78 1
6.750 933.99 90
6.500 933.99
XXXXXXXXXX XX 00000 1 04/17/03 11
2222547 05 06/01/03 25
2222547 N 05/01/33
0
8504108 286/286 F 64,000.00 ZZ
360 63,875.26 1
6.125 388.88 78
5.875 388.88
XXXXXXXXX XX 00000 5 06/12/03 00
1422951 05 08/01/03 0
1422951 N 07/01/33
0
8504130 286/286 F 454,000.00 ZZ
360 452,762.05 2
6.500 2,869.59 79
6.250 2,869.59
XXX XXXXX XX 00000 5 05/23/03 00
2381076 05 07/01/03 0
2381076 O 06/01/33
0
8504140 286/286 F 76,500.00 ZZ
360 76,336.95 2
7.750 548.06 90
7.500 548.06
XXXXXXX XX 00000 1 05/05/03 11
2273154 05 07/01/03 25
2273154 N 06/01/33
0
1
8504154 286/286 F 129,600.00 ZZ
360 129,323.78 4
7.750 928.48 90
7.500 928.48
XXXXXXX XX 00000 1 05/05/03 11
2273166 05 07/01/03 25
2273166 N 06/01/33
0
8504158 286/286 F 196,200.00 ZZ
360 195,551.03 3
7.000 1,305.33 90
6.750 1,305.33
XXXXXXXXXX XX 00000 1 04/23/03 11
2183557 05 06/01/03 25
2183557 N 05/01/33
0
8504176 286/286 F 344,000.00 ZZ
360 343,296.82 1
5.875 2,034.90 80
5.625 2,034.90
XXXXXXXX XX 00000 1 06/05/03 00
2370463 05 08/01/03 0
2370463 O 07/01/33
0
8504178 286/286 F 73,600.00 ZZ
360 73,394.40 1
6.375 459.17 80
6.125 459.17
XXXXX XXXXXXX XX 00000 5 06/05/03 00
2264614 05 07/01/03 0
2264614 N 06/01/33
0
8504188 286/286 F 192,300.00 ZZ
360 191,925.33 1
6.250 1,184.03 82
6.000 1,184.03
XXXXXXXX XX 00000 1 06/09/03 23
1769066 03 08/01/03 0
1769066 O 07/01/33
0
1
8504198 286/286 F 161,100.00 ZZ
360 160,681.52 1
6.750 1,044.90 90
6.500 1,044.90
XXXXXX XX 00000 1 05/15/03 11
2332957 05 07/01/03 25
2332957 N 06/01/33
0
8504208 286/286 F 192,000.00 ZZ
360 191,517.18 3
6.125 1,166.62 80
5.875 1,166.62
XXXXX XXXXXXXX XX 00000 1 06/13/03 00
2396145 05 08/01/03 0
2396145 N 07/01/33
0
8504220 286/286 F 316,000.00 ZZ
360 315,413.09 1
6.375 1,971.43 80
6.125 1,971.43
XXXXXXXXXXX XX 00000 1 06/09/03 00
2277262 05 08/01/03 0
2277262 O 07/01/33
0
8504236 286/286 F 151,200.00 ZZ
360 150,826.01 4
7.000 1,005.94 90
6.750 1,005.94
XXXXXXXXX XX 00000 1 06/03/03 12
910982 05 07/01/03 25
910982 N 06/01/33
0
8504256 286/286 F 155,200.00 ZZ
360 154,766.46 1
6.375 968.25 80
6.125 968.25
XXXXX XX 00000 1 05/28/03 00
2371215 03 07/01/03 0
2371215 O 06/01/33
0
1
8504272 286/286 F 536,250.00 ZZ
360 535,204.92 1
6.125 3,258.32 75
5.875 3,258.32
XXXXXX XX 00000 5 05/27/03 00
2423802 05 08/01/03 0
2423802 O 07/01/33
0
8504280 286/286 F 286,000.00 ZZ
360 285,257.08 4
6.750 1,855.00 78
6.500 1,855.00
XXXXXXXX XX 00000 5 05/23/03 00
2384901 05 07/01/03 0
2384901 O 06/01/33
0
8504286 286/286 F 218,500.00 ZZ
360 218,063.87 1
6.000 1,310.02 90
5.750 1,310.02
XXXXXXX XX 00000 5 06/11/03 12
2366637 05 08/01/03 25
2366637 O 07/01/33
0
8504298 286/286 F 139,500.00 ZZ
360 139,146.38 3
6.875 916.42 90
6.625 916.42
XXX XXXXXXX XX 00000 1 05/30/03 04
2203510 05 07/01/03 25
2203510 N 06/01/33
0
8504310 286/286 F 120,000.00 ZZ
360 119,656.61 1
6.250 738.87 80
6.000 738.87
XXXXXX XXXXXX XX 00000 5 05/27/03 00
2344545 05 07/01/03 0
2344545 N 06/01/33
0
1
8504342 286/286 F 122,800.00 ZZ
360 122,566.82 1
6.500 776.18 80
6.250 776.18
XXXXXX XX 00000 1 06/13/03 00
2473949 05 08/01/03 0
2473949 O 07/01/33
0
8504348 286/286 F 121,600.00 ZZ
360 121,243.61 1
6.125 738.86 80
5.875 738.86
XXXXXXXXXXX XX 00000 1 05/30/03 00
2351937 05 07/01/03 0
2351937 O 06/01/33
0
8504352 286/286 F 378,000.00 ZZ
360 377,347.25 2
6.750 2,451.71 59
6.500 2,451.71
XXXXXXXXX XX 00000 5 06/06/03 00
2253644 05 08/01/03 0
2253644 N 07/01/33
0
8504360 286/286 F 315,200.00 ZZ
360 314,231.18 1
5.875 1,864.53 80
5.625 1,864.53
XXXXXXXXXX XX 00000 1 05/30/03 00
2428599 05 07/01/03 0
2428599 O 06/01/33
0
8504362 286/286 F 116,000.00 ZZ
360 115,552.70 3
6.250 714.24 80
6.000 714.24
XXXXXXX XX 00000 1 05/02/03 00
2225141 05 06/01/03 0
2225141 N 05/01/33
0
1
8504368 286/286 F 122,000.00 ZZ
360 121,762.23 1
6.125 741.29 80
5.875 741.29
XXXXXXX XX 00000 1 06/05/03 00
2321516 05 08/01/03 0
2321516 O 07/01/33
0
8504376 286/286 F 46,700.00 ZZ
360 46,611.15 1
6.250 287.54 90
6.000 287.54
XXXXXXX XX 00000 1 06/10/03 12
2189598 01 08/01/03 25
2189598 N 07/01/33
0
8504388 286/286 F 96,000.00 ZZ
360 95,704.92 1
5.875 567.88 80
5.625 567.88
XXXXXXX XXXXXXX XX 00000 1 05/29/03 00
2384976 05 07/01/03 0
2384976 N 06/01/33
0
8504406 286/286 F 168,300.00 ZZ
360 167,955.98 1
5.875 995.56 90
5.625 995.56
FT XXXXX XXXXX XX 00000 1 06/17/03 11
2514835 05 08/01/03 25
2514835 N 07/01/33
0
8504416 286/286 F 93,150.00 ZZ
360 92,985.18 2
6.625 596.45 90
6.375 596.45
XXXXXXXXXXX XX 00000 1 06/05/03 11
2372575 05 08/01/03 25
2372575 N 07/01/33
0
1
8504434 286/286 F 206,400.00 ZZ
360 205,780.47 1
6.000 1,237.48 80
5.750 1,237.48
XXXXXXXXX XX 00000 1 05/22/03 00
2407547 03 07/01/03 0
2407547 O 06/01/33
0
8504440 286/286 F 112,200.00 ZZ
360 111,855.12 1
5.875 663.71 80
5.625 663.71
XXXXXXX XX 00000 1 05/30/03 00
2384386 05 07/01/03 0
2384386 N 06/01/33
0
8504444 286/286 F 95,200.00 ZZ
360 94,952.01 1
5.875 563.15 80
5.625 563.15
XXXXXXXX XXXXXX XX 00000 5 06/05/03 00
2365898 05 08/01/03 0
2365898 N 07/01/33
0
8504450 286/286 F 53,600.00 ZZ
360 53,439.12 1
6.000 321.36 80
5.750 321.36
XXXXXX XX 00000 1 05/28/03 00
2378447 05 07/01/03 0
2378447 N 06/01/33
0
8504452 286/286 F 66,800.00 ZZ
360 66,669.81 1
6.125 405.89 80
5.875 405.89
XXXX XXXXXX XX 00000 1 06/02/03 00
2333206 05 08/01/03 0
2333206 O 07/01/33
0
1
8504460 286/286 F 104,500.00 ZZ
360 104,207.48 1
6.375 651.95 95
6.125 651.95
XXX XXXXXX XX 00000 2 05/22/03 12
2321728 05 07/01/03 30
2321728 O 06/01/33
0
8504462 286/286 F 142,200.00 ZZ
360 141,773.16 3
6.000 852.57 82
5.750 852.57
XXXXXXXX XX 00000 5 05/08/03 14
234774 05 07/01/03 12
234774 O 06/01/33
0
8504478 286/286 F 83,900.00 ZZ
360 83,724.38 1
5.750 489.62 80
5.500 489.62
XXXXXXXXXX XX 00000 5 06/13/03 00
2418579 05 08/01/03 0
2418579 N 07/01/33
0
8504502 286/286 F 176,850.00 ZZ
360 175,747.40 1
6.125 1,074.56 83
5.875 1,074.56
XXXX XXXXX XX 00000 2 06/02/03 23
2381593 05 08/01/03 0
2381593 O 07/01/33
0
8504518 286/286 F 92,000.00 ZZ
360 91,736.75 1
6.250 566.46 80
6.000 566.46
XXXX XX 00000 1 05/13/03 00
2350889 09 07/01/03 0
2350889 O 06/01/33
0
1
8504552 286/286 F 300,700.00 ZZ
360 300,022.15 1
6.125 1,827.09 77
5.875 1,827.09
XXXXX XX 00000 1 06/10/03 00
2394487 05 08/01/03 0
2394487 O 07/01/33
0
8504574 286/286 F 139,150.00 ZZ
360 138,514.14 1
6.500 879.53 80
6.250 879.53
XXXXXXXX XX 00000 1 03/31/03 00
2199054 05 05/01/03 0
2199054 O 04/01/33
0
8504590 286/286 F 104,000.00 ZZ
360 103,695.19 1
6.125 631.92 80
5.875 631.92
XXXXXXXX XX 00000 1 05/28/03 00
2294086 05 07/01/03 0
2294086 O 06/01/33
0
8504596 286/286 F 300,000.00 ZZ
360 299,401.19 1
6.000 1,798.66 80
5.750 1,798.66
XXXXXXXX XX 00000 5 06/10/03 00
2393014 05 08/01/03 0
2393014 N 07/01/33
0
8504618 286/286 F 261,000.00 ZZ
360 260,515.22 4
6.375 1,628.31 99
6.125 1,628.31
XXXXXX XX 00000 1 06/10/03 12
2349886 05 08/01/03 25
2349886 N 07/01/33
0
1
8504622 286/286 F 96,000.00 ZZ
360 95,553.02 1
6.375 598.92 80
6.125 598.92
XXXXXXXXX XX 00000 5 05/28/03 00
2338143 05 07/01/03 0
2338143 O 06/01/33
0
8504640 286/286 F 141,000.00 ZZ
360 140,570.71 2
6.500 891.22 85
6.250 891.22
XXXXX XX 00000 1 05/20/03 11
2312011 05 07/01/03 12
2312011 N 06/01/33
0
8504652 286/286 F 181,600.00 ZZ
360 181,067.76 1
6.125 1,103.43 80
5.875 1,103.43
XXXXXX XXXXXX XX 00000 1 06/02/03 00
2414270 05 07/01/03 0
2414270 O 06/01/33
0
8504662 286/286 F 174,600.00 ZZ
360 174,146.46 4
6.750 1,132.46 90
6.500 1,132.46
XXXXXXXXXX XX 00000 1 05/30/03 11
2402481 05 07/01/03 25
2402481 N 06/01/33
0
8504672 286/286 F 73,600.00 ZZ
360 73,459.96 2
6.250 453.17 80
6.000 453.17
XXXXXXX XX 00000 1 06/06/03 00
2364080 05 08/01/03 0
2364080 N 07/01/33
0
1
8504682 286/286 F 136,000.00 ZZ
360 135,746.92 1
6.375 848.47 89
6.125 848.47
XXXXXXX XX 00000 1 06/13/03 12
2344736 01 08/01/03 25
2344736 O 07/01/33
0
8504684 286/286 F 144,000.00 ZZ
360 143,524.18 2
6.000 863.36 80
5.750 863.36
XXXXXX XXXX XX 00000 1 05/30/03 10
2093357 05 07/01/03 25
2093357 O 06/01/33
0
8504690 286/286 F 500,000.00 ZZ
360 499,001.99 1
6.000 2,997.76 48
5.750 2,997.76
XXXXXXXXXXX XX 00000 5 06/03/03 00
2369254 05 08/01/03 0
2369254 O 07/01/33
0
8504700 286/286 F 71,100.00 ZZ
360 70,919.76 1
6.875 467.08 90
6.625 467.08
XXXXXXXXXX XX 00000 1 05/30/03 11
2347725 01 07/01/03 25
2347725 N 06/01/33
0
8504712 286/286 F 107,120.00 ZZ
360 106,827.88 1
6.500 677.08 80
6.250 677.08
XXXX XXXXXX XX 00000 1 06/03/03 00
2366341 01 07/01/03 0
2366341 O 06/01/33
0
1
8504720 286/286 F 207,000.00 ZZ
360 206,449.02 3
6.625 1,325.45 90
6.375 1,325.45
XXXXXXXXXX XX 00000 1 05/30/03 04
2341368 05 07/01/03 25
2341368 N 06/01/33
0
8504728 286/286 F 432,000.00 ZZ
360 431,116.94 1
5.875 2,555.45 80
5.625 2,555.45
XXXXXXXXXX XX 00000 5 05/29/03 00
2407735 05 08/01/03 0
2407735 O 07/01/33
0
8504748 286/286 F 78,400.00 ZZ
360 78,184.33 2
6.500 495.55 80
6.250 495.55
XXXXXXXXX XX 00000 1 05/30/03 00
2349036 05 07/01/03 0
2349036 N 06/01/33
0
8504754 286/286 F 97,900.00 ZZ
360 97,637.52 3
6.875 643.14 80
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XXXXXXXXX XX 00000 1 05/30/03 00
2350150 05 07/01/03 0
2350150 N 06/01/33
0
8504764 696/U57 F 209,050.00 ZZ
360 208,632.74 1
6.000 1,253.36 80
5.750 1,253.36
XXXXX XX 00000 1 06/27/03 00
0436237952 09 08/01/03 0
32903319 N 07/01/33
0
1
8504790 286/286 F 67,400.00 ZZ
360 67,270.53 3
6.500 426.02 97
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XXXXXX XX 00000 1 06/13/03 11
2422986 05 08/01/03 25
2422986 N 07/01/33
0
8504804 286/286 F 525,000.00 ZZ
360 524,115.34 1
6.875 3,448.88 62
6.625 3,448.88
XXXXXXXXXXX XX 00000 5 06/02/03 00
2354114 05 08/01/03 0
2354114 O 07/01/33
0
8504836 286/286 F 248,000.00 ZZ
360 247,430.27 1
6.000 1,486.89 80
5.750 1,486.89
XXXXX XXXX XX 00000 1 06/12/03 00
2417689 05 08/01/03 0
2417689 O 07/01/33
0
8504850 286/286 F 74,700.00 ZZ
360 74,440.05 2
6.750 484.51 98
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XXXXXXX XX 00000 1 05/30/03 19
2395613 05 07/01/03 25
2395613 N 06/01/33
0
8504856 286/286 F 124,200.00 ZZ
360 123,957.94 1
6.125 754.66 90
5.875 754.66
XXXXXXXXXXXXXX XX 00000 1 06/04/03 11
2208299 05 08/01/03 25
2208299 N 07/01/33
0
1
8504868 286/286 F 125,950.00 ZZ
360 125,472.78 2
6.875 827.40 90
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XXXXXX XX 00000 1 04/25/03 11
2246458 05 06/01/03 25
2246458 N 05/01/33
0
8504880 286/286 F 284,000.00 ZZ
360 283,459.65 1
6.250 1,748.64 80
6.000 1,748.64
XXXXXXXXX XX 00000 5 05/29/03 00
2297911 05 08/01/03 0
2297911 O 07/01/33
0
8504910 286/286 F 23,200.00 ZZ
360 22,914.85 1
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6.125 144.74
XXXXXXXX XX 00000 1 06/11/03 00
2436951 01 08/01/03 0
2436951 N 07/01/33
0
8504922 286/286 F 41,400.00 ZZ
360 41,321.22 1
6.250 254.91 90
6.000 254.91
XXXXXXXX XX 00000 1 06/10/03 14
2431981 05 08/01/03 25
2431981 N 07/01/33
0
8504928 286/286 F 45,450.00 ZZ
360 45,363.51 1
6.250 279.85 90
6.000 279.85
XXXXXXXX XX 00000 1 06/13/03 11
2431991 05 08/01/03 25
2431991 N 07/01/33
0
1
8504932 286/286 F 44,100.00 ZZ
360 44,016.08 1
6.250 271.54 90
6.000 271.54
XXXXXXXX XX 00000 1 06/10/03 14
2432000 05 08/01/03 25
2432000 N 07/01/33
0
8505092 286/286 F 388,000.00 ZZ
360 384,573.46 1
6.750 2,516.57 80
6.500 2,516.57
XXXXXX XX 00000 1 10/21/02 00
1564201 05 12/01/02 0
1564201 O 11/01/32
0
8505116 286/286 F 42,750.00 ZZ
360 42,303.77 1
7.750 306.27 95
7.500 306.27
XXXXXXX XX 00000 1 07/24/02 12
1379333 01 09/01/02 30
1379333 O 08/01/32
0
8505124 286/286 F 112,000.00 ZZ
360 111,154.19 1
7.000 745.14 80
6.750 745.14
XXXXXXXXXXX XX 00000 1 11/05/02 00
1675360 05 01/01/03 0
1675360 O 12/01/32
0
8505378 W96/U57 F 130,150.00 ZZ
360 129,904.15 1
9.750 1,118.19 95
9.250 1,118.19
XXXX XXXX XXXXX XX 00000 5 04/25/03 23
0436262588 05 06/01/03 0
23040295 O 05/01/33
0
1
8505386 W96/U57 F 186,750.00 ZZ
180 186,471.95 1
7.500 1,305.78 100
7.000 1,305.78
XXXXXX XX 00000 1 06/04/03 23
0436262182 05 08/01/03 0
23040469 O 07/01/18
0
8505390 W96/U57 F 99,950.00 ZZ
360 99,889.45 1
8.500 768.53 100
8.000 768.53
XXXXXX XXXX XX 00000 1 07/03/03 23
0436256176 05 09/01/03 0
23050728 O 08/01/33
0
8505460 W96/U57 F 64,000.00 ZZ
360 63,962.21 1
8.625 497.79 100
8.125 497.79
XXXXX XXX XX 00000 1 07/09/03 23
0436253207 05 09/01/03 0
23050339 N 08/01/33
0
8505730 W93/U57 F 180,000.00 T
360 179,820.81 1
6.000 1,079.19 75
5.750 1,079.19
XXXXXXXX XX 00000 5 07/03/03 00
0436261853 05 09/01/03 0
28471959 O 08/01/33
0
8505734 W93/U57 F 403,000.00 ZZ
360 402,579.24 1
5.750 2,351.80 60
5.500 2,351.80
XXX XXXXXX XX 00000 2 07/09/03 00
0436261879 03 09/01/03 0
28484274 O 08/01/33
0
1
8505766 W93/U57 F 37,800.00 ZZ
360 37,765.82 1
6.500 238.93 90
6.250 238.93
XXXXXX XXXXXXXX XX 00000 5 07/09/03 10
0436259022 01 09/01/03 25
35491011 O 08/01/33
0
8505772 W93/U57 F 129,500.00 ZZ
360 129,146.88 2
6.500 818.53 95
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XXXXXX XX 00000 5 05/22/03 23
0436315048 05 07/01/03 0
37476533 N 06/01/33
0
8505774 W93/U57 F 112,000.00 ZZ
360 111,898.75 1
6.500 707.92 80
6.250 707.92
XXXXXX XXXX XX 00000 5 07/07/03 00
0436261952 05 09/01/03 0
44438812 O 08/01/33
0
8505796 W93/U57 F 357,400.00 ZZ
360 357,035.61 1
5.875 2,114.16 76
5.625 2,114.16
XXXXX XXXX XX 00000 2 07/01/03 00
0436261846 05 09/01/03 0
18451996 O 08/01/33
0
8505808 W93/U57 F 116,900.00 ZZ
360 116,804.18 1
7.000 777.74 70
6.750 777.74
XXXXXXXXXX XX 00000 5 07/09/03 00
0436258909 05 09/01/03 0
21469812 N 08/01/33
0
1
8505850 W93/U57 F 420,000.00 ZZ
360 419,571.79 1
5.875 2,484.46 70
5.625 2,484.46
XXXXX XXXXX XX 00000 2 07/08/03 00
0436261143 03 09/01/03 0
28470920 O 08/01/33
0
8505860 W93/U57 F 200,000.00 ZZ
180 199,282.50 1
5.500 1,634.17 65
5.250 1,634.17
XXX XXXXX XX 00000 5 07/10/03 00
0436258982 05 09/01/03 0
28471653 N 08/01/18
0
8505866 W93/U57 F 378,000.00 ZZ
360 377,595.90 1
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5.375 2,175.98
XXXXX XX 00000 5 07/11/03 00
0436259543 05 09/01/03 0
67486538 O 08/01/33
0
8505868 W93/U57 F 165,000.00 ZZ
180 164,408.06 1
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5.250 1,348.19
XXXXXX XXXXXX XX 00000 2 07/07/03 00
0436263180 05 09/01/03 0
67486621 O 08/01/18
0
8505872 W93/U57 F 404,000.00 ZZ
360 403,578.19 1
5.750 2,357.64 80
5.500 2,357.64
XXXXXXXXX XX 00000 1 07/16/03 00
0436261531 05 09/01/03 0
67487206 O 08/01/33
0
1
8505876 W93/U57 F 74,400.00 ZZ
360 74,325.93 1
6.000 446.07 80
5.750 446.07
XXXXX XX 00000 1 07/08/03 00
0436263131 05 09/01/03 0
76314241 N 08/01/33
0
8505880 W93/U57 F 395,100.00 ZZ
360 394,667.53 1
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5.250 2,243.34
XXXXXXX XX 00000 1 07/14/03 10
0436260111 05 09/01/03 25
77455680 O 08/01/33
0
8505884 W93/U57 F 108,750.00 ZZ
360 108,649.27 1
6.375 678.46 75
6.125 678.46
XXXXXXXX XX 00000 1 07/15/03 00
0436261895 01 09/01/03 0
77490264 O 08/01/33
0
8505898 M45/U56 F 495,000.00 ZZ
360 493,963.90 1
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5.500 2,888.69
XXXXXX XXXXXX XX 00000 5 06/13/03 00
0436246284 03 08/01/03 0
A0483992 O 07/01/33
0
8505900 M45/U56 F 608,800.00 ZZ
360 608,034.04 1
4.750 3,175.79 80
4.500 3,175.79
XXX XXXXXXXXX XX 00000 1 07/14/03 00
0436245211 05 09/01/03 0
A0455444 O 08/01/33
0
1
8505920 M45/U56 F 343,600.00 ZZ
360 343,223.90 1
5.500 1,950.93 86
5.250 1,950.93
XXXXXX XX 00000 1 07/15/03 23
0436245443 05 09/01/03 0
A0473535 O 08/01/33
0
8505956 M45/U56 F 460,000.00 ZZ
180 458,224.49 1
4.625 3,548.43 80
4.375 3,548.43
XXXXXXXXX XX 00000 1 07/03/03 00
0436245633 05 09/01/03 0
A0490411 O 08/01/18
0
8505960 M45/U56 F 338,750.00 ZZ
180 337,482.64 1
5.000 2,678.82 56
4.750 2,678.82
XXXXXX XX 00000 5 07/09/03 00
0436254056 05 09/01/03 0
A0504273 O 08/01/18
0
8506508 E22/U57 F 84,000.00 ZZ
180 83,695.46 1
5.375 680.79 80
5.125 680.79
XXXXXX XX 00000 5 07/22/03 00
0417163896 05 09/01/03 0
0417163896 O 08/01/18
0
8506510 E22/U57 F 230,000.00 ZZ
360 229,786.98 1
6.375 1,434.90 83
6.125 1,434.90
XXXXX XX 00000 5 07/22/03 01
0417200565 05 09/01/03 12
0417200565 O 08/01/33
0
1
8506512 E22/U57 F 74,160.00 T
360 71,850.21 1
6.875 487.18 100
6.625 487.18
XXXXXX XX 00000 1 06/13/03 01
0417216132 05 08/01/03 35
0417216132 O 07/01/33
0
8506520 E22/U57 F 57,950.00 ZZ
360 57,832.15 1
6.875 380.69 95
6.625 380.69
XXXXXX XX 00000 1 06/11/03 01
0417250172 05 08/01/03 30
0417250172 O 07/01/33
0
8506576 E22/U57 F 385,000.00 ZZ
360 384,676.55 1
6.875 2,529.18 89
6.625 2,529.18
XXXXXXXX XX 00000 5 07/21/03 01
0417326097 03 09/01/03 25
0417326097 O 08/01/33
0
8506594 E22/U57 F 90,500.00 ZZ
360 90,423.97 1
6.875 594.52 97
6.625 594.52
XXXXXXXXX XX 00000 2 07/23/03 01
0417399466 05 09/01/03 35
0417399466 O 08/01/33
0
8506644 E22/U57 F 145,000.00 ZZ
360 144,932.36 1
9.750 1,245.77 86
9.250 1,245.77
XXXXXXXXXX XX 00000 5 07/23/03 23
0417444130 05 09/01/03 0
0417444130 O 08/01/33
0
1
8506658 E22/U57 F 92,700.00 ZZ
360 92,616.20 1
6.500 585.93 85
6.250 585.93
XXXXXXXXX XX 00000 5 07/23/03 01
0417467909 05 09/01/03 12
0417467909 O 08/01/33
0
8506660 E22/U57 F 123,690.00 ZZ
360 123,616.97 1
8.625 962.05 95
8.375 962.05
XXXXXXXX XX 00000 1 07/28/03 23
0417469020 05 09/01/03 0
0417469020 O 08/01/33
0
8506718 E22/U57 F 78,000.00 ZZ
240 77,836.13 1
6.250 570.12 85
6.000 570.12
XXXXXXXXXX XX 00000 5 07/22/03 01
0417508538 05 09/01/03 6
0417508538 O 08/01/23
0
8506882 E22/U57 F 124,110.00 ZZ
360 124,013.18 1
7.250 846.65 90
7.000 846.65
XXXXXXXXX XX 00000 1 07/22/03 23
0417576618 05 09/01/03 0
0417576618 N 08/01/33
0
8506888 E22/U57 F 69,000.00 ZZ
360 68,943.44 1
7.000 459.06 69
6.750 459.06
XXXXXXXX XX 00000 5 07/22/03 00
0417577459 05 09/01/03 0
0417577459 O 08/01/33
0
1
8506960 E22/U57 F 149,800.00 ZZ
360 149,667.83 1
6.625 959.19 85
6.375 959.19
XXXXXX XX 00000 2 07/17/03 01
0417661451 05 09/01/03 12
0417661451 O 08/01/33
0
8507022 E22/U57 F 66,000.00 ZZ
180 65,765.72 1
5.625 543.66 83
5.375 543.66
XXXXXX XX 00000 0 00/22/03 01
0417681681 05 09/01/03 6
0417681681 O 08/01/18
0
8507032 E22/U57 F 358,900.00 ZZ
360 358,598.48 2
6.875 2,357.72 97
6.625 2,357.72
XXXXXXX XX 00000 1 07/28/03 01
0417683224 05 09/01/03 30
0417683224 O 08/01/33
0
8507086 E22/U57 F 100,000.00 ZZ
360 99,898.04 1
5.875 591.54 80
5.625 591.54
XXXXXXXXXXX XX 00000 1 07/24/03 00
0417724028 05 09/01/03 0
0417724028 N 08/01/33
0
8507142 E22/U57 F 74,000.00 ZZ
240 73,868.40 1
7.625 601.81 87
7.375 601.81
XXXXXXXXX XX 00000 5 07/22/03 23
0417736014 05 09/01/03 0
0417736014 O 08/01/23
0
1
8507204 E22/U57 F 173,500.00 ZZ
360 173,343.15 1
6.500 1,096.64 78
6.250 1,096.64
XXXXXXX XXXXXXX XX 00000 2 07/23/03 00
0417810975 05 09/01/03 0
0417810975 O 08/01/33
0
8507270 E22/U57 F 121,500.00 ZZ
360 121,400.41 1
7.000 808.34 90
6.750 808.34
XXXXXXXXXX XX 00000 1 07/28/03 01
0417919768 05 09/01/03 25
0417919768 N 08/01/33
0
8507280 E22/U57 F 128,000.00 ZZ
180 127,545.62 1
5.625 1,054.38 85
5.375 1,054.38
XXXXXXXXX XX 00000 2 07/22/03 01
0417934775 05 09/01/03 6
0417934775 O 08/01/18
0
8507370 E22/U57 F 117,600.00 ZZ
360 117,485.70 1
6.125 714.55 80
5.875 714.55
XXXXXXX XX 00000 1 07/28/03 00
0418013884 03 09/01/03 0
0418013884 O 08/01/33
0
8507378 E22/U57 F 50,000.00 ZZ
360 49,967.29 1
8.125 371.25 85
7.875 371.25
XXXXXXXXX XX 00000 1 07/28/03 23
0418015921 05 09/01/03 0
0418015921 N 08/01/33
0
1
8507382 E22/U57 F 50,000.00 ZZ
360 49,967.29 1
8.125 371.25 85
7.875 371.25
XXXXXXXXX XX 00000 1 07/28/03 23
0418018198 05 09/01/03 0
0418018198 N 08/01/33
0
8507418 E22/U57 F 106,250.00 ZZ
360 106,176.88 1
7.875 770.39 85
7.625 770.39
XXXXXXX XX 00000 1 07/28/03 23
0418093712 03 09/01/03 0
0418093712 N 08/01/33
0
8507458 E22/U57 F 104,000.00 ZZ
360 103,910.46 1
6.750 674.54 80
6.500 674.54
XXXX XXXXX XX 00000 5 07/28/03 00
0417619343 05 09/01/03 0
0417619343 N 08/01/33
0
8507486 E22/U57 F 140,000.00 ZZ
360 139,857.27 1
5.875 828.15 80
5.625 828.15
XXXXXXXXXXXX XX 00000 2 07/22/03 00
0417635638 05 09/01/03 0
0417635638 O 08/01/33
0
8507664 E22/G01 F 322,000.00 ZZ
360 321,671.71 1
5.875 1,904.75 80
5.625 1,904.75
XXXX XXXXXXXXXX XX 00000 1 07/28/03 00
0417696572 03 09/01/03 0
0417696572 O 08/01/33
0
1
8507682 E22/U57 F 154,000.00 ZZ
360 153,864.13 1
6.625 986.08 100
6.375 986.08
XXXX XXXXX XXXX XX 00000 1 07/28/03 01
0417699931 05 09/01/03 35
0417699931 N 08/01/33
0
8507730 E22/U57 F 204,250.00 ZZ
360 204,046.67 1
6.000 1,224.58 95
5.750 1,224.58
XXXXXXXX XXXX XX 00000 1 07/28/03 01
0417736378 05 09/01/03 30
0417736378 O 08/01/33
0
8507734 E22/G01 F 68,000.00 ZZ
360 67,932.31 1
6.000 407.69 80
5.750 407.69
XXXX XX 00000 1 07/25/03 00
0417739919 05 09/01/03 0
0417739919 O 08/01/33
0
8507798 E22/U57 F 104,405.00 ZZ
360 104,346.47 1
8.875 830.69 95
8.625 830.69
XXXX XXXXX XXXX XX 00000 1 07/25/03 23
0417746260 05 09/01/03 0
0417746260 N 08/01/33
0
8507806 E22/U57 F 68,000.00 ZZ
360 67,949.53 1
7.500 475.47 80
7.250 475.47
XXXXXXX XX 00000 1 07/28/03 00
0417748134 05 09/01/03 0
0417748134 O 08/01/33
0
1
8507850 E22/U57 F 128,000.00 ZZ
180 127,526.10 1
5.125 1,020.57 80
4.875 1,020.57
XXXXXX XX 00000 5 07/11/03 00
0417829322 05 09/01/03 0
0417829322 O 08/01/18
0
8507892 E22/U57 F 463,200.00 ZZ
360 462,693.00 1
5.500 2,630.00 80
5.250 2,630.00
XXXXXXXX XXXX XX 00000 1 07/23/03 00
0417861374 05 09/01/03 0
0417861374 O 08/01/33
0
8508064 X83/U56 F 211,000.00 ZZ
180 210,438.99 1
6.630 1,351.75 90
6.380 1,351.75
XXXXXXXXXXXXX XX 00000 5 05/20/03 23
0436260921 05 06/24/03 0
8400764 O 05/24/18
0
8508068 X83/U56 F 150,000.00 ZZ
180 149,554.53 1
7.240 1,022.25 100
6.990 1,022.25
XXXXXXXXXXXXX XX 00000 2 06/28/03 23
0436260996 05 08/03/03 0
8400819 O 07/03/18
0
8508128 369/U57 F 378,100.00 ZZ
360 377,308.59 1
5.750 2,206.49 95
5.500 2,206.49
XXXX XXXXX XX 00000 1 06/11/03 10
0436253686 05 08/01/03 30
0076068253 O 07/01/33
0
1
8508406 964/U57 F 350,000.00 ZZ
360 349,616.91 1
5.500 1,987.26 59
5.250 1,987.26
XXXXXXXX XX 00000 5 07/11/03 00
0436273635 05 09/01/03 0
425803 O 08/01/33
0
8508506 Y21/U57 F 456,300.00 ZZ
360 455,250.91 1
5.250 2,519.71 90
5.000 2,519.71
XXXXXXXX XX 00000 1 07/03/03 23
0436254783 05 08/01/03 0
203041569 O 07/01/33
0
8508526 Y21/U57 F 953,250.00 ZZ
360 951,158.44 1
5.500 5,412.45 60
5.250 5,412.45
XXXXXX XX 00000 5 06/25/03 00
0436251771 05 08/01/03 0
203442253 O 07/01/33
0
8508528 Y21/U57 F 540,000.00 ZZ
360 539,422.70 1
5.625 3,108.55 77
5.375 3,108.55
XXX XXXXXXX XX 00000 2 06/25/03 00
0436254825 05 09/01/03 0
203564669 O 08/01/33
0
8508546 Y21/U57 F 368,000.00 ZZ
360 367,597.20 1
5.500 2,089.47 80
5.250 2,089.47
XXXXXXXX XX 00000 1 07/10/03 00
0436251664 05 09/01/03 0
203531035 O 08/01/33
0
1
8508552 Y21/U57 F 354,825.00 ZZ
360 354,463.23 1
5.875 2,098.93 95
5.625 2,098.93
XXXXXXXXX XX 00000 1 07/11/03 04
0436248678 03 09/01/03 30
203602285 O 08/01/33
0
8508560 Y21/U57 F 487,000.00 ZZ
360 486,491.54 1
5.750 2,842.00 80
5.500 2,842.00
XXXXXXXXXXXXX XX 00000 5 07/03/03 00
0436248827 05 09/01/03 0
203552946 O 08/01/33
0
8508566 Y21/U57 F 370,000.00 ZZ
360 369,595.01 1
5.500 2,100.82 89
5.250 2,100.82
XXX XXXXX XX 00000 1 07/07/03 10
0436248181 05 09/01/03 25
203509757 O 08/01/33
0
8508572 Y21/U57 F 120,400.00 ZZ
360 120,280.14 1
6.000 721.86 70
5.750 721.86
DEALE MD 20751 5 06/30/03 00
0436249973 05 09/01/03 0
203305655 O 08/01/33
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XXX XXXXXXX XX 00000 1 07/03/03 23
0436319362 05 08/13/03 0
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0
1
8535494 964/U57 F 127,050.00 ZZ
360 126,932.32 1
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0436464069 05 09/01/03 30
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0
8535504 964/U57 F 217,500.00 ZZ
360 217,261.93 1
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0
8535508 K52/U56 F 65,000.00 ZZ
360 64,939.09 1
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0
8535528 964/U57 F 320,000.00 ZZ
360 319,649.74 1
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0
8535572 K52/U56 F 126,000.00 ZZ
360 125,877.82 1
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0
1
8535574 964/U57 F 521,100.00 ZZ
360 520,568.71 1
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XXXX XXXXXX XX 00000 1 07/22/03 11
0436317234 05 09/01/03 25
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0
8535602 964/U57 F 322,500.00 ZZ
360 322,194.00 1
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0436308431 01 09/01/03 0
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0
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360 142,207.17 1
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6.125 888.01
XXX XXXXX XX 00000 1 07/24/03 00
0436328314 09 09/01/03 0
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0
8535648 964/U57 F 198,000.00 ZZ
360 197,798.12 1
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0
8535650 964/U57 F 132,000.00 ZZ
360 131,874.75 1
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0436440333 05 09/01/03 0
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0
1
8535736 K52/U56 F 232,000.00 ZZ
360 231,750.82 1
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0
8535830 K52/U56 F 100,000.00 ZZ
360 99,899.13 1
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0
8535934 K52/U56 F 93,000.00 ZZ
360 92,886.92 1
8.500 715.09 100
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XXX XXXXXX XX 00000 5 07/16/03 23
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0
8535948 K52/U56 F 61,500.00 ZZ
360 61,447.64 1
10.200 548.82 100
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0
8535966 K52/U56 F 142,500.00 ZZ
360 142,308.12 1
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0436300826 05 08/06/03 0
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0
1
8536070 K52/U56 F 73,000.00 ZZ
360 72,934.43 1
9.950 637.94 98
9.450 637.94
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0436301295 05 08/19/03 0
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0
8536098 K52/U56 F 170,000.00 ZZ
360 169,791.15 1
8.450 1,301.14 100
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0436298392 05 08/20/03 0
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0
8536304 T76/U56 F 50,000.00 ZZ
180 49,706.19 1
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0
8536538 T76/U56 F 83,600.00 ZZ
360 83,543.80 1
7.990 612.84 95
7.490 612.84
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0
8536628 T76/U56 F 170,000.00 ZZ
360 169,753.14 1
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0436447239 05 08/17/03 0
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0
1
8536642 K52/U56 F 50,000.00 ZZ
360 49,977.64 1
9.950 436.94 100
9.450 436.94
XXXXXXXXX XX 00000 1 07/30/03 23
0436338560 05 09/04/03 0
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0
8536694 K52/U56 F 155,000.00 ZZ
360 154,926.91 1
9.700 1,326.01 100
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0436301329 05 09/04/03 0
353536 O 08/04/33
0
8536720 T76/U56 F 142,500.00 ZZ
360 142,419.70 1
8.850 1,131.24 95
8.350 1,131.24
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0436296610 05 09/01/03 0
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0
8536728 T76/U56 F 117,000.00 ZZ
360 116,838.43 1
7.875 848.33 90
7.375 848.33
XXXXXXX XXXX XX 00000 5 06/30/03 23
0436296560 05 08/02/03 0
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0
8536768 T76/U56 F 88,350.00 ZZ
360 88,310.92 1
10.000 775.33 95
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XXXXX XXXXXXX XX 00000 1 07/30/03 23
0436295612 08 09/01/03 0
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0
1
8536816 K52/U56 F 120,000.00 ZZ
180 119,660.52 1
8.240 1,163.48 100
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0436299101 05 09/04/03 0
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0
8536864 K52/U56 F 73,900.00 ZZ
360 73,862.28 1
9.325 611.98 100
8.825 611.98
XXXXXXX XX 00000 1 07/31/03 23
0436328785 05 09/05/03 0
359440 O 08/05/33
0
8536918 K52/U56 F 70,000.00 ZZ
240 69,901.04 1
9.450 650.21 100
8.950 650.21
XXXXXXXXX XX 00000 2 07/30/03 23
0436301378 05 09/09/03 0
356430 O 08/09/23
0
8537270 K60/U57 F 89,910.00 ZZ
360 89,879.65 1
11.250 873.26 90
10.750 873.26
XXXXXXX XX 00000 1 07/11/03 23
0436320782 05 09/01/03 0
0000080055 O 08/01/33
0
8537306 K60/U56 F 77,000.00 ZZ
360 76,952.15 1
11.650 771.35 100
11.150 771.35
XXXXXXXX XX 00000 1 07/03/03 23
0436336663 05 08/01/03 0
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0
1
8537310 K60/U56 F 125,400.00 ZZ
360 125,329.77 1
8.880 998.19 92
8.380 998.19
XXXXXXX XXXXXX XX 00000 1 07/25/03 23
0436337406 05 09/01/03 0
0001060923 O 08/01/33
0
8537352 K60/U56 F 61,000.00 ZZ
360 60,966.61 1
8.990 490.38 100
8.490 490.38
XXXXXXX XXXXXX XX 00000 1 07/16/03 23
0436337349 05 09/01/03 0
0001062123 O 08/01/33
0
8537378 H58/U57 F 226,500.00 ZZ
360 226,037.03 1
5.875 1,339.83 89
5.625 1,339.83
XXXXXXXXX XX 00000 2 06/30/03 01
0436280986 05 08/01/03 25
111263 O 07/01/33
0
8537396 H58/U57 F 192,700.00 ZZ
360 192,333.36 1
6.250 1,186.49 80
6.000 1,186.49
XXXXXXXXXX XX 00000 1 06/25/03 00
0436280994 05 08/01/03 0
138036 O 07/01/33
0
8537408 K60/U56 F 307,000.00 ZZ
360 306,631.34 1
6.125 1,865.36 100
5.625 1,865.36
XXXXXX XX 00000 1 08/01/03 23
0436327282 07 09/01/03 0
0001057832 O 08/01/33
0
1
8537420 H58/U57 F 152,000.00 ZZ
360 151,848.68 1
6.000 911.32 80
5.750 911.32
XXXXXXXX XX 00000 2 07/02/03 00
0436281034 05 09/01/03 0
144662 N 08/01/33
0
8537426 K60/U56 F 67,500.00 ZZ
360 67,462.20 1
8.880 537.30 91
8.380 537.30
XXX XXXXXXX XX 00000 5 07/16/03 23
0436332902 05 09/01/03 0
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0
8537432 H58/U57 F 322,500.00 ZZ
360 322,171.20 1
5.875 1,907.71 78
5.625 1,907.71
XXXXX XXXX XX 00000 5 07/30/03 00
0436281059 05 09/01/03 0
145271 O 08/01/33
0
8537438 H58/U57 F 605,000.00 ZZ
360 603,848.91 1
6.250 3,725.09 77
6.000 3,725.09
XXXXXXX XXX XX 00000 2 06/26/03 00
0436283907 05 08/01/03 0
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0
8537470 H58/U57 F 300,000.00 ZZ
360 299,372.06 1
5.750 1,750.72 80
5.500 1,750.72
XXXXXX XXXXXX XX 00000 5 06/19/03 00
0436281083 05 08/01/03 0
149014 O 07/01/33
0
1
8537496 H58/U57 F 264,000.00 ZZ
360 263,455.14 1
6.125 1,604.09 80
5.875 1,604.09
XXXXXXXXXX XX 00000 2 06/12/03 00
0436281109 05 08/01/03 0
153709 O 07/01/33
0
8537502 H58/U57 F 200,000.00 ZZ
360 199,609.54 1
6.375 1,247.74 67
6.125 1,247.74
XXXXXXX XXXX XX 00000 5 06/07/03 00
0436281117 03 08/01/03 0
154390 O 07/01/33
0
8537514 H58/U57 F 142,000.00 ZZ
360 141,530.31 1
7.000 944.73 80
6.750 944.73
XXXXXXX XX 00000 1 04/22/03 00
0436282909 01 06/01/03 0
154476 O 05/01/33
0
8537518 H58/U57 F 116,000.00 ZZ
360 115,784.55 1
6.375 723.69 80
6.125 723.69
XXXXXXXXXX XX 00000 1 06/20/03 00
0436281125 05 08/01/03 0
155222 O 07/01/33
0
8537530 H58/U57 F 117,600.00 ZZ
360 117,480.10 1
5.875 695.65 80
5.625 695.65
XXXXXXXX XX 00000 1 07/07/03 00
0436281133 01 09/01/03 0
155840 O 08/01/33
0
1
8537678 H58/U57 F 560,000.00 ZZ
360 558,923.40 1
6.625 3,585.74 80
6.375 3,585.74
XXXXXXXXXX XX 00000 5 06/10/03 00
0436281141 05 08/01/03 0
156221 O 07/01/33
0
8537684 K60/U56 F 50,000.00 ZZ
360 49,979.02 1
10.250 448.05 100
9.750 448.05
XXXXXXX XX 00000 5 07/11/03 23
0436350581 05 09/01/03 0
0000080604 O 08/01/33
0
8537694 H58/U57 F 81,500.00 ZZ
180 80,932.13 1
5.875 682.25 71
5.625 682.25
XXXXXX XX 00000 2 06/16/03 00
0436281166 03 08/01/03 0
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0
8537698 H58/U57 F 115,200.00 ZZ
360 115,001.06 1
6.750 747.19 80
6.500 747.19
XXXXXXXXXX XX 00000 5 06/24/03 00
0436281182 05 08/01/03 0
157973 O 07/01/33
0
8537708 H58/U57 F 203,700.00 ZZ
360 203,273.62 1
5.750 1,188.74 80
5.500 1,188.74
XXX XXXXX XX 00000 1 06/23/03 00
0436281190 05 08/01/03 0
158108 O 07/01/33
0
1
8537732 H58/U57 F 271,920.00 ZZ
360 271,213.68 1
6.750 1,763.67 80
6.500 1,763.67
XXXXXXX XX 00000 1 05/09/03 00
0436281240 05 07/01/03 0
158802 O 06/01/33
0
8537744 H58/U57 F 105,200.00 ZZ
360 105,022.73 1
6.875 691.09 78
6.625 691.09
XXXXXXXXXXX XX 00000 5 06/18/03 00
0436281257 05 08/01/03 0
160210 O 07/01/33
0
8537750 H58/U57 F 155,000.00 ZZ
180 153,896.98 1
5.625 1,276.78 79
5.375 1,276.78
XXXX XX 00000 2 06/27/03 00
0436281273 03 08/01/03 0
160852 O 07/01/18
0
8537764 H58/U57 F 128,000.00 ZZ
360 127,725.68 1
5.625 736.84 80
5.375 736.84
XXXXXXXXXX XX 00000 1 06/26/03 00
0436281307 03 08/01/03 0
160965 N 07/01/33
0
8537784 H58/U57 F 159,300.00 ZZ
360 159,166.17 1
6.875 1,046.49 90
6.625 1,046.49
XXXXXXXX XXXX XX 00000 2 07/01/03 01
0436283923 05 09/01/03 25
161362 O 08/01/33
0
1
8537788 H58/U57 F 270,400.00 ZZ
360 270,143.43 1
6.250 1,664.90 80
6.000 1,664.90
XXXXXXX XX 00000 1 07/01/03 00
0436281323 05 09/01/03 0
161593 O 08/01/33
0
8537802 H58/U57 F 68,000.00 ZZ
360 67,888.19 3
7.000 452.41 55
6.750 452.41
XXXXXXX XX 00000 5 06/24/03 00
0436281349 05 08/01/03 0
162042 N 07/01/33
0
8537814 H58/U57 F 151,000.00 ZZ
360 150,726.26 1
6.500 954.42 72
6.250 954.42
XXX XXXX XXXXXX XX 00000 5 06/09/03 00
0436281356 01 08/01/03 0
162299 O 07/01/33
0
8537830 H58/U57 F 228,000.00 ZZ
360 227,113.86 1
5.750 1,330.55 80
5.500 1,330.55
XXXXXXXX XX 00000 1 06/25/03 00
0436281364 05 08/01/03 0
162392 O 07/01/33
0
8537838 H58/U57 F 275,000.00 ZZ
360 274,451.11 1
6.000 1,648.76 79
5.750 1,648.76
XXXXXXX XXXX XX 00000 5 06/25/03 00
0436281380 05 08/01/03 0
162628 O 07/01/33
0
1
8537846 H58/U57 F 46,400.00 ZZ
360 46,321.81 1
6.875 304.82 80
6.625 304.82
XXXXXX XXXX XX 00000 2 06/12/03 00
0436281398 09 08/01/03 0
162647 O 07/01/33
0
8537854 H58/U57 F 405,000.00 ZZ
360 404,210.73 1
6.125 2,460.82 90
5.875 2,460.82
XXXXXXX XX 00000 5 06/19/03 11
0436282917 05 08/01/03 25
162797 O 07/01/33
0
8537858 H58/U57 F 145,600.00 ZZ
360 145,294.03 1
5.875 861.28 80
5.625 861.28
XXXXXX XX 00000 5 06/23/03 00
0436281406 05 08/01/03 0
163422 O 07/01/33
0
8537868 H58/U57 F 196,000.00 ZZ
360 195,599.36 1
5.875 1,159.41 80
5.625 1,159.41
XXXXXXXXXX XX 00000 1 06/06/03 00
0436281414 05 08/01/03 0
163748 O 07/01/33
0
8537876 H58/U57 F 244,800.00 ZZ
360 244,377.27 1
6.750 1,587.77 80
6.500 1,587.77
XXXXX XXXXX XX 00000 1 06/17/03 00
0436281430 01 08/01/03 0
164249 O 07/01/33
0
1
8537916 K60/U56 F 164,700.00 ZZ
360 164,517.14 1
8.940 1,318.11 90
8.440 1,318.11
XXXXXXXXXX XX 00000 2 06/30/03 23
0436348080 05 08/01/03 0
0000079314 O 07/01/33
0
8537954 H58/U57 F 412,000.00 ZZ
360 411,216.11 1
6.250 2,536.76 80
6.000 2,536.76
XXXXXXX XX 00000 2 06/06/03 00
0436281489 05 08/01/03 0
164577 O 07/01/33
0
8537982 H58/U57 F 161,200.00 ZZ
360 161,047.04 1
6.250 992.54 80
6.000 992.54
XXXXXX XX 00000 1 07/02/03 00
0436281554 03 09/01/03 0
165334 O 08/01/33
0
8537986 H58/U57 F 218,000.00 ZZ
360 217,782.98 1
6.000 1,307.02 66
5.750 1,307.02
XXXXXXXXX XX 00000 5 06/30/03 00
0436281588 05 09/01/03 0
165548 O 08/01/33
0
8537988 H58/U57 F 88,000.00 ZZ
360 87,836.55 1
6.375 549.01 67
6.125 549.01
XXXX XXXXXX XX 00000 5 06/25/03 00
0436281596 05 08/01/03 0
165711 O 07/01/33
0
1
8537992 H58/U57 F 120,000.00 ZZ
360 119,891.52 1
6.500 758.48 60
6.250 758.48
XXXXXXX XX 00000 5 07/01/03 00
0436281604 05 09/01/03 0
165865 O 08/01/33
0
8538004 H58/U57 F 308,000.00 ZZ
360 307,693.38 1
6.000 1,846.62 73
5.750 1,846.62
XXX XXXXX XX 00000 5 07/03/03 00
0436283964 03 09/01/03 0
166434 O 08/01/33
0
8538010 H58/U57 F 146,400.00 ZZ
360 146,140.95 1
6.625 937.42 80
6.375 937.42
XXXXXX XX 00000 5 06/13/03 00
0436281638 05 08/01/03 0
166464 N 07/01/33
0
8538012 H58/U57 F 100,000.00 ZZ
180 99,633.62 1
5.250 803.88 68
5.000 803.88
XXXXXXX XX 00000 2 07/03/03 00
0436281646 05 09/01/03 0
166491 O 08/01/18
0
8538022 H58/U57 F 230,000.00 ZZ
360 229,572.81 1
6.375 1,434.90 80
6.125 1,434.90
XXXXXX XX 00000 5 06/13/03 00
0436281661 05 08/01/03 0
166562 O 07/01/33
0
1
8538048 H58/U57 F 283,040.00 ZZ
360 282,751.43 1
5.875 1,674.29 80
5.625 1,674.29
XXXXXXX XX 00000 1 07/02/03 00
0436281679 05 09/01/03 0
166668 O 08/01/33
0
8538050 H58/U57 F 137,600.00 ZZ
360 137,344.42 1
6.375 858.45 80
6.125 858.45
XXXXX XXXX XX 00000 1 06/26/03 00
0436283972 05 08/01/03 0
166717 O 07/01/33
0
8538056 H58/U57 F 153,900.00 ZZ
360 153,640.68 1
6.875 1,011.01 95
6.625 1,011.01
XXXXXXX XX 00000 1 06/23/03 01
0436283980 03 08/01/03 30
166760 O 07/01/33
0
8538060 H58/U57 F 187,960.00 ZZ
360 187,610.89 1
6.375 1,172.63 80
6.125 1,172.63
XXXXXX XX 00000 1 06/13/03 00
0436281687 05 08/01/03 0
166886 O 07/01/33
0
8538062 H58/U57 F 242,350.00 ZZ
360 242,096.97 1
5.750 1,414.29 80
5.500 1,414.29
XXXXXXXX XX 00000 1 07/02/03 00
0436281695 05 09/01/03 0
166926 O 08/01/33
0
1
8538066 H58/U57 F 231,550.00 ZZ
180 229,987.20 1
6.250 1,985.36 90
6.000 1,985.36
XXXXXXXXXX XXXX XX 00000 1 06/26/03 01
0436284004 03 08/01/03 12
167001 O 07/01/18
0
8538080 H58/U57 F 100,000.00 ZZ
360 99,898.04 1
5.875 591.54 80
5.625 591.54
XXXXXXX XX 00000 5 07/01/03 00
0436281745 05 09/01/03 0
167323 N 08/01/33
0
8538084 H58/U57 F 151,400.00 ZZ
360 151,118.80 4
6.375 944.54 80
6.125 944.54
XXXXXXX XX 00000 1 06/10/03 00
0436281752 05 08/01/03 0
167544 N 07/01/33
0
8538088 H58/U57 F 300,000.00 ZZ
360 299,386.78 1
5.875 1,774.61 69
5.625 1,774.61
XXXXXXXX XX 00000 5 06/11/03 00
0436284012 05 08/01/03 0
167800 O 07/01/33
0
8538134 H58/U57 F 115,500.00 ZZ
360 115,285.48 1
6.375 720.57 75
6.125 720.57
XXXXXXXX XX 00000 2 07/02/03 00
0436281760 05 08/01/03 0
167975 N 07/01/33
0
1
8538136 H58/U57 F 116,250.00 ZZ
360 116,054.12 1
6.875 763.68 75
6.625 763.68
XXXXXXXX XX 00000 5 07/02/03 00
0436281778 05 08/01/03 0
167995 N 07/01/33
0
8538140 H58/U57 F 125,600.00 ZZ
360 125,372.29 1
6.500 793.88 80
6.250 793.88
XXXXXXXX XX 00000 5 07/02/03 00
0436281786 05 08/01/03 0
168003 O 07/01/33
0
8538148 H58/U57 F 456,000.00 ZZ
360 455,067.90 1
5.875 2,697.41 80
5.625 2,697.41
XXX XXXXX XX 00000 1 06/18/03 00
0436281810 03 08/01/03 0
168769 O 07/01/33
0
8538152 H58/U57 F 258,400.00 ZZ
360 258,160.67 1
6.375 1,612.08 95
6.125 1,612.08
XXXXXX XX 00000 1 07/01/03 01
0436281828 05 09/01/03 30
168798 O 08/01/33
0
8538158 H58/U57 F 322,400.00 ZZ
360 321,688.10 1
5.750 1,881.44 80
5.500 1,881.44
XXXX XXXXX XX 00000 1 06/17/03 00
0436281836 03 08/01/03 0
168915 O 07/01/33
0
1
8538172 H58/U57 F 461,050.00 ZZ
360 460,591.02 1
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5.750 2,764.23
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0436281885 05 09/01/03 0
169672 O 08/01/33
0
8538180 H58/U57 F 172,000.00 ZZ
360 171,656.68 1
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0436281927 05 08/01/03 0
169723 O 07/01/33
0
8538186 H58/U57 F 547,200.00 ZZ
360 546,158.88 1
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0436281943 05 08/01/03 0
169903 O 07/01/33
0
8538190 H58/U57 F 467,500.00 ZZ
360 466,712.25 1
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0436281950 05 08/01/03 12
169938 O 07/01/33
0
8538192 H58/U57 F 370,000.00 ZZ
360 369,243.69 1
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XXXXXXXXX XX 00000 2 06/25/03 00
0436281968 03 08/01/03 0
169980 O 07/01/33
0
1
8538196 H58/U57 F 113,000.00 ZZ
360 112,907.38 1
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6.750 751.79
XXXXXXXX XX 00000 5 07/03/03 00
0436281984 05 09/01/03 0
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0
8538200 H58/U57 F 215,200.00 ZZ
360 214,770.47 1
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0436282008 05 08/01/03 0
170071 O 07/01/33
0
8538204 H58/U57 F 239,200.00 ZZ
360 238,944.28 1
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0436282016 05 09/01/03 0
170131 O 08/01/33
0
8538208 H58/U57 F 200,000.00 ZZ
180 198,576.75 1
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0436282024 05 08/01/03 0
170145 O 07/01/18
0
8538212 H58/U57 F 104,000.00 ZZ
360 103,829.02 1
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0436284020 05 08/01/03 0
170158 O 07/01/33
0
1
8538220 H58/U57 F 267,200.00 ZZ
360 266,666.67 1
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5.750 1,602.00
XXXXXXX XX 00000 1 06/24/03 00
0436282073 05 08/01/03 0
170292 O 07/01/33
0
8538228 H58/U57 F 116,000.00 ZZ
360 115,779.30 1
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XXXX XX 00000 5 06/23/03 00
0436282107 05 08/01/03 0
170593 O 07/01/33
0
8538232 H58/U57 F 146,400.00 ZZ
360 146,100.75 1
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XXXXXXXXX XX 00000 2 06/25/03 00
0436282115 05 08/01/03 0
170639 O 07/01/33
0
8538236 H58/U57 F 190,800.00 ZZ
360 190,409.99 1
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XXXX XXXXX XX 00000 1 06/24/03 00
0436282123 03 08/01/03 0
170715 O 07/01/33
0
8538238 H58/U57 F 92,500.00 ZZ
360 91,573.76 1
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XXXXXX XX 00000 5 06/24/03 11
0436282131 05 08/01/03 30
170823 O 07/01/33
0
1
8538242 H58/U57 F 154,000.00 ZZ
360 153,685.21 1
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XXXXXXXXX XX 00000 1 06/26/03 00
0436282156 05 08/01/03 0
170858 O 07/01/33
0
8538250 H58/U57 F 444,000.00 ZZ
360 443,514.02 1
5.500 2,520.98 80
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XXXXXXXXX XX 00000 1 07/02/03 00
0436282198 03 09/01/03 0
171261 O 08/01/33
0
8538254 H58/U57 F 112,500.00 ZZ
360 112,400.74 1
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6.375 720.35
XXXXXXX XX 00000 5 07/02/03 01
0436282214 05 09/01/03 25
171322 O 08/01/33
0
8538286 H58/U57 F 175,600.00 ZZ
360 175,241.06 1
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0436282230 05 08/01/03 0
171469 O 07/01/33
0
8538290 H58/U57 F 179,955.00 ZZ
360 179,651.76 1
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0436284038 05 08/01/03 25
171751 O 07/01/33
0
1
8538292 H58/U57 F 312,550.00 ZZ
360 311,926.14 1
6.000 1,873.90 95
5.750 1,873.90
XXXXXX XX 00000 1 06/23/03 01
0436282263 05 08/01/03 30
171920 O 07/01/33
0
8538294 H58/U57 F 100,700.00 ZZ
360 100,508.40 1
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XXXXXX XX 00000 1 06/26/03 00
0436284046 05 08/01/03 0
171964 N 07/01/33
0
8538296 H58/U57 F 144,000.00 ZZ
360 143,757.35 1
6.875 945.98 90
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XXXXXX XX 00000 5 06/24/03 01
0436282289 05 08/01/03 25
172208 O 07/01/33
0
8538302 H58/U57 F 125,600.00 ZZ
360 125,471.95 1
5.875 742.97 80
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XXXXXXXX XX 00000 1 07/02/03 00
0436282339 05 09/01/03 0
172622 O 08/01/33
0
8538304 H58/U57 F 302,100.00 ZZ
360 301,497.02 1
6.000 1,811.24 95
5.750 1,811.24
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0436282354 03 08/01/03 30
172652 O 07/01/33
0
1
8538306 H58/U57 F 477,000.00 ZZ
360 475,977.73 1
5.625 2,745.88 79
5.375 2,745.88
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0436282388 05 08/01/03 0
172765 O 07/01/33
0
8538308 H58/U57 F 319,200.00 ZZ
360 318,931.83 1
6.875 2,096.92 80
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XXX XXXXX XX 00000 1 07/01/03 00
0436284079 03 09/01/03 0
172811 N 08/01/33
0
8538310 H58/U57 F 200,000.00 ZZ
360 199,831.97 1
6.875 1,313.86 80
6.625 1,313.86
XXXXXXXXX XX 00000 1 07/01/03 00
0436282404 05 09/01/03 0
172819 N 08/01/33
0
8538312 H58/U57 F 165,750.00 ZZ
360 165,449.51 1
6.500 1,047.65 85
6.250 1,047.65
XXXXXXXXXX XX 00000 1 06/24/03 01
0436282420 05 08/01/03 12
172995 O 07/01/33
0
8538318 H58/U57 F 119,920.00 ZZ
360 119,674.88 1
5.875 709.37 80
5.625 709.37
XXXXX XXXXXXXXX XX 00000 1 06/30/03 00
0436282487 05 08/01/03 0
173681 N 07/01/33
0
1
8538322 H58/U57 F 100,000.00 ZZ
360 99,795.58 3
5.875 591.54 58
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XXXX XX 00000 1 06/25/03 00
0436284087 05 08/01/03 0
173823 N 07/01/33
0
8538324 H58/U57 F 177,000.00 ZZ
360 176,823.80 1
6.000 1,061.20 80
5.750 1,061.20
XXXXXXX XX 00000 2 07/07/03 00
0436282511 05 09/01/03 0
174597 O 08/01/33
0
8538326 H58/U57 F 213,600.00 ZZ
360 213,420.55 1
6.875 1,403.20 80
6.625 1,403.20
XXXXXX XXXXXXX XX 00000 1 07/01/03 00
0436282537 05 09/01/03 0
174950 N 08/01/33
0
8538328 H58/U57 F 126,000.00 ZZ
180 125,566.74 1
6.000 1,063.26 63
5.750 1,063.26
XXXXXXX XX 00000 2 06/30/03 00
0436284103 05 09/01/03 0
175173 O 08/01/18
0
8538330 H58/U57 F 254,000.00 ZZ
360 253,786.61 1
6.875 1,668.60 72
6.625 1,668.60
XXXXXXXX XX 00000 1 07/03/03 00
0436284111 05 09/01/03 0
175554 O 08/01/33
0
1
8538676 L21/U57 F 259,000.00 ZZ
360 258,605.27 1
7.500 1,810.97 71
7.250 1,810.97
XXXXXXXXX XX 00000 2 06/20/03 00
0436282149 05 08/01/03 0
19SNYD O 07/01/33
0
8538680 L21/U57 F 57,600.00 ZZ
360 57,509.86 1
7.250 392.94 74
7.000 392.94
XXXXXXXXXX XXX XX 00000 1 06/20/03 00
0436282180 01 08/01/03 0
20PAYN O 07/01/33
0
8538686 L21/U57 F 286,000.00 ZZ
360 285,415.39 1
5.875 1,691.80 80
5.625 1,691.80
XXX XX XXXXX XX 00000 5 06/20/03 00
0436282222 05 08/01/03 0
22JACK O 07/01/33
0
8538688 L21/U57 F 170,078.00 ZZ
360 168,541.74 1
7.250 1,160.24 95
7.000 1,160.24
XXXXXXXXX XXXX XX 00000 1 06/26/03 23
0436282248 05 08/01/03 0
23HEND O 07/01/33
0
8538690 L21/U57 F 335,000.00 ZZ
360 334,548.92 1
8.000 2,458.12 78
7.750 2,458.12
XXXXX XXXX XX 00000 5 06/17/03 00
0436282271 03 08/01/03 0
24OUIM O 07/01/33
0
1
8538692 L21/U57 F 76,800.00 ZZ
360 76,657.34 1
6.375 479.14 80
6.125 479.14
XXXXX XXXXXXXX XX 00000 1 06/20/03 00
0436282297 05 08/01/03 0
25KIRK N 07/01/33
0
8538694 L21/U57 F 68,000.00 ZZ
360 67,882.57 1
6.750 441.05 80
6.500 441.05
XX. XXXXXXXXXX XX 00000 1 06/25/03 00
0436282313 05 08/01/03 0
26HORD N 07/01/33
0
8538696 L21/U57 F 207,220.00 ZZ
360 206,835.13 1
6.375 1,292.79 90
6.125 1,292.79
XXXXXXX XX 00000 1 06/27/03 23
0436282347 05 08/01/03 0
27MILL O 07/01/33
0
8538698 L21/U57 F 199,200.00 ZZ
360 198,762.92 1
5.500 1,131.04 80
5.250 1,131.04
XXXXXX XX 00000 5 06/26/03 00
0436282362 05 08/01/03 0
28RICH O 07/01/33
0
8538704 L21/U57 F 279,000.00 ZZ
360 278,456.27 1
6.125 1,695.24 90
5.875 1,695.24
XXXXXX XX 00000 5 06/13/03 23
0436282412 05 08/01/03 0
30SARN O 07/01/33
0
1
8538708 L21/U57 F 227,050.00 ZZ
360 226,667.40 1
6.875 1,491.56 95
6.625 1,491.56
XXXXXXXXX XXXXX XX 00000 1 07/01/03 19
0436282438 05 08/01/03 30
31BRAD O 07/01/33
0
8538710 L21/U57 F 88,000.00 ZZ
180 87,466.78 2
7.500 815.78 80
7.250 815.78
XXXXXXXXXXXX XX 00000 5 06/17/03 00
0436282453 05 08/01/03 0
6TROL N 07/01/18
0
8538712 L21/U57 F 100,000.00 ZZ
180 99,317.85 1
6.125 850.63 80
5.875 850.63
XXXXXXXX XX 00000 1 06/10/03 00
0436282479 05 08/01/03 0
7MANH N 07/01/18
0
8538716 L21/U57 F 189,000.00 ZZ
360 188,689.25 1
7.000 1,257.43 90
6.750 1,257.43
DEEP XXXXX XX 00000 5 06/11/03 19
0436282503 05 08/01/03 25
8NORT O 07/01/33
0
8538720 L21/U57 F 144,000.00 ZZ
180 143,483.39 1
5.500 1,176.61 80
5.250 1,176.61
XXXXXX XXXX XXX XX 00000 5 07/23/03 00
0436282545 05 09/01/03 0
BARB1001 O 08/01/18
0
1
8538726 L21/U57 F 296,000.00 ZZ
360 295,109.86 1
5.990 1,772.77 76
5.740 1,772.77
XXXXXX XX 00000 5 05/29/03 00
0436282560 01 07/01/03 0
POLA1002 O 06/01/33
0
8538728 L21/U57 F 195,000.00 ZZ
360 194,619.97 2
6.125 1,184.85 55
5.875 1,184.85
XXXXXXX XXXX XX 00000 5 06/30/03 00
0436282578 05 08/01/03 0
10SARN O 07/01/33
0
8538738 L21/U57 F 322,699.00 ZZ
360 322,023.54 1
5.750 1,883.19 44
5.500 1,883.19
XXXXXXXX XX 00000 5 06/30/03 00
0436282610 05 08/01/03 0
14JAME N 07/01/33
0
8538740 L21/U57 F 176,000.00 ZZ
180 174,837.22 1
6.500 1,533.15 64
6.250 1,533.15
XXXXXXXXXX XXXX XX 00000 5 06/27/03 00
0436282628 05 08/01/03 0
15ALB O 07/01/18
0
8538744 L21/U57 F 155,156.00 ZZ
360 154,845.71 1
5.990 929.25 60
5.740 929.25
XXXXXXXXXX XX 00000 2 06/26/03 00
0436282644 05 08/01/03 0
18HANS O 07/01/33
0
1
8538746 L21/U57 F 132,000.00 ZZ
360 131,822.27 2
8.000 968.57 60
7.750 968.57
XXXXXXXXXX XX 00000 5 06/30/03 00
0436282651 05 08/01/03 0
32LOMA N 07/01/33
0
8538750 L21/U57 F 232,000.00 ZZ
360 231,774.51 1
6.125 1,409.66 80
5.875 1,409.66
XXXXXXXXX XX 00000 1 07/08/03 00
0436282883 05 09/01/03 0
33PECK O 08/01/33
0
8538752 L21/U57 F 184,678.00 ZZ
360 184,511.04 1
6.500 1,167.30 96
6.250 1,167.30
XXXXXXXX XX 00000 1 07/07/03 19
0436282669 05 09/01/03 30
34DIN O 08/01/33
0
8538768 L21/U57 F 237,600.00 ZZ
360 237,199.63 1
6.875 1,560.87 80
6.625 1,560.87
XXXXXXX XX 00000 5 06/06/03 00
0436282685 09 08/01/03 0
36RYDE O 07/01/33
0
8538772 L21/U57 F 93,100.00 ZZ
360 92,839.94 2
6.375 580.83 70
6.125 580.83
XXXXXXXXXX XX 00000 5 05/21/03 00
0436282693 05 07/01/03 0
37LINT O 06/01/33
0
1
8538774 L21/U57 F 140,000.00 ZZ
180 138,593.93 2
6.375 1,209.96 76
6.125 1,209.96
XXXX XXXXX XX 00000 5 05/20/03 00
0436282701 05 07/01/03 0
38KAOU N 06/01/18
0
8538776 L21/U57 F 260,000.00 ZZ
180 257,275.93 2
5.875 2,176.51 80
5.625 2,176.51
XXXXXXX XX 00000 5 05/19/03 00
0436282719 05 07/01/03 0
39DUFF O 06/01/18
0
8538778 L21/U57 F 113,500.00 ZZ
360 113,273.46 1
6.000 680.49 80
5.750 680.49
XXXXXXXXX XX 00000 5 06/17/03 00
0436282727 09 08/01/03 0
3GIRI O 07/01/33
0
8538780 L21/U57 F 314,500.00 ZZ
360 313,662.96 1
6.625 2,013.78 85
6.375 2,013.78
XXXXXXXXXX XX 00000 1 05/30/03 23
0436282735 05 07/01/03 0
41COLE O 06/01/33
0
8538786 L21/U57 F 342,000.00 ZZ
360 341,624.98 1
9.000 2,751.81 95
8.750 2,751.81
XXXXXX XX 00000 1 06/30/03 23
0436282768 05 08/01/03 0
45GREE O 07/01/33
0
1
8538788 L21/U57 F 64,000.00 ZZ
360 63,944.89 1
6.750 415.11 80
6.500 415.11
XXXXX XXXXXXXXX XX 00000 1 07/11/03 00
0436282776 05 09/01/03 0
46HORD N 08/01/33
0
8538790 L21/U57 F 60,000.00 ZZ
360 59,948.34 1
6.750 389.16 80
6.500 389.16
XX. XXXXXXXXXX XX 00000 1 07/09/03 00
0436282784 05 09/01/03 0
47HORD N 08/01/33
0
8538794 L21/U57 F 385,650.00 ZZ
360 385,237.71 1
5.625 2,220.02 90
5.375 2,220.02
XXXXXXX XX 00000 1 07/10/03 19
0436282800 05 09/01/03 25
49RAHM O 08/01/33
0
8538796 L21/U57 F 175,500.00 ZZ
360 175,149.70 1
6.000 1,052.22 90
5.750 1,052.22
XXXXXXXXXX XX 00000 2 06/17/03 19
0436282818 05 08/01/03 25
4SHAW O 07/01/33
0
8538972 A50/G01 F 119,920.00 ZZ
360 119,800.62 1
6.000 718.98 80
5.750 718.98
XXXXXXXXX XX 00000 1 07/03/03 00
0436325989 05 09/01/03 0
1134980 O 08/01/33
0
1
8541326 G52/U57 F 451,364.00 ZZ
180 449,657.63 1
4.875 3,540.04 74
4.625 3,540.04
XX XXXXXXX XX 00000 5 07/18/03 00
0436293088 05 09/01/03 0
0000000000 O 08/01/18
0
8541796 964/U57 F 152,100.00 T
360 151,948.58 1
6.000 911.92 90
5.750 911.92
XXXXXX XX 00000 1 07/14/03 11
0436316392 03 09/01/03 25
364990 O 08/01/33
0
8541810 964/U57 F 245,000.00 ZZ
360 244,750.21 1
5.875 1,449.27 74
5.625 1,449.27
XXXXXXX XX 00000 5 07/22/03 00
0436325153 27 09/01/03 0
369120 O 08/01/33
0
8541826 964/U57 F 225,000.00 ZZ
360 224,796.60 1
6.500 1,422.15 78
6.250 1,422.15
XXXXXXX XX 00000 1 07/23/03 00
0436464093 05 09/01/03 0
398357 O 08/01/33
0
8541836 964/U57 F 84,000.00 ZZ
360 83,936.08 1
7.375 580.17 70
7.125 580.17
HOOD XXXXX XX 00000 5 07/25/03 00
0436316590 05 09/01/03 0
392160 N 08/01/33
0
1
8541846 964/U57 F 121,500.00 ZZ
360 121,400.41 2
7.000 808.34 90
6.750 808.34
XXXX XX 00000 1 07/22/03 01
0436317259 05 09/01/03 25
408165 N 08/01/33
0
8541852 964/U57 F 371,000.00 ZZ
360 370,612.65 1
5.750 2,165.06 75
5.500 2,165.06
XXXXX XX 00000 5 07/21/03 00
0436319602 05 09/01/03 0
417602 O 08/01/33
0
8541866 964/U57 F 155,050.00 ZZ
180 154,487.86 1
5.375 1,256.63 47
5.125 1,256.63
XXXXX XXXXX XX 00000 5 07/18/03 00
0436440358 03 09/01/03 0
419930 O 08/01/18
0
8541872 964/U57 F 500,000.00 ZZ
360 499,490.23 1
5.875 2,957.69 80
5.625 2,957.69
XXXXXXX XXXXX XX 00000 5 07/21/03 00
0436421150 01 09/01/03 0
422228 N 08/01/33
0
8541880 964/U57 F 650,000.00 ZZ
360 649,321.35 1
5.750 3,793.23 56
5.500 3,793.23
XXX XXXXX XX 00000 5 07/11/03 00
0436464101 05 09/01/03 0
424075 O 08/01/33
0
1
8541896 964/U57 F 163,000.00 ZZ
240 162,614.76 1
5.250 1,098.37 70
5.000 1,098.37
XXXXXXXXXX XX 00000 2 07/19/03 00
0436285811 05 09/01/03 0
426708 O 08/01/23
0
8541900 964/U57 F 322,700.00 ZZ
360 322,346.78 1
5.500 1,832.26 72
5.250 1,832.26
XXX XXXXXXX XX 00000 2 07/24/03 00
0436292445 05 09/01/03 0
426814 O 08/01/33
0
8541924 964/U57 F 453,000.00 ZZ
360 452,538.14 1
5.875 2,679.67 76
5.625 2,679.67
XXXXXXXXXX XX 00000 5 07/21/03 00
0436350706 05 09/01/03 0
430901 O 08/01/33
0
8541942 964/U57 F 150,400.00 ZZ
360 150,242.98 1
5.750 877.69 80
5.500 877.69
XXXXXXXX XX 00000 1 07/25/03 00
0436464127 05 09/01/03 0
432747 O 08/01/33
0
8541988 964/U57 F 268,000.00 ZZ
360 267,733.20 1
6.000 1,606.80 71
5.750 1,606.80
XXX XXXXX XX 00000 5 07/22/03 00
0436456230 03 09/01/03 0
437156 O 08/01/33
0
1
8542008 964/U57 F 320,000.00 ZZ
360 319,657.90 1
5.625 1,842.10 57
5.375 1,842.10
XXXX XXXX XX 00000 2 07/18/03 00
0436314900 05 09/01/03 0
438461 O 08/01/33
0
8542010 G33/U57 F 113,525.00 ZZ
360 113,457.97 1
8.625 882.99 95
8.375 882.99
XXXXXXX XXXXXXX XX 00000 1 07/17/03 23
0436354534 05 09/01/03 0
373966 O 08/01/33
0
8542034 964/U57 F 157,500.00 ZZ
180 156,928.99 1
5.375 1,276.48 80
5.125 1,276.48
XXX XXXXX XX 00000 2 07/23/03 00
0436456263 03 09/01/03 0
440560 N 08/01/18
0
8542048 964/U57 F 220,000.00 ZZ
360 219,801.12 1
6.500 1,390.55 80
6.250 1,390.55
XXXX XX 00000 5 07/25/03 00
0436321608 05 09/01/03 0
463730 O 08/01/33
0
8542092 964/U57 F 135,000.00 ZZ
180 134,494.93 1
5.000 1,067.57 51
4.750 1,067.57
XXXXXXXX XXXX ( XX 00000 2 07/28/03 00
0436317622 05 09/01/03 0
445051 O 08/01/18
0
1
8542100 964/U57 F 355,500.00 ZZ
360 355,162.68 1
6.250 2,188.88 79
6.000 2,188.88
XXXXXXX XX 00000 1 07/15/03 00
0436288898 05 09/01/03 0
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0
8542102 964/U57 F 174,200.00 ZZ
360 174,009.33 1
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5.250 989.09
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0436464135 03 09/01/03 30
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0
8542110 964/U57 F 250,000.00 ZZ
360 249,719.86 1
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5.125 1,399.93
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0436291249 05 09/01/03 0
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0
8542112 G33/U57 F 67,500.00 ZZ
360 67,461.17 1
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8.500 531.02
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0436355176 05 09/01/03 0
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0
8542126 964/U57 F 407,188.00 ZZ
180 405,696.15 1
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XXXXXXXXX XXX XX 00000 2 07/04/03 00
0436464143 03 09/01/03 0
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0
1
8542216 964/U57 F 92,000.00 ZZ
360 91,933.41 1
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XXX XXXXX XX 00000 1 07/23/03 00
0436431548 05 09/01/03 0
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0
8542228 964/U57 F 223,500.00 ZZ
360 223,302.81 1
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XXX XXXXX XX 00000 2 07/25/03 10
0436428478 03 09/01/03 12
484426 N 08/01/33
0
8542232 G33/U57 F 185,630.00 ZZ
360 185,385.48 1
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0
8542242 964/U57 F 146,000.00 ZZ
360 145,836.40 1
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0
8542256 964/U57 F 287,200.00 ZZ
180 286,114.25 1
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0436319214 05 09/01/03 0
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0
1
8542258 964/U57 F 64,800.00 ZZ
360 64,737.02 1
6.125 393.73 80
5.875 393.73
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0436464168 05 09/01/03 0
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0
8542276 964/U57 F 322,700.00 ZZ
360 322,371.00 1
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XXX XXXXX XX 00000 1 07/22/03 00
0436307854 03 09/01/03 0
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0
8542290 964/U57 F 198,000.00 ZZ
360 197,793.28 1
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0436464176 05 09/01/03 0
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0
8542304 G33/U57 F 118,450.00 ZZ
360 118,402.93 1
10.500 1,083.51 100
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0436372270 05 09/01/03 0
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0
8542312 P87/U57 F 84,500.00 ZZ
360 84,453.75 2
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0
1
8542334 964/U57 F 92,000.00 ZZ
360 91,906.20 1
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XXXXX XXXXXX XX 00000 1 07/25/03 00
0436464200 05 09/01/03 0
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0
8542340 G33/U57 F 168,000.00 ZZ
180 167,422.32 1
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5.750 1,417.68
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0436355408 05 09/01/03 0
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0
8542344 964/U57 F 300,000.00 ZZ
180 298,900.87 1
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XXX XXXXXXXXX XX 00000 5 07/15/03 00
0436308456 05 09/01/03 0
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0
8542356 964/U57 F 275,000.00 ZZ
360 274,712.88 1
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5.500 1,604.83
XXXXXXXX XX 00000 5 07/22/03 00
0436464218 05 09/01/03 0
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0
8542460 964/U57 F 131,000.00 ZZ
360 130,872.68 1
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5.875 795.97
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0436464226 03 09/01/03 0
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0
1
8542530 964/U57 F 241,000.00 ZZ
360 240,754.29 1
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XXXXXXX XXXX XX 00000 2 07/24/03 00
0436288955 05 09/01/03 0
469199 O 08/01/33
0
8542546 G33/U57 F 89,775.00 ZZ
360 89,722.00 1
8.625 698.26 95
8.375 698.26
XXXXXXXXX XX 00000 1 07/07/03 23
0436354286 05 09/01/03 0
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0
8542558 964/U57 F 178,500.00 ZZ
360 178,318.01 1
5.875 1,055.90 75
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0436464234 05 09/01/03 0
469410 N 08/01/33
0
8542586 964/U57 F 220,000.00 ZZ
360 219,775.70 1
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5.625 1,301.38
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0436289060 05 09/01/03 0
470851 O 08/01/33
0
8542640 964/U57 F 225,000.00 ZZ
360 224,765.09 1
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5.500 1,313.04
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0436440812 03 09/01/03 25
471961 O 08/01/33
0
1
8542662 964/U57 F 123,000.00 ZZ
360 122,865.37 1
5.500 698.38 65
5.250 698.38
XXX XXXXXXX XX 00000 2 07/22/03 00
0436293674 05 09/01/03 0
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0
8542682 G33/U57 F 94,000.00 ZZ
360 93,935.31 1
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7.625 681.57
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0436355051 05 09/01/03 0
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0
8542690 964/U57 F 134,000.00 ZZ
240 133,692.40 1
5.500 921.77 64
5.250 921.77
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0436320774 05 09/01/03 0
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0
8542722 964/U57 F 127,400.00 ZZ
360 127,273.17 1
6.000 763.83 80
5.750 763.83
XXXXXXXX XX 00000 1 07/28/03 00
0436464242 05 09/01/03 0
474045 O 08/01/33
0
8542756 G33/U57 F 81,450.00 ZZ
360 81,389.55 1
7.500 569.51 90
7.250 569.51
XXXXXXXXXXXX XX 00000 1 07/11/03 23
0436354146 05 09/01/03 0
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0
1
8542808 G33/U57 F 72,000.00 ZZ
360 71,947.89 1
7.625 509.61 90
7.375 509.61
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0436353528 05 09/01/03 0
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0
8542844 964/U57 F 168,000.00 ZZ
360 167,832.76 1
6.000 1,007.24 80
5.750 1,007.24
XXXXXX XX 00000 1 07/23/03 00
0436464259 27 09/01/03 0
479407 O 08/01/33
0
8542858 964/U57 F 229,500.00 ZZ
360 229,266.01 1
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5.625 1,357.58
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0436315527 05 09/01/03 0
480949 O 08/01/33
0
8542896 964/U57 F 139,200.00 ZZ
360 139,058.08 1
5.875 823.42 80
5.625 823.42
XXXXXXXX XXXXX XX 00000 1 07/24/03 00
0436289870 01 09/01/03 0
481514 O 08/01/33
0
8542908 964/U57 F 100,000.00 ZZ
360 99,900.45 1
6.000 599.55 75
5.750 599.55
XXXXXXXX XX 00000 5 07/28/03 00
0436440838 03 09/01/03 0
482258 N 08/01/33
0
1
8542930 964/U57 F 245,600.00 ZZ
360 245,343.57 1
5.750 1,433.26 80
5.500 1,433.26
XXXXXXX XX 00000 1 07/22/03 00
0436308050 05 09/01/03 0
484258 O 08/01/33
0
8542936 G33/U57 F 147,250.00 ZZ
360 147,158.47 1
8.375 1,119.21 95
7.875 1,119.21
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0436367049 05 09/01/03 0
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0
8542958 964/U57 F 108,000.00 ZZ
360 107,889.89 1
5.875 638.86 80
5.625 638.86
XXXXXXXX XX 00000 1 07/28/03 00
0436464267 05 09/01/03 0
486081 O 08/01/33
0
8543006 964/U57 F 231,900.00 ZZ
360 231,663.56 1
5.875 1,371.78 80
5.625 1,371.78
XXXXXXXX XX 00000 1 07/30/03 00
0436464275 03 09/01/03 0
491337 O 08/01/33
0
8543058 964/U57 F 135,600.00 T
360 135,471.34 1
6.250 834.91 80
6.000 834.91
XXXX XX 00000 1 07/22/03 00
0436464283 01 09/01/03 0
492587 O 08/01/33
0
1
8543064 964/U57 F 215,136.00 ZZ
360 214,926.90 1
6.125 1,307.19 80
5.875 1,307.19
XXXXXXXXX XX 00000 1 07/25/03 00
0436464309 05 09/01/03 0
492731 O 08/01/33
0
8543068 964/U57 F 120,100.00 ZZ
360 119,980.44 1
6.000 720.06 80
5.750 720.06
XXXXXXXX XX 00000 1 07/22/03 00
0436464317 27 09/01/03 0
492846 O 08/01/33
0
8543078 964/U57 F 201,600.00 ZZ
360 201,394.46 1
5.875 1,192.54 80
5.625 1,192.54
XXXXXXXXXX XX 00000 1 07/28/03 00
0436464325 05 09/01/03 0
492954 O 08/01/33
0
8543084 964/U57 F 157,600.00 ZZ
360 157,446.83 1
6.125 957.59 80
5.875 957.59
XXXXXXXX XX 00000 5 07/25/03 00
0436440853 05 09/01/03 0
494043 O 08/01/33
0
8543094 964/U57 F 136,000.00 ZZ
360 135,877.06 1
6.500 859.61 80
6.250 859.61
XXXXXXXXX XX 00000 2 07/24/03 00
0436430318 09 09/01/03 0
494071 N 08/01/33
0
1
8543106 964/U57 F 180,000.00 ZZ
360 179,816.48 1
5.875 1,064.77 72
5.625 1,064.77
XXX XXXXX XX 00000 5 07/23/03 00
0436308449 05 09/01/03 0
494977 O 08/01/33
0
8543112 964/U57 F 322,700.00 ZZ
360 322,386.35 1
6.125 1,960.76 76
5.875 1,960.76
XXXX XXXXX XX 00000 1 08/01/03 00
0436292932 03 09/01/03 0
495243 O 08/01/33
0
8543118 964/U57 F 175,920.00 ZZ
360 175,749.02 1
6.125 1,068.91 80
5.875 1,068.91
XXXXXX XXXXXXX XX 00000 1 07/24/03 00
0436464333 05 09/01/03 0
497848 O 08/01/33
0
8543122 G33/U57 F 96,000.00 ZZ
360 95,886.23 1
8.625 746.68 94
8.125 746.68
XXXXXXX XX 00000 2 06/25/03 23
0436372130 05 08/01/03 0
51266 O 07/01/33
0
8543128 G33/U57 F 91,800.00 ZZ
360 91,673.24 1
7.875 665.61 90
7.625 665.61
XXXXXXXX XX 00000 5 06/26/03 23
0436355283 05 08/01/03 0
51295 O 07/01/33
0
1
8543130 964/U57 F 440,000.00 ZZ
360 439,656.75 1
7.250 3,001.58 57
7.000 3,001.58
XXX XXXXXXXXX XX 00000 5 07/23/03 00
0436464341 05 09/01/03 0
488533 O 08/01/33
0
8543132 G33/U57 F 104,500.00 ZZ
360 104,407.16 1
10.000 917.06 100
9.500 917.06
XXXXX XX 00000 1 07/02/03 23
0436372072 05 08/01/03 0
339839 O 07/01/33
0
8543134 964/U57 F 212,000.00 ZZ
360 211,783.86 1
5.875 1,254.06 80
5.625 1,254.06
XXXXXXXX XX 00000 1 07/23/03 00
0436464366 03 09/01/03 0
488778 O 08/01/33
0
8543174 964/U57 F 318,500.00 ZZ
360 318,151.38 1
5.500 1,808.41 69
5.250 1,808.41
XXXX XXXX XX 00000 5 07/18/03 00
0436349773 05 09/01/03 0
457451 O 08/01/33
0
8543176 G33/U56 F 157,500.00 ZZ
180 157,313.35 1
8.625 1,225.02 90
8.375 1,225.02
XXXXXX XXXX XX 00000 5 06/26/03 23
0436375380 05 08/01/03 0
359982 O 07/01/18
0
1
8543178 964/U57 F 280,000.00 ZZ
360 279,707.67 1
5.750 1,634.00 46
5.500 1,634.00
XXXXXXXX XX 00000 5 07/11/03 00
0436308001 03 09/01/03 0
457606 O 08/01/33
0
8543180 G33/U57 F 113,250.00 ZZ
360 112,855.17 1
7.875 821.14 90
7.625 821.14
XXXXXXXXX XX 00000 1 03/31/03 23
0436354377 05 05/01/03 0
362016 N 04/01/33
0
8543182 964/U57 F 276,000.00 ZZ
360 275,668.37 1
5.000 1,481.63 73
4.750 1,481.63
XXXXXXX XXXXXX XX 00000 2 07/23/03 00
0436317457 05 09/01/03 0
458732 O 08/01/33
0
8543226 964/U57 F 183,000.00 ZZ
360 182,817.82 1
6.000 1,097.18 76
5.750 1,097.18
XXX XXXXX XX 00000 2 07/22/03 00
0436335855 05 09/01/03 0
466617 O 08/01/33
0
8543228 G33/U57 F 75,000.00 ZZ
360 74,962.13 1
9.375 623.81 95
8.875 623.81
XXXXXXXXX XX 00000 2 07/14/03 23
0436367353 05 09/01/03 0
368085 O 08/01/33
0
1
8543250 964/U57 F 200,000.00 ZZ
180 199,243.90 1
4.875 1,568.60 34
4.625 1,568.60
XXXXXXXXXX XX 00000 5 07/23/03 00
0436317580 05 09/01/03 0
467272 O 08/01/18
0
8543258 964/U57 F 146,400.00 ZZ
360 146,243.49 1
5.625 842.76 80
5.375 842.76
XXXXXXXX XX 00000 1 07/23/03 00
0436464564 03 09/01/03 0
467868 O 08/01/33
0
8543262 964/U57 F 248,500.00 ZZ
360 248,221.54 1
5.375 1,391.53 60
5.125 1,391.53
XXXXXX XXXXX XX 00000 2 07/15/03 00
0436289912 01 09/01/03 0
467926 O 08/01/33
0
8543278 964/U57 F 100,000.00 ZZ
180 99,637.45 2
5.375 810.47 72
5.125 810.47
XXXXXXXX XX 00000 2 07/17/03 00
0436464580 05 09/01/03 0
468628 N 08/01/18
0
8544606 U81/U57 F 91,000.00 ZZ
360 90,684.33 1
7.900 661.39 100
7.400 661.39
XXXXXXXXXXXX XX 00000 1 03/31/03 23
0436342018 05 05/01/03 0
1800005291 O 04/01/33
0
1
8544646 W53/U57 F 343,000.00 ZZ
360 342,068.26 3
7.990 2,514.43 70
7.490 2,514.43
XXXX XXXX XX 00000 5 04/25/03 00
0436475677 05 06/01/03 0
5201504200 N 05/01/33
0
8544802 196/U57 F 218,000.00 ZZ
360 217,554.37 1
5.875 1,289.56 45
5.625 1,289.56
XXX XXXXXXXXX XX 00000 5 06/16/03 00
0436405393 01 08/01/03 0
1583510 O 07/01/33
0
8544808 196/U57 F 400,000.00 ZZ
360 399,601.79 1
6.000 2,398.21 80
5.750 2,398.21
XXXXXXXXX XX 00000 5 07/24/03 00
0436411060 09 09/01/03 0
1651875 O 08/01/33
0
8544810 196/U57 F 324,600.00 ZZ
360 324,276.85 1
6.000 1,946.15 80
5.750 1,946.15
XXXXXXXXXX XX 00000 2 07/25/03 00
0436405468 05 09/01/03 0
1655645 O 08/01/33
0
8544812 196/U57 F 480,000.00 ZZ
360 479,474.61 1
5.500 2,725.39 80
5.250 2,725.39
XXXXX XXXXXXX XX 00000 5 07/09/03 00
0436413678 05 09/01/03 0
1658182 O 08/01/33
0
1
8544814 196/U57 F 335,500.00 ZZ
360 335,157.94 1
5.875 1,984.61 85
5.625 1,984.61
XXXXXXX XX 00000 2 06/26/03 14
0436418495 05 09/01/03 12
1658425 O 08/01/33
0
8544816 196/U57 F 470,400.00 ZZ
360 469,908.87 2
5.750 2,745.13 80
5.500 2,745.13
XXXXXXXXXX XX 00000 1 07/30/03 00
0436371967 05 09/01/03 0
1658933 O 08/01/33
0
8544818 196/U57 F 650,000.00 ZZ
360 648,573.82 1
5.500 3,690.63 60
5.250 3,690.63
XXXXXXXXXXX XX 00000 2 06/27/03 00
0436415764 05 08/01/03 0
1659075 O 07/01/33
0
8544820 196/U57 F 488,000.00 ZZ
360 487,478.29 1
5.625 2,809.21 53
5.375 2,809.21
XXXXXXX XX 00000 2 07/08/03 00
0436415962 05 09/01/03 0
1659327 O 08/01/33
0
8544822 196/U57 F 400,000.00 ZZ
360 399,582.37 2
5.750 2,334.30 80
5.500 2,334.30
XXXXXXX XX 00000 1 07/21/03 00
0436417562 05 09/01/03 0
1659654 O 08/01/33
0
1
8544824 196/U57 F 560,000.00 ZZ
360 559,401.32 1
5.625 3,223.68 80
5.375 3,223.68
XXXXXXXXXX XX 00000 1 07/18/03 00
0436378814 05 09/01/03 0
1663013 O 08/01/33
0
8544826 196/U57 F 348,000.00 ZZ
360 347,627.96 1
5.625 2,003.29 80
5.375 2,003.29
XXXXXX XX 00000 1 07/08/03 00
0436411318 05 09/01/03 0
1675511 O 08/01/33
0
8544828 196/U57 F 508,000.00 ZZ
360 507,482.06 1
5.875 3,005.02 85
5.625 3,005.02
XXXXXXXXXX XX 00000 1 07/31/03 23
0436378269 05 09/01/03 0
1680402 O 08/01/33
0
8544830 196/U57 F 397,000.00 T
360 396,207.58 1
6.000 2,380.22 63
5.750 2,380.22
XXXXXX XXXX XX 00000 2 07/02/03 00
0436414411 05 08/01/03 0
1683489 O 07/01/33
0
8544832 196/U57 F 405,000.00 ZZ
360 404,567.03 1
5.625 2,331.41 78
5.375 2,331.41
XXXXXXXXX XX 00000 2 07/18/03 00
0436412456 05 09/01/03 0
1685216 O 08/01/33
0
1
8544834 196/U57 F 359,000.00 ZZ
360 358,616.20 1
5.625 2,066.61 65
5.375 2,066.61
XXXXXXXXX XX 00000 2 07/16/03 00
0436419014 05 09/01/03 0
1685424 O 08/01/33
0
8544836 196/U57 F 440,000.00 ZZ
360 439,529.61 1
5.625 2,532.89 52
5.375 2,532.89
XXXXXXXX XX 00000 2 07/24/03 00
0436383467 03 09/01/03 0
1688945 O 08/01/33
0
8544838 196/U57 F 469,000.00 ZZ
360 468,510.33 1
5.750 2,736.96 70
5.500 2,736.96
XXXX XXXXXX XX 00000 5 07/23/03 00
0436347025 03 09/01/03 0
1690182 O 08/01/33
0
8544840 196/U57 F 568,000.00 T
360 567,420.89 1
5.875 3,359.94 58
5.625 3,359.94
XXXXXXX XX 00000 2 07/08/03 00
0436415715 05 09/01/03 0
1690637 O 08/01/33
0
8544842 196/U57 F 399,200.00 ZZ
360 398,802.59 1
6.000 2,393.41 80
5.750 2,393.41
XXXXXXXXX XXXXX XX 00000 1 07/21/03 00
0436415418 03 09/01/03 0
1691431 O 08/01/33
0
1
8544844 196/U57 F 536,000.00 ZZ
360 535,453.52 1
5.875 3,170.65 80
5.625 3,170.65
XXXXXXX XX 00000 5 07/25/03 00
0436404941 05 09/01/03 0
1704014 O 08/01/33
0
8544884 196/U57 F 520,000.00 T
180 518,134.49 1
5.500 4,248.84 46
5.250 4,248.84
KEY XXXXXXXX XX 00000 2 07/24/03 00
0436414239 01 09/01/03 0
1623372 O 08/01/18
0
8544886 196/U57 F 848,700.00 ZZ
180 845,590.54 1
5.250 6,822.52 80
5.000 6,822.52
XXXXXXXXX XX 00000 2 07/11/03 00
0436416259 05 09/01/03 0
1658745 O 08/01/18
0
8544896 196/U57 F 96,000.00 ZZ
360 95,902.12 1
5.875 567.88 80
5.625 567.88
XXXXXX XX 00000 1 07/24/03 00
0436410153 05 09/01/03 0
1693279 N 08/01/33
0
8544898 196/U57 F 126,000.00 ZZ
360 125,915.45 3
8.000 924.55 90
7.750 924.55
XXX XXXXX XX 00000 1 07/31/03 01
0436383194 05 09/01/03 25
1703206 N 08/01/33
0
1
8544900 196/U57 F 105,000.00 ZZ
360 104,909.60 1
6.750 681.03 75
6.500 681.03
XXXXXXXX XX 00000 5 07/31/03 00
0436372155 05 09/01/03 0
1703707 N 08/01/33
0
8544902 196/U57 F 131,700.00 ZZ
360 131,565.72 1
5.875 779.06 95
5.625 779.06
XXXX XX 00000 1 07/28/03 10
0436380851 03 09/01/03 30
1704096 N 08/01/33
0
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360 139,273.97 3
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0
8544910 196/U57 F 119,000.00 T
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XXXX XXXXXX XX 00000 1 03/31/03 10
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0
8544912 196/U57 F 164,500.00 ZZ
360 164,340.12 1
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0
1
8544914 196/U57 F 352,000.00 ZZ
360 350,894.40 1
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0436400931 05 08/01/03 0
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0
8544916 196/U57 F 184,000.00 ZZ
360 183,596.26 1
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0
8544920 196/U57 F 118,320.00 ZZ
360 117,856.46 1
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XXXX XXXXX XX 00000 1 04/09/03 00
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0
8544922 196/U57 F 130,500.00 ZZ
360 130,290.64 3
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0
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360 234,552.88 1
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0
1
8544928 196/U57 F 99,000.00 ZZ
360 98,910.50 1
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0436383491 05 09/01/03 25
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0
8544930 196/U57 F 120,000.00 ZZ
360 119,766.12 1
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0
8544932 196/U57 F 76,000.00 ZZ
360 75,936.15 1
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0
8544934 196/U57 F 212,800.00 ZZ
360 212,598.08 1
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0
8544936 196/U57 F 100,000.00 ZZ
360 99,920.03 2
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0436403919 05 09/01/03 35
1680995 O 08/01/33
0
1
8544938 196/U57 F 585,000.00 ZZ
360 583,939.44 4
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0
8544940 196/U57 F 311,250.00 ZZ
360 310,961.72 1
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0
8544942 196/U57 F 520,000.00 ZZ
360 519,506.60 1
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0
8544944 196/U57 F 82,500.00 ZZ
360 82,413.86 1
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0
8544946 196/U57 F 165,000.00 ZZ
360 164,831.77 1
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0436395271 05 09/01/03 12
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0
1
8544948 196/U57 F 275,000.00 ZZ
360 274,536.60 1
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0436416010 05 08/01/03 35
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0
8544950 196/U57 F 460,000.00 ZZ
360 459,531.00 1
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0436380653 03 09/01/03 0
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0
8544954 196/U57 F 134,100.00 ZZ
360 133,832.33 1
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0436345466 05 08/01/03 25
1689518 O 07/01/33
0
8544956 196/U57 F 146,792.00 ZZ
360 146,638.74 1
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0
8544958 196/U57 F 129,600.00 ZZ
360 129,493.76 1
7.000 862.24 80
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0436416317 05 09/01/03 0
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0
1
8544962 196/U57 F 103,200.00 ZZ
360 103,106.70 2
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0436416697 05 09/01/03 0
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0
8544964 196/U57 F 132,500.00 ZZ
360 132,377.28 1
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0
8544966 196/U57 F 212,725.00 ZZ
360 212,544.51 1
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0436414981 05 09/01/03 0
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0
8544968 196/U57 F 300,700.00 ZZ
360 300,487.76 3
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0436380844 05 09/01/03 25
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0
8544970 196/U57 F 22,500.00 ZZ
360 22,482.87 1
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0436408512 05 09/01/03 25
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0
1
8544972 196/U57 F 293,550.00 ZZ
360 293,257.76 2
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5.750 1,759.99
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0436415236 05 09/01/03 30
1656430 O 08/01/33
0
8544974 196/U57 F 494,450.00 ZZ
360 493,509.24 3
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0436413777 05 08/01/03 12
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0
8544978 196/U57 F 194,000.00 ZZ
360 193,859.59 1
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0436412795 05 09/01/03 25
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0
8544980 196/U57 F 234,000.00 ZZ
360 233,803.41 1
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0436415343 05 09/01/03 25
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0
8544982 196/U57 F 104,550.00 ZZ
360 104,455.48 1
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0436415111 01 09/01/03 0
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0
1
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360 205,759.24 1
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0
8544986 196/U57 F 132,000.00 ZZ
360 131,899.55 1
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0
8544988 196/U57 F 148,000.00 ZZ
360 147,887.38 1
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0
8544990 196/U57 F 171,000.00 ZZ
360 170,859.83 1
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0436379853 05 09/01/03 25
1661686 O 08/01/33
0
8544992 196/U57 F 183,000.00 ZZ
360 182,813.42 1
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0
1
8544994 196/U57 F 499,500.00 ZZ
360 498,658.31 2
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0436393045 05 08/01/03 25
1662919 O 07/01/33
0
8544996 196/U57 F 159,600.00 ZZ
360 159,132.25 1
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0436416549 05 07/01/03 30
1664123 O 06/01/33
0
8545252 196/U57 F 51,500.00 ZZ
120 48,925.05 1
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0
8545256 196/U57 F 44,000.00 T
180 43,861.18 1
7.000 395.49 80
6.750 395.49
XXXXXXXXXXXX XX 00000 1 07/28/03 00
0436382618 05 09/01/03 0
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0
8545262 196/U57 F 60,700.00 ZZ
180 60,263.48 1
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0436413876 05 08/01/03 0
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0
1
8545264 196/U57 F 439,000.00 ZZ
180 436,068.49 1
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0436404289 05 08/01/03 12
1680672 O 07/01/18
0
8545266 196/U57 F 110,000.00 ZZ
180 109,241.61 1
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5.750 928.25
XXX XXXXX XX 00000 5 06/30/03 00
0436382717 05 08/01/03 0
1682756 O 07/01/18
0
8545268 196/U57 F 134,200.00 ZZ
180 133,723.61 2
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0436432215 05 09/01/03 0
1683098 O 08/01/18
0
8545274 196/U57 F 126,000.00 ZZ
360 125,838.75 1
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0436327431 03 08/01/03 0
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0
8545276 196/U57 F 78,750.00 ZZ
360 78,623.66 2
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0
1
8545280 196/U57 F 53,100.00 ZZ
360 53,061.57 1
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0
8545284 196/U57 F 181,450.00 ZZ
360 181,321.92 1
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0
8545286 196/U57 F 56,100.00 ZZ
360 56,057.31 1
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0
8545606 E22/U57 F 550,000.00 ZZ
360 549,526.46 1
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0
8545660 E22/U57 F 39,425.00 ZZ
360 39,425.00 1
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0
1
8545662 E22/U57 F 50,000.00 ZZ
180 49,826.23 1
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0417172236 O 08/01/18
0
8545666 E22/U57 F 166,500.00 ZZ
360 166,335.61 1
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0
8545672 E22/U57 F 109,500.00 ZZ
360 109,390.99 1
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0
8545674 E22/U57 F 122,500.00 ZZ
360 122,378.05 1
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0
8545676 E22/U57 F 134,000.00 ZZ
360 133,866.60 1
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0
1
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360 192,000.00 1
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0417478500 O 09/01/33
0
8545700 E22/U57 F 87,800.00 ZZ
360 87,800.00 2
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0
8545706 E22/U57 F 76,000.00 ZZ
360 76,000.00 1
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XXXXXXXX XXXX XX 00000 5 08/01/03 00
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0
8545710 E22/U57 F 62,225.00 ZZ
360 62,194.39 1
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0
8545716 E22/U57 F 85,000.00 ZZ
180 84,713.90 1
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6.000 728.81
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0417555018 O 08/01/18
0
1
8545732 E22/U57 F 303,000.00 ZZ
360 303,000.00 1
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0417600947 05 10/01/03 0
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0
8545734 E22/U57 F 38,000.00 ZZ
180 38,000.00 1
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5.875 323.24
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0
8545742 E22/U57 F 59,500.00 ZZ
360 59,437.87 1
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0
8545752 E22/U57 F 89,000.00 ZZ
360 88,909.26 1
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0
8545766 E22/U57 F 125,000.00 ZZ
180 124,546.82 1
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0
1
8545794 E22/U57 F 512,000.00 ZZ
360 511,600.59 1
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0
8545830 E22/U57 F 94,525.00 ZZ
360 94,466.25 1
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0
8545852 E22/U57 F 209,000.00 ZZ
360 208,753.27 1
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0
8545860 E22/U57 F 141,000.00 ZZ
360 140,934.22 1
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XXXX XXXXX XX 00000 5 07/31/03 23
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0
8545864 E22/U57 F 83,340.00 ZZ
360 83,281.18 1
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0
1
8545866 E22/U57 F 452,600.00 ZZ
360 452,600.00 1
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0
8545870 E22/U57 F 62,500.00 ZZ
360 62,500.00 1
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XXXXXXXX XX 00000 1 08/05/03 01
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0
8545872 E22/U57 F 79,500.00 ZZ
360 79,450.58 1
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XXX XXXXXXXX XX 00000 5 07/31/03 23
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0
8545876 E22/U57 F 141,000.00 ZZ
360 140,878.61 1
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0
8545878 E22/U57 F 198,000.00 ZZ
360 197,802.89 1
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0
1
8545888 E22/U57 F 310,000.00 ZZ
360 309,719.76 1
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XXXXXXXXXX XXXX XX 00000 1 07/29/03 01
0417881356 05 09/01/03 35
0417881356 O 08/01/33
0
8545892 E22/U57 F 128,900.00 ZZ
360 128,900.00 1
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0
8545900 E22/U57 F 135,000.00 ZZ
360 134,913.92 1
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0417896297 O 08/01/33
0
8545910 E22/U57 F 132,800.00 ZZ
360 132,679.94 1
6.500 839.39 100
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0417906096 O 08/01/33
0
8545914 E22/U57 F 151,200.00 ZZ
360 151,095.95 2
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0
1
8545916 E22/U57 F 213,300.00 ZZ
360 213,300.00 1
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XXXX XXXXX XX 00000 5 07/31/03 23
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0417912755 O 09/01/33
0
8545918 E22/U57 F 153,000.00 ZZ
360 152,894.70 2
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0
8545924 E22/U57 F 56,000.00 ZZ
360 55,957.39 1
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7.125 386.78
XXXXXXXXXXXX XX 00000 1 08/05/03 01
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0
8545934 E22/U57 F 150,000.00 ZZ
360 149,861.08 1
6.375 935.80 100
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XXXXXX XXXXXX XX 00000 1 07/29/03 01
0417928199 05 09/01/03 35
0417928199 O 08/01/33
0
8545936 E22/U57 F 82,800.00 ZZ
360 82,737.00 1
7.375 571.88 90
7.125 571.88
XXXXXXX XX 00000 5 07/31/03 01
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0417930591 O 08/01/33
0
1
8545956 E22/U57 F 227,525.00 T
360 227,525.00 1
7.250 1,552.12 100
7.000 1,552.12
XXXXX XX 00000 1 08/05/03 01
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0417959137 O 09/01/33
0
8545958 E22/U57 F 133,110.00 ZZ
360 132,995.39 4
6.750 863.35 90
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XXXXX XX 00000 1 07/31/03 01
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0417959418 N 08/01/33
0
8545966 E22/U57 F 166,250.00 ZZ
360 166,250.00 1
6.875 1,092.14 100
6.625 1,092.14
XXXXX XX 00000 1 08/05/03 01
0417966876 05 10/01/03 35
0417966876 O 09/01/33
0
8545968 E22/U57 F 384,000.00 ZZ
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0
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1
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0
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0
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1
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0
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0
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0
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1
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0
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0
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0
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1
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0
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0
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0
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0
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1
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0
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23070010 O 08/01/33
0
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0
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1
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0
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0
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0
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0
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0
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0
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0
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1
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0
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0
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0
8548864 W35/G01 F 223,250.00 ZZ
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0
1
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0
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0
8549782 E22/U57 F 600,000.00 ZZ
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0
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0
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0
1
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0
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0
8549884 E22/U57 F 120,000.00 ZZ
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0
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0
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0
1
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0
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0
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0
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0
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360 41,250.00 2
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0
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0
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1
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0
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0
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0
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0
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0
1
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0
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0
8550128 E22/U57 F 196,000.00 ZZ
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0
8550130 E22/U57 F 56,000.00 ZZ
360 56,000.00 1
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0
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360 84,500.00 1
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0
1
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0
8550156 E22/U57 F 106,250.00 ZZ
360 106,250.00 1
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0
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360 53,600.00 1
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0
8550168 E22/U57 F 101,085.00 ZZ
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0
8550174 E22/U57 F 170,250.00 ZZ
360 170,088.46 1
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0
1
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0417977675 03 09/01/03 30
0417977675 N 08/01/33
0
8550190 E22/U57 F 73,000.00 ZZ
360 72,970.99 1
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XX. XXXXX XX 00000 1 08/07/03 23
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0417978129 O 08/01/33
0
8550192 E22/U57 F 58,000.00 ZZ
360 58,000.00 1
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XXXXX XX 00000 1 08/07/03 01
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0
8550194 E22/U57 F 106,000.00 ZZ
360 105,913.11 1
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0
8550196 E22/U57 F 53,550.00 ZZ
360 53,509.25 1
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0417982329 N 08/01/33
0
1
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360 123,900.00 1
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0
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360 82,956.97 1
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0418151387 O 08/01/33
0
8551246 N67/U56 F 186,000.00 ZZ
180 184,690.25 1
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3275003442 O 07/01/18
0
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360 115,827.28 1
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3275003448 N 07/01/33
0
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360 115,827.28 1
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3275003449 N 07/01/33
0
1
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360 499,217.55 1
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0436350599 01 08/01/03 0
3275003479 O 07/01/33
0
8551254 N67/U56 F 136,325.00 ZZ
360 135,358.09 1
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3275003484 O 07/01/33
0
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360 125,208.57 1
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3275003488 O 07/01/33
0
8551258 N67/U56 F 408,150.00 ZZ
360 407,526.93 1
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0436350656 05 08/01/03 30
3275003501 O 07/01/33
0
8551260 N67/U56 F 356,250.00 ZZ
360 355,471.53 2
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0436358634 05 07/01/03 35
3275003503 O 06/01/33
0
1
8551262 N67/U56 F 544,000.00 ZZ
360 543,148.69 1
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0436350680 05 08/01/03 0
3275003518 N 07/01/33
0
8551264 N67/U56 F 252,000.00 ZZ
360 251,798.48 1
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6.875 1,697.77
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0436358683 05 09/01/03 30
3275003536 O 08/01/33
0
8551266 N67/U56 F 267,300.00 ZZ
360 266,911.84 1
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0436350714 03 08/01/03 30
3275003541 O 07/01/33
0
8551270 N67/U56 F 289,350.00 ZZ
360 288,897.19 4
7.250 1,973.88 90
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0436350763 05 08/01/03 30
3275003548 O 07/01/33
0
8551272 N67/U56 F 168,300.00 ZZ
360 167,858.54 1
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0436350797 05 08/01/03 30
3275003554 O 07/01/33
0
1
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360 211,788.95 2
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3275003565 O 08/01/33
0
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180 74,752.92 1
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3275003571 O 08/01/18
0
8551278 N67/U56 F 161,500.00 ZZ
360 157,519.72 1
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0436350847 05 08/01/03 35
0000000000 O 07/01/33
0
8551282 N67/U56 F 213,750.00 ZZ
360 213,302.97 1
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3275003578 O 07/01/33
0
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360 319,473.87 1
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3275003582 O 07/01/33
0
1
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360 223,021.51 1
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3275003586 O 08/01/33
0
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360 460,158.25 2
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0436359004 05 09/01/03 35
3275003601 O 08/01/33
0
8551298 N67/U56 F 146,775.00 ZZ
360 146,545.31 1
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0436351001 05 08/01/03 35
3275003644 O 07/01/33
0
8551302 N67/U56 F 36,000.00 ZZ
180 35,894.81 1
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0436351043 05 09/01/03 0
3281000107 N 08/01/18
0
8551306 N67/U56 F 100,000.00 ZZ
360 99,915.99 1
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0436351100 01 09/01/03 0
0000000000 O 08/01/33
0
1
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180 258,082.99 1
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3281000164 O 08/01/18
0
8551310 N67/U56 F 54,350.00 ZZ
360 54,310.66 1
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7.375 384.69
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0436351175 05 09/01/03 35
0000000000 O 08/01/33
0
8551314 N67/U56 F 121,950.00 ZZ
360 121,857.20 1
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0436359384 05 09/01/03 30
3281000167 O 08/01/33
0
8551316 N67/U56 F 223,250.00 ZZ
180 223,071.47 1
7.125 1,504.08 95
6.875 1,504.08
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0436351217 05 09/01/03 35
3281000172 O 08/01/18
0
8551318 N67/U56 F 119,600.00 ZZ
360 119,508.99 1
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0436351225 05 09/01/03 30
3281000188 O 08/01/33
0
1
8551320 N67/U56 F 211,500.00 ZZ
360 211,343.04 1
7.500 1,478.84 90
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0436359491 05 09/01/03 30
3281000220 O 08/01/33
0
8551322 N67/U56 F 50,000.00 ZZ
360 49,958.00 1
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0436351233 05 09/01/03 0
3281000235 O 08/01/33
0
8551326 N67/U56 F 190,000.00 ZZ
360 189,851.79 1
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0436359574 05 09/01/03 35
3274010513 O 08/01/33
0
8551328 N67/U56 F 285,000.00 ZZ
360 284,754.63 1
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0436351274 05 09/01/03 40
0000000000 O 08/01/33
0
8551330 N67/U56 F 224,250.00 ZZ
360 224,075.06 1
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0436351282 05 09/01/03 0
3274010591 O 08/01/33
0
1
8551332 N67/U56 F 322,500.00 ZZ
360 322,229.06 1
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0436359681 05 09/01/03 35
3274010599 O 08/01/33
0
8551334 N67/U56 F 253,650.00 ZZ
360 253,299.73 2
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0436359715 05 08/01/03 35
0000000000 O 07/01/33
0
8551336 N67/U56 F 181,200.00 ZZ
360 181,040.13 2
6.625 1,160.24 58
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0436351357 05 09/01/03 0
3274010620 O 08/01/33
0
8551338 N67/U56 F 276,200.00 ZZ
360 276,009.92 2
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0436351365 05 09/01/03 30
3274010627 O 08/01/33
0
8551340 N67/U56 F 169,000.00 ZZ
360 168,722.14 2
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0436359806 05 08/01/03 35
3274010635 O 07/01/33
0
1
8551342 N67/U56 F 240,000.00 ZZ
360 239,798.37 2
6.875 1,576.63 80
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0436351381 05 09/01/03 0
3274010637 O 08/01/33
0
8551344 N67/U56 F 285,000.00 ZZ
360 284,736.03 1
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0436351399 05 09/01/03 35
3274010646 O 08/01/33
0
8551346 N67/U56 F 206,500.00 ZZ
360 206,313.32 1
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0436351415 05 09/01/03 0
3274010657 O 08/01/33
0
8551348 N67/U56 F 399,950.00 ZZ
360 399,630.16 2
7.125 2,694.54 90
6.875 2,694.54
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0436351464 05 09/01/03 30
3274010674 O 08/01/33
0
8551350 N67/U56 F 152,150.00 ZZ
180 152,031.31 1
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0436351472 03 09/01/03 30
3274010904 N 08/01/18
0
1
8551352 N67/U56 F 200,000.00 ZZ
360 200,000.00 1
5.750 958.33 31
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0436351480 05 09/01/03 0
3274010906 O 08/01/33
0
8551354 N67/U56 F 335,000.00 ZZ
360 334,757.54 1
7.625 2,371.11 75
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0436351506 05 09/01/03 0
3274010907 O 08/01/33
0
8551356 N67/U56 F 121,500.00 ZZ
360 121,405.22 2
7.250 828.84 90
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0436351514 05 09/01/03 30
3274010935 O 08/01/33
0
8551358 N67/U56 F 160,000.00 ZZ
360 159,855.36 1
6.500 1,011.31 77
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0436351522 05 09/01/03 0
3274010938 O 08/01/33
0
8551364 N67/U56 F 220,000.00 ZZ
360 219,780.99 1
6.000 1,319.01 79
5.750 1,319.01
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0436351589 05 09/01/03 0
3274010945 O 08/01/33
0
1
8551368 N67/U56 F 141,000.00 ZZ
360 140,872.53 1
6.500 891.22 75
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0436351605 01 09/01/03 0
3274010950 O 08/01/33
0
8551370 N67/U56 F 265,000.00 ZZ
360 264,777.37 2
6.875 1,740.86 90
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0436351613 05 09/01/03 30
3274010954 O 08/01/33
0
8551372 N67/U56 F 240,000.00 ZZ
180 239,209.34 4
6.500 2,090.66 60
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0436351647 05 09/01/03 0
3274010956 O 08/01/18
0
8551374 N67/U56 F 130,150.00 ZZ
360 130,032.34 1
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0436351654 05 09/01/03 35
3274010957 O 08/01/33
0
8551376 N67/U56 F 68,000.00 T
360 67,954.37 1
8.000 498.96 85
7.750 498.96
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0436360341 05 09/01/03 25
3274010977 O 08/01/33
0
1
8551378 N67/U56 F 552,300.00 ZZ
360 551,517.88 1
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XXXXXXXXXXX XX 00000 1 06/30/03 01
0436351662 03 08/01/03 25
3274010978 O 07/01/33
0
8551380 N67/U56 F 332,000.00 ZZ
360 331,765.68 1
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0436351670 05 09/01/03 35
0000000000 O 08/01/33
0
8551382 N67/U56 F 109,900.00 ZZ
360 109,822.43 1
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0436360473 01 09/01/03 30
3274010993 O 08/01/33
0
8551384 N67/U56 F 209,950.00 ZZ
360 209,637.40 1
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0436351688 05 08/01/03 35
3274010994 O 07/01/33
0
8551386 N67/U56 F 68,250.00 ZZ
360 68,195.42 2
7.125 459.81 65
6.875 459.81
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BENSALEM PA 19020 5 07/21/03 00
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SHREVEPORT LA 71118 1 07/03/03 01
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EL LAGO TX 77586 1 06/24/03 01
0436352371 03 08/01/03 30
1161005056 O 07/01/33
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8551486 N67/U56 F 399,000.00 ZZ
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EAST ELMHURST NY 11369 1 07/08/03 10
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WICHITA FALLS TX 76308 1 07/03/03 01
0436352413 05 09/01/03 35
1161005079 O 08/01/33
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8551490 N67/U56 F 161,017.00 ZZ
180 160,727.81 1
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YPSILANTI MI 48197 1 06/23/03 01
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1
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BATON ROUGE LA 70815 1 07/14/03 01
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NEWARK NJ 07112 5 06/19/03 00
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3265004374 O 07/01/33
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8551496 N67/U56 F 131,955.00 ZZ
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AUSTIN TX 78748 1 07/14/03 01
0436352504 03 09/01/03 35
1161005107 O 08/01/33
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8551500 N67/U56 F 184,000.00 ZZ
180 183,812.40 1
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LAKE ZURICH IL 60047 2 07/02/03 00
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8551502 N67/U56 F 31,600.00 ZZ
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LAKE CHARLES LA 70607 5 07/14/03 00
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1
8551504 N67/U56 F 80,275.00 ZZ
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WEST PALM BEACH FL 33415 1 06/06/03 01
0436352579 01 08/01/03 35
3265004414 O 07/01/18
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8551506 N67/U56 F 78,750.00 ZZ
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STRAFFORD MO 65757 1 07/15/03 01
0436352587 05 09/01/03 35
1161005133 O 08/01/33
0
8551510 N67/U56 F 304,000.00 ZZ
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HINSDALE IL 60527 5 07/03/03 00
0436352611 05 09/01/03 0
3265004436 O 08/01/18
0
8551512 N67/U56 F 114,000.00 ZZ
360 113,878.13 1
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NEW ORLEANS LA 70119 5 07/17/03 00
0436352637 05 09/01/03 0
1161005188 O 08/01/33
0
8551514 N67/U56 F 384,000.00 ZZ
180 383,399.07 1
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CHICAGO IL 60622 2 06/17/03 00
0436352645 01 08/01/03 0
3265004438 O 07/01/18
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1
8551516 N67/U56 F 128,700.00 ZZ
360 128,583.66 1
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LAREDO TX 78045 2 07/08/03 01
0436352652 05 09/01/03 35
1161005215 O 08/01/33
0
8551518 N67/U56 F 213,750.00 ZZ
180 213,431.73 1
7.500 1,494.58 95
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ARLINGTON HEIGH IL 60004 1 06/20/03 10
0436362818 01 08/01/03 35
3265004463 O 07/01/18
0
8551520 N67/U56 F 220,000.00 ZZ
180 219,815.18 1
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OVERLAND PARK KS 66213 1 07/21/03 10
0436362842 03 09/01/03 30
1161005223 O 08/01/18
0
8551522 N67/U56 F 225,000.00 ZZ
360 224,592.10 1
6.500 1,422.15 74
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SPRING VALLEY NY 10977 5 06/18/03 00
0436352686 05 08/01/03 0
3265004498 O 07/01/33
0
8551524 N67/U56 F 97,350.00 ZZ
360 97,279.54 1
7.625 689.04 95
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SOUTH PADRE ISL TX 78597 1 07/02/03 10
0436362933 01 09/01/03 35
1161005244 O 08/01/33
0
1
8551526 N67/U56 F 199,500.00 ZZ
180 199,163.82 1
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CHICAGO IL 60629 1 06/25/03 10
0436362990 05 08/01/03 35
3265004499 O 07/01/18
0
8551528 N67/U56 F 32,750.00 ZZ
180 32,645.55 1
6.875 292.08 95
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HOUSTON TX 77043 1 07/08/03 01
0436352728 03 09/01/03 35
1161005253 O 08/01/18
0
8551530 N67/U56 F 173,850.00 ZZ
180 173,597.54 2
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CHICAGO IL 60623 1 06/27/03 01
0436352736 05 08/01/03 35
3265004504 O 07/01/18
0
8551532 N67/U56 F 69,350.00 ZZ
360 69,299.81 1
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HUMBLE TX 77396 1 07/16/03 01
0436352769 03 09/01/03 35
1161005254 O 08/01/33
0
8551534 N67/U56 F 610,000.00 ZZ
360 608,894.12 2
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BROOKLYN NY 11223 2 06/26/03 00
0436352785 05 08/01/03 0
3265004512 O 07/01/33
0
1
8551536 N67/U56 F 119,900.00 ZZ
360 119,796.77 1
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IRVING TX 75060 1 07/09/03 01
0436352819 05 09/01/03 40
1161005274 O 08/01/33
0
8551538 N67/U56 F 171,000.00 ZZ
180 170,751.68 1
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JOLIET IL 60436 5 06/26/03 01
0436352827 05 08/01/03 30
3265004515 O 07/01/18
0
8551540 N67/U56 F 52,250.00 ZZ
360 52,210.24 1
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JACKSON MS 39212 1 07/02/03 01
0436352850 05 09/01/03 35
1161005279 O 08/01/33
0
8551542 N67/U56 F 252,000.00 ZZ
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LAGRANGE PARK IL 60526 5 06/23/03 01
0436352868 05 08/01/03 30
3265004521 O 07/01/18
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8551544 N67/U56 F 299,250.00 ZZ
360 298,769.96 2
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ELMWOOD PARK IL 60707 1 06/26/03 10
0436363212 05 08/01/03 35
3265004523 O 07/01/33
0
1
8551546 N67/U56 F 300,000.00 ZZ
180 298,979.38 1
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DALLAS TX 75214 1 07/18/03 00
0436352892 05 09/01/03 0
1161005289 O 08/01/18
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8551548 U19/U57 F 145,350.00 ZZ
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8.125 1,130.52
CARROLLTON TX 75010 1 07/28/03 23
0436327704 05 09/01/03 0
0307090011 O 08/01/33
0
8551550 N67/U56 F 60,000.00 ZZ
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OSWEGO IL 60543 1 06/25/03 00
0436352900 03 08/01/03 0
3265004536 O 07/01/33
0
8551552 N67/U56 F 68,400.00 ZZ
360 68,346.64 1
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SAN ANTONIO TX 78221 1 07/10/03 10
0436363311 05 09/01/03 35
1161005291 O 08/01/33
0
8551566 N67/U56 F 229,500.00 ZZ
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CHICAGO IL 60632 1 07/10/03 10
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3265004551 O 08/01/33
0
1
8551568 N67/U56 F 142,500.00 ZZ
360 142,394.25 1
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SHREVEPORT LA 71119 1 07/03/03 01
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1161005301 O 08/01/33
0
8551570 N67/U56 F 59,200.00 ZZ
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FLINT MI 48503 5 06/20/03 00
0436352959 05 08/01/03 0
3265004558 O 07/01/18
0
8551572 N67/U56 F 57,950.00 ZZ
360 57,904.79 1
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7.000 395.32
HOUSTON TX 77033 1 07/02/03 10
0436363410 05 09/01/03 35
1161005304 O 08/01/33
0
8551574 N67/U56 F 68,600.00 ZZ
360 68,552.79 4
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CHICAGO HEIGHTS IL 60411 1 07/07/03 00
0436352983 05 09/01/03 0
3265004571 N 08/01/33
0
8551576 N67/U56 F 183,700.00 ZZ
360 183,556.69 1
7.250 1,253.16 95
7.000 1,253.16
UNIVERSAL CITY TX 78148 1 07/10/03 10
0436363444 03 09/01/03 35
1161005310 O 08/01/33
0
1
8551578 N67/U56 F 131,100.00 ZZ
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BROOKLYN PARK MN 55443 1 07/08/03 10
0436363485 05 09/01/03 35
1161005321 O 08/01/18
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8551580 N67/U56 F 176,700.00 ZZ
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7.375 1,250.67
CHICAGO IL 60629 1 05/29/03 01
0436352991 05 07/01/03 35
3265004575 O 06/01/18
0
8551582 N67/U56 F 95,000.00 ZZ
360 94,929.50 1
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HOUSTON TX 77082 1 07/09/03 10
0436363568 03 09/01/03 35
1161005329 O 08/01/33
0
8551584 N67/U56 F 79,800.00 ZZ
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INDIANAPOLIS IN 46208 1 06/16/03 10
0436363600 05 08/01/03 35
3265004576 O 07/01/18
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8551586 N67/U56 F 111,000.00 ZZ
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TAMPA FL 33603 5 07/03/03 01
0436353031 05 09/01/03 30
1161005334 O 08/01/33
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1
8551588 N67/U56 F 144,000.00 ZZ
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JAMAICA NY 11434 1 06/27/03 10
0436363667 05 08/01/03 30
3265004619 O 07/01/33
0
8551590 N67/U56 F 119,600.00 ZZ
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HOUSTON TX 77012 1 07/10/03 10
0436363691 05 09/01/03 35
1161005347 O 08/01/33
0
8551592 N67/U56 F 127,000.00 ZZ
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LYNDEBOROUGH NH 03082 5 07/01/03 00
0436353049 05 09/01/03 0
3274007715 O 08/01/33
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8551594 N67/U56 F 166,250.00 ZZ
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JESSUP MD 20794 1 07/01/03 10
0436363758 05 08/01/03 35
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1161005360 O 08/01/33
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1
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8551600 N67/U56 F 125,000.00 ZZ
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SAN ANTONIO TX 78258 1 07/09/03 00
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8551602 N67/U56 F 276,000.00 ZZ
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8551604 N67/U56 F 76,000.00 ZZ
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MCALLEN TX 78501 1 07/18/03 01
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1161005371 O 08/01/33
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8551606 N67/U56 F 102,000.00 ZZ
360 101,926.18 1
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WORCESTER MA 01605 1 07/07/03 10
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1
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HOUSTON TX 77088 1 07/08/03 10
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1161005386 O 08/01/33
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8551612 N67/U56 F 208,000.00 ZZ
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8551614 N67/U56 F 92,150.00 ZZ
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HOUSTON TX 77086 1 07/14/03 10
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1161005387 O 08/01/33
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8551620 N67/U56 F 140,600.00 ZZ
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HUMBLE TX 77346 1 07/11/03 10
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1161005406 O 08/01/33
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STAFFORD VA 22554 1 07/03/03 01
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3274011017 O 07/01/33
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8551630 N67/U56 F 71,650.00 ZZ
360 71,585.22 1
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SAN ANTONIO TX 78254 1 07/16/03 01
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1161005414 O 08/01/33
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8551632 N67/U56 F 366,500.00 ZZ
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STATEN ISLAND NY 10314 1 07/17/03 01
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STAMFORD CT 06902 1 07/16/03 01
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3274011038 O 08/01/33
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1
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LAFAYETTE LA 70507 5 07/21/03 00
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1161005451 O 08/01/33
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8551640 N67/U56 F 145,600.00 ZZ
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HENDERSON NV 89015 5 07/11/03 00
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8551642 N67/U56 F 102,800.00 ZZ
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EDINBURG NY 12134 1 07/03/03 01
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8551644 N67/U56 F 379,000.00 ZZ
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SOUTH KINGSTOWN RI 02879 1 07/14/03 01
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3274011062 O 08/01/33
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8551646 N67/U56 F 120,000.00 ZZ
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DENVER CO 80210 5 07/08/03 00
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1162002475 O 08/01/33
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1
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360 341,540.72 1
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JAMAICA PLAIN MA 02130 1 07/03/03 01
0436353353 01 08/01/03 35
3274011063 O 07/01/33
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8551650 N67/U56 F 80,700.00 ZZ
360 80,632.20 1
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LAS VEGAS NV 89119 5 07/07/03 00
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1162002483 O 08/01/33
0
8551652 N67/U56 F 215,900.00 ZZ
360 215,735.72 3
7.375 1,491.17 80
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PAWTUCKET RI 02860 1 07/11/03 00
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3274011071 O 08/01/33
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8551654 N67/U56 F 140,400.00 ZZ
360 140,295.80 1
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LAS VEGAS NV 89142 1 07/03/03 01
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1162002506 O 08/01/33
0
8551656 N67/U56 F 210,000.00 ZZ
360 209,840.20 1
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BRONX NY 10470 2 07/09/03 00
0436353452 05 09/01/03 0
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1
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LITTLETON CO 80127 5 06/30/03 10
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8551660 N67/U56 F 90,900.00 ZZ
360 90,771.27 1
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FORT EDWARD NY 12828 1 07/03/03 01
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3274010300 O 07/01/33
0
8551662 N67/U56 F 327,000.00 ZZ
360 326,738.50 1
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LAS VEGAS NV 89148 5 07/02/03 01
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0
8551664 N67/U56 F 422,750.00 ZZ
360 422,466.34 2
8.000 3,101.99 95
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RICHMOND HILL NY 11418 1 07/15/03 01
0436353486 05 09/01/03 35
3274010310 O 08/01/33
0
8551666 N67/U56 F 68,000.00 ZZ
360 67,953.20 1
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PUEBLO CO 81008 5 07/18/03 00
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1
8551668 N67/U56 F 373,950.00 ZZ
360 373,686.07 1
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OCEANSIDE NY 11572 1 07/21/03 01
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3274010313 O 08/01/33
0
8551670 N67/U56 F 100,000.00 ZZ
360 99,890.54 1
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LAS VEGAS NV 89129 2 07/07/03 00
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1162002595 O 08/01/33
0
8551672 N67/U56 F 282,600.00 ZZ
360 282,157.76 1
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ELMONT NY 11003 1 07/03/03 10
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3274010329 O 07/01/33
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8551674 N67/U56 F 223,200.00 ZZ
360 223,017.04 1
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SALT LAKE CITY UT 84109 1 07/02/03 10
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1162002598 O 08/01/33
0
8551676 N67/U56 F 307,800.00 ZZ
360 307,577.22 3
7.625 2,178.59 90
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NETCONG NJ 07857 1 07/16/03 10
0436365324 05 09/01/03 30
3274010376 O 08/01/33
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1
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360 279,792.20 1
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LAS VEGAS NV 89130 1 07/02/03 00
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1162002599 O 08/01/33
0
8551680 N67/U56 F 270,000.00 ZZ
360 269,799.62 4
7.500 1,887.88 75
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BRONX NY 10467 5 07/07/03 00
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3274010386 N 08/01/33
0
8551684 N67/U56 F 232,750.00 ZZ
360 232,593.83 1
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YARMOUTH MA 02673 1 07/15/03 01
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3274010404 O 08/01/33
0
8551686 N67/U56 F 88,000.00 ZZ
360 87,929.63 1
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OMAHA NE 68134 5 07/11/03 00
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1162002616 O 08/01/33
0
8551688 N67/U56 F 242,250.00 ZZ
360 242,025.63 1
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HIGHLANDS RANCH CO 80130 1 07/03/03 01
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1162002617 O 08/01/33
0
1
8551690 N67/U56 F 67,500.00 ZZ
360 67,451.15 3
7.625 477.76 90
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SCHENECTADY NY 12304 1 07/18/03 10
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3274010424 O 08/01/33
0
8551692 N67/U56 F 152,000.00 ZZ
360 151,895.39 1
7.875 1,102.11 95
7.625 1,102.11
LAS VEGAS NV 89146 1 07/08/03 01
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1162002618 O 08/01/33
0
8551694 N67/U56 F 172,000.00 ZZ
360 172,000.00 1
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5.125 770.42
PENSACOLA FL 32507 5 06/25/03 00
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3274010433 O 07/01/33
0
8551696 N67/U56 F 333,450.00 ZZ
360 333,169.86 2
6.875 2,190.53 95
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BROOKLYN NY 11233 1 07/10/03 10
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3274010473 O 08/01/33
0
8551698 N67/U56 F 116,000.00 ZZ
360 115,916.04 1
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LAS VEGAS NV 89129 5 07/02/03 00
0436353767 05 09/01/03 0
1162002619 O 08/01/33
0
1
8551700 N67/U56 F 144,350.00 ZZ
360 144,237.39 1
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7.000 984.72
LAS VEGAS NV 89146 1 07/01/03 01
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1162002620 O 08/01/33
0
8551702 N67/U56 F 49,500.00 ZZ
360 49,457.38 1
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BRIDGEPORT CT 06610 1 07/07/03 01
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3274010483 O 08/01/33
0
8551704 N67/U56 F 371,000.00 T
360 370,744.68 1
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PROVINCETOWN MA 02657 1 07/18/03 00
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3274010496 O 08/01/33
0
8551706 N67/U56 F 200,000.00 ZZ
360 199,827.80 1
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DENVER CO 80212 5 07/11/03 00
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1162002626 O 08/01/33
0
8551710 N67/U56 F 351,800.00 ZZ
360 351,538.91 2
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BROOKLYN NY 11236 1 07/18/03 10
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3274010500 O 08/01/33
0
1
8551712 N67/U56 F 131,850.00 ZZ
360 131,730.81 1
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WESLEY CHAPEL FL 33544 1 07/03/03 01
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1162002630 O 08/01/33
0
8551714 N67/U56 F 126,000.00 ZZ
360 125,894.15 1
6.875 827.73 90
6.625 827.73
SHELTON CT 06484 1 07/18/03 01
0436353890 01 09/01/03 30
3274010512 O 08/01/33
0
8551716 N67/U56 F 85,400.00 ZZ
360 85,341.23 1
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LAS VEGAS NV 89156 1 07/15/03 10
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1162002636 O 08/01/33
0
8551718 N67/U56 F 136,000.00 ZZ
360 135,874.04 1
6.375 848.46 80
6.125 848.46
CHITTENANGO NY 13037 5 07/01/03 00
0436353940 05 09/01/03 0
3274009175 O 08/01/33
0
8551720 N67/U56 F 94,000.00 ZZ
360 93,926.67 1
7.250 641.25 80
7.000 641.25
LAS VEGAS NV 89122 1 07/10/03 00
0436353965 03 09/01/03 0
1162002638 O 08/01/33
0
1
8551722 N67/U56 F 413,250.00 ZZ
360 412,943.31 2
7.500 2,889.50 95
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LONG BEACH NY 11561 1 07/15/03 10
0436366132 05 09/01/03 35
3274009221 O 08/01/33
0
8551724 N67/U56 F 77,400.00 ZZ
360 77,330.03 1
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AURORA CO 80010 5 07/10/03 00
0436353973 05 09/01/03 0
1162002645 O 08/01/33
0
8551726 N67/U56 F 254,000.00 ZZ
360 253,791.80 1
7.000 1,689.87 95
6.750 1,689.87
COPIAGUE NY 11726 2 07/08/03 10
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3274009769 O 08/01/33
0
8551728 N67/U56 F 166,500.00 ZZ
360 166,366.85 1
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6.875 1,121.74
BRIGHTON CO 80601 5 07/11/03 01
0436353981 03 09/01/03 30
1162002648 O 08/01/33
0
8551730 N67/U56 F 63,000.00 ZZ
360 62,950.86 1
7.250 429.77 90
7.000 429.77
RICHMOND VA 23225 5 07/08/03 10
0436366314 05 09/01/03 30
3274009770 O 08/01/33
0
1
8551732 N67/U56 F 129,800.00 ZZ
360 129,693.61 1
7.000 863.56 95
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LAS VEGAS NV 89123 1 07/07/03 01
0436354021 03 09/01/03 35
1162002651 O 08/01/33
0
8551734 N67/U56 F 265,750.00 ZZ
360 265,552.78 2
7.500 1,858.16 95
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CAMBRIA HEIGHTS NY 11411 1 07/15/03 01
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3274009774 O 08/01/33
0
8551736 N67/U56 F 132,600.00 ZZ
360 132,600.00 1
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WESLEY CHAPEL FL 33544 1 07/14/03 00
0436354070 03 09/01/03 0
1162002654 N 08/01/33
0
8551738 N67/U56 F 161,500.00 ZZ
360 161,391.64 2
8.000 1,185.03 95
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BRONX NY 10467 1 07/08/03 01
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3274009828 O 08/01/33
0
8551740 N67/U56 F 270,000.00 ZZ
360 269,407.59 1
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RIVERSIDE CA 92503 5 06/19/03 00
0436354104 03 08/01/03 0
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0
1
8551742 N67/U56 F 351,500.00 ZZ
360 351,251.91 1
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EAST HAMPTON NY 11937 1 07/14/03 01
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3274009860 O 08/01/33
0
8551746 N67/U56 F 322,000.00 ZZ
360 321,999.95 1
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5.125 1,442.29
MURRIETA CA 92562 1 06/23/03 00
0436354153 03 08/01/03 0
1785004347 O 07/01/33
0
8551748 N67/U56 F 217,000.00 ZZ
360 216,854.40 1
8.000 1,592.27 60
7.750 1,592.27
SILVER SPRING MD 20910 5 07/21/03 00
0436354179 05 09/01/03 0
3274009863 N 08/01/33
0
8551750 N67/U56 F 133,475.00 ZZ
360 133,250.08 1
6.875 876.84 95
6.625 876.84
PORT ORANGE FL 32129 1 06/17/03 10
0436366686 05 08/01/03 35
1785004367 O 07/01/33
0
8551752 N67/U56 F 54,000.00 ZZ
360 53,962.84 2
7.875 391.54 90
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SCHENECTADY NY 12307 1 07/11/03 01
0436354195 05 09/01/03 35
3274009889 O 08/01/33
0
1
8551754 N67/U56 F 143,600.00 ZZ
360 143,352.02 1
6.750 931.39 95
6.500 931.39
GLENDALE AZ 85303 1 06/19/03 01
0436354211 05 08/01/03 35
1785004378 O 07/01/33
0
8551756 N67/U56 F 225,000.00 ZZ
360 224,791.60 1
6.375 1,403.71 79
6.125 1,403.71
HYDE PARK MA 02136 2 07/16/03 00
0436354229 05 09/01/03 0
3274009910 O 08/01/33
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8551758 N67/U56 F 158,540.00 ZZ
360 158,303.96 1
7.500 1,108.53 95
7.250 1,108.53
CHANDLER AZ 85249 1 06/18/03 01
0436354260 03 08/01/03 35
1785004379 O 07/01/33
0
8551760 N67/U56 F 56,000.00 ZZ
360 55,960.48 2
7.750 401.19 80
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RENSSELAER NY 12144 1 07/31/03 00
0436354278 05 09/01/03 0
3274009923 N 08/01/33
0
8551762 N67/U56 F 155,950.00 ZZ
360 155,845.36 1
8.000 1,144.31 95
7.750 1,144.31
AVONDALE AZ 85323 1 07/03/03 10
0436366819 03 09/01/03 35
1781006805 O 08/01/33
0
1
8551764 N67/U56 F 220,600.00 ZZ
360 220,444.30 1
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BROOKLYN NY 11223 1 07/17/03 01
0436354294 05 09/01/03 35
3274009934 O 08/01/33
0
8551766 N67/U56 F 122,000.00 ZZ
360 121,904.82 1
7.250 832.26 100
7.000 832.26
PEORIA AZ 85345 1 07/15/03 01
0436354310 05 09/01/03 40
1781006811 O 08/01/33
0
8551770 N67/U56 F 280,250.00 ZZ
360 280,014.56 1
6.875 1,841.04 95
6.625 1,841.04
PATCHOGUE NY 11772 1 07/11/03 01
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3274009979 O 08/01/33
0
8551772 N67/U56 F 102,300.00 ZZ
360 102,211.92 1
6.750 663.52 80
6.500 663.52
PHOENIX AZ 85041 1 07/18/03 00
0436354351 03 09/01/03 0
1781006813 O 08/01/33
0
8551774 N67/U56 F 288,000.00 ZZ
360 287,733.25 1
6.375 1,796.75 54
6.125 1,796.75
WHITE STONE VA 22578 5 07/01/03 00
0436354369 05 09/01/03 0
3274010063 O 08/01/33
0
1
8551776 N67/U56 F 238,500.00 ZZ
360 238,294.65 1
6.750 1,546.91 90
6.500 1,546.91
GRASS VALLEY CA 95945 1 07/14/03 10
0436367015 05 09/01/03 30
1781006815 O 08/01/33
0
8551778 N67/U56 F 186,000.00 ZZ
180 185,373.94 1
6.250 1,594.81 73
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CAZENOVIA NY 13035 2 07/10/03 00
0436354393 05 09/01/03 0
3274010083 O 08/01/18
0
8551780 N67/U56 F 114,750.00 ZZ
360 114,648.76 1
6.625 734.76 90
6.375 734.76
PHOENIX AZ 85032 1 07/16/03 10
0436367072 03 09/01/03 30
1781006822 O 08/01/33
0
8551782 N67/U56 F 414,000.00 ZZ
360 413,715.09 2
7.875 3,001.79 90
7.625 3,001.79
EAST ELMHURST NY 11369 5 07/11/03 01
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3274010124 O 08/01/33
0
8551784 N67/U56 F 118,000.00 ZZ
360 117,912.43 1
7.500 825.07 80
7.250 825.07
TEXAS CREEK CO 81212 1 07/16/03 00
0436354427 05 09/01/03 0
1781006823 O 08/01/33
0
1
8551806 N67/U56 F 189,000.00 ZZ
360 188,848.86 1
7.125 1,273.33 90
6.875 1,273.33
BRENTWOOD NY 11717 1 07/14/03 01
0436354450 05 09/01/03 30
3274010138 O 08/01/33
0
8551808 N67/U56 F 217,500.00 ZZ
180 216,760.05 1
6.125 1,850.11 75
5.875 1,850.11
FOUNTAIN HILLS AZ 85268 2 07/11/03 00
0436354476 05 09/01/03 0
1781006846 O 08/01/18
0
8551810 N67/U56 F 283,500.00 ZZ
360 283,261.83 1
6.875 1,862.39 90
6.625 1,862.39
SCOTTSDALE AZ 85258 5 07/17/03 10
0436367163 03 09/01/03 30
1781006851 O 08/01/33
0
8551812 N67/U56 F 54,000.00 ZZ
360 53,953.51 1
6.750 350.24 32
6.500 350.24
WARWICK NY 10925 5 07/18/03 00
0436354500 05 09/01/03 0
3274010145 O 08/01/33
0
8551814 N67/U56 F 565,000.00 ZZ
360 564,525.33 1
6.875 3,711.65 74
6.625 3,711.65
POMONA NY 10970 1 07/14/03 00
0436354518 05 09/01/03 0
3274010149 O 08/01/33
0
1
8551816 N67/U56 F 135,700.00 ZZ
360 135,604.23 1
7.750 972.17 90
7.500 972.17
KISSIMMEE FL 34746 1 07/14/03 10
0436367221 03 09/01/03 30
1781006852 O 08/01/33
0
8551818 N67/U56 F 191,900.00 ZZ
360 191,592.17 1
7.125 1,292.87 95
6.875 1,292.87
LAKESIDE MT 59922 1 06/26/03 01
0436354526 05 08/01/03 35
3274010282 O 07/01/33
0
8551820 N67/U56 F 62,400.00 ZZ
180 62,180.82 1
5.750 518.18 80
5.500 518.18
PALM BAY FL 32908 5 07/25/03 00
0436354542 05 09/01/03 0
1781006869 O 08/01/18
0
8551822 N67/U56 F 127,200.00 ZZ
360 126,974.92 1
6.625 814.48 95
6.375 814.48
WATERBURY CT 06705 1 07/03/03 01
0436354559 05 08/01/03 35
3274010284 O 07/01/33
0
8551824 N67/U56 F 211,500.00 ZZ
360 211,500.00 1
8.000 1,410.00 90
7.750 1,410.00
SCOTTSDALE AZ 85254 1 07/11/03 10
0436367338 05 09/01/03 30
1781006875 O 08/01/33
0
1
8551826 N67/U56 F 99,000.00 ZZ
360 99,000.00 1
5.375 443.44 55
5.125 443.44
SCOTTSDALE AZ 85260 5 07/25/03 00
0436354617 03 09/01/03 0
1781006888 O 08/01/33
0
8551828 N67/U56 F 432,000.00 ZZ
360 431,590.10 2
6.250 2,659.90 80
6.000 2,659.90
JAMAICA PLAIN MA 02130 1 07/08/03 00
0436354633 05 09/01/03 0
3274011080 O 08/01/33
0
8551834 N67/U56 F 322,000.00 ZZ
360 321,663.82 1
5.750 1,879.10 59
5.500 1,879.10
EASTON MA 02356 1 07/17/03 00
0436354658 05 09/01/03 0
3274011106 O 08/01/33
0
8551838 N67/U56 F 370,000.00 ZZ
360 369,704.12 2
7.125 2,492.76 95
6.875 2,492.76
BROOKLYN NY 11221 1 07/09/03 10
0436367429 05 09/01/03 35
3274011112 O 08/01/33
0
8551844 N67/U56 F 100,800.00 ZZ
360 100,717.38 1
7.000 670.62 80
6.750 670.62
TORRINGTON CT 06790 5 07/10/03 00
0436354674 05 09/01/03 0
3274011113 O 08/01/33
0
1
8551846 N67/U56 F 147,950.00 ZZ
180 147,503.18 1
7.500 1,371.51 80
7.250 1,371.51
LAVEEN AZ 85339 1 07/11/03 00
0436354708 03 09/01/03 0
1781006903 O 08/01/18
0
8551848 N67/U56 F 335,600.00 ZZ
360 335,350.94 2
7.500 2,346.56 80
7.250 2,346.56
BROOKLYN NY 11213 1 07/18/03 00
0436354716 05 09/01/03 0
3274011147 O 08/01/33
0
8551850 N67/U56 F 168,850.00 ZZ
360 168,697.35 1
6.500 1,067.25 95
6.250 1,067.25
GILBERT AZ 85236 1 07/17/03 01
0436354732 03 09/01/03 35
1781006906 O 08/01/33
0
8551854 N67/U56 F 80,750.00 ZZ
360 80,693.01 1
7.750 578.50 95
7.500 578.50
ROSLINDALE MA 02131 1 07/14/03 10
0436367502 01 09/01/03 35
3274011148 O 08/01/33
0
8551856 N67/U56 F 139,450.00 ZZ
360 139,338.48 1
7.125 939.50 90
6.875 939.50
GLENDALE AZ 85303 1 07/15/03 01
0436354740 03 09/01/03 30
1781006919 O 08/01/33
0
1
8551858 N67/U56 F 288,000.00 ZZ
360 287,763.93 2
7.000 1,916.07 80
6.750 1,916.07
REVERE MA 02151 1 07/15/03 00
0436354773 05 09/01/03 0
3274011157 O 08/01/33
0
8551860 N67/U56 F 188,900.00 ZZ
360 188,581.69 1
6.875 1,240.94 95
6.625 1,240.94
LAS VEGAS NV 89123 1 06/10/03 01
0436354799 03 08/01/03 35
1785003883 O 07/01/33
0
8551862 N67/U56 F 270,750.00 ZZ
360 270,558.90 1
7.750 1,939.69 95
7.500 1,939.69
CHELSEA MA 02150 1 07/11/03 10
0436367619 05 09/01/03 35
3274011166 O 08/01/33
0
8551864 N67/U56 F 199,500.00 ZZ
360 198,945.39 1
7.875 1,446.52 95
7.625 1,446.52
BROCKTON MA 02302 2 04/04/03 01
0436367643 05 06/01/03 35
1785003884 O 05/01/33
0
8551868 N67/U56 F 153,000.00 ZZ
180 152,490.51 1
6.375 1,322.30 57
6.125 1,322.30
BRENTWOOD NY 11717 5 07/21/03 00
0436354831 05 09/01/03 0
3274011168 O 08/01/18
0
1
8551870 N67/U56 F 325,000.00 ZZ
360 324,253.54 3
7.375 2,244.70 73
7.125 2,244.70
NEW ROCHELLE NY 10801 5 05/17/03 00
0436354849 05 07/01/03 0
1785004036 N 06/01/33
0
8551872 N67/U56 F 166,150.00 ZZ
360 166,038.52 1
8.000 1,219.15 95
7.750 1,219.15
WORCESTER MA 01605 1 07/14/03 01
0436354856 05 09/01/03 35
3274011178 O 08/01/33
0
8551876 N67/U56 F 167,200.00 ZZ
360 167,087.82 1
8.000 1,226.85 95
7.750 1,226.85
WINDSOR CT 06095 1 07/14/03 10
0436367791 05 09/01/03 35
3274011195 O 08/01/33
0
8551878 N67/U56 F 187,500.00 ZZ
360 187,360.85 1
7.500 1,311.03 95
7.250 1,311.03
HENDERSON NV 89074 1 07/08/03 01
0436354906 03 09/01/03 35
1162002659 O 08/01/33
0
8551880 N67/U56 F 345,000.00 ZZ
360 344,672.65 1
6.250 2,124.22 75
6.000 2,124.22
BALTIMORE MD 21231 5 07/16/03 00
0436354922 05 09/01/03 0
3274011204 O 08/01/33
0
1
8551882 N67/U56 F 144,000.00 ZZ
360 143,893.13 1
7.500 1,006.87 80
7.250 1,006.87
SANDY UT 84093 5 07/14/03 00
0436354930 05 09/01/03 0
1162002671 O 08/01/33
0
8551884 N67/U56 F 421,800.00 ZZ
360 421,436.84 1
6.750 2,735.79 95
6.500 2,735.79
FRISCO TX 75034 1 07/17/03 01
0436354955 03 09/01/03 35
3274011207 O 08/01/33
0
8551886 N67/U56 F 256,500.00 ZZ
360 256,268.13 1
6.500 1,621.25 90
6.250 1,621.25
BROOMFIELD CO 80020 5 07/18/03 10
0436367882 05 09/01/03 30
1162002686 O 08/01/33
0
8551888 N67/U56 F 216,000.00 ZZ
360 215,814.03 1
6.750 1,400.97 80
6.500 1,400.97
DISPUTANTA VA 23842 1 07/17/03 00
0436354989 05 09/01/03 0
3274011209 O 08/01/33
0
8551890 N67/U56 F 121,600.00 ZZ
360 121,516.32 2
7.875 881.68 95
7.625 881.68
NORTH LAS VEGAS NV 89030 1 07/30/03 01
0436355010 05 09/01/03 35
1162002719 O 08/01/33
0
1
8551892 N67/U56 F 100,200.00 ZZ
360 100,121.84 1
7.250 683.54 95
7.000 683.54
HOPEWELL VA 23860 1 07/10/03 10
0436367940 05 09/01/03 35
3274011210 O 08/01/33
0
8551894 N67/U56 F 104,500.00 ZZ
360 104,282.82 1
7.875 757.70 95
7.625 757.70
FORT WORTH TX 76137 1 05/23/03 01
0436355036 05 07/01/03 35
1165002589 O 06/01/33
0
8551896 N67/U56 F 102,400.00 ZZ
360 102,305.16 1
6.375 638.84 80
6.125 638.84
GORDONSVILLE VA 22942 1 07/18/03 00
0436355069 05 09/01/03 0
3274011211 O 08/01/33
0
8551898 N67/U56 F 236,500.00 ZZ
360 235,842.46 2
7.875 1,714.79 95
7.625 1,714.79
MINNEAPOLIS MN 55407 1 04/25/03 10
0436367999 05 06/01/03 35
1165002595 O 05/01/33
0
8551900 N67/U56 F 100,000.00 ZZ
360 99,907.38 1
6.375 623.87 80
6.125 623.87
HARTFORD CT 06106 5 07/22/03 00
0436355085 05 09/01/03 0
3274011212 O 08/01/33
0
1
8551902 N67/U56 F 148,500.00 ZZ
360 148,294.93 1
7.875 1,076.73 90
7.625 1,076.73
MINNEAPOLIS MN 55401 5 06/20/03 01
0436355119 01 08/01/03 30
1165002616 O 07/01/33
0
8551906 N67/U56 F 64,500.00 ZZ
360 64,393.95 3
7.000 429.12 75
6.750 429.12
DETROIT MI 48238 5 06/20/03 00
0436355168 05 08/01/03 0
1165002621 N 07/01/33
0
8551908 N67/U56 F 199,500.00 ZZ
360 199,217.49 1
7.750 1,429.24 95
7.500 1,429.24
NASHVILLE TN 37207 1 06/27/03 01
0436355184 05 08/01/03 35
1165002631 O 07/01/33
0
8551910 N67/U56 F 139,500.00 ZZ
360 139,373.90 1
6.500 881.73 90
6.250 881.73
MIRAMAR FL 33023 1 07/10/03 01
0436355218 05 09/01/03 30
3274011239 O 08/01/33
0
8551914 N67/U56 F 210,000.00 ZZ
360 209,859.09 2
8.000 1,540.91 70
7.750 1,540.91
AMITYVILLE NY 11701 1 07/31/03 00
0436355234 05 09/01/03 0
3274011244 N 08/01/33
0
1
8551916 N67/U56 F 166,250.00 ZZ
360 166,096.02 1
6.375 1,037.18 95
6.125 1,037.18
BROOKLYN PARK MN 55428 1 07/08/03 10
0436368104 05 09/01/03 30
1165002651 O 08/01/33
0
8551918 N67/U56 F 171,000.00 ZZ
360 170,873.09 1
7.500 1,195.66 95
7.250 1,195.66
HILLSBORO NH 03244 1 07/15/03 10
0436368138 05 09/01/03 35
3274011246 O 08/01/33
0
8551920 N67/U56 F 165,205.00 ZZ
180 164,964.63 1
7.625 1,169.31 95
7.375 1,169.31
LINDSTROM MN 55045 1 06/13/03 10
0436368161 05 08/01/03 35
1165002664 O 07/01/18
0
8551922 N67/U56 F 80,275.00 ZZ
360 80,161.32 1
7.750 575.10 95
7.500 575.10
CALUMET PARK IL 60827 1 06/23/03 01
0436355259 05 08/01/03 35
1165002665 O 07/01/33
0
8551924 N67/U56 F 199,500.00 ZZ
360 199,355.61 1
7.625 1,412.05 95
7.375 1,412.05
BRIDGEPORT CT 06606 1 07/18/03 01
0436355275 05 09/01/03 35
3274011267 O 08/01/33
0
1
8551926 N67/U56 F 408,500.00 ZZ
360 408,073.50 1
5.750 2,383.90 95
5.500 2,383.90
RENO NV 89523 1 07/10/03 10
0436368203 05 09/01/03 30
1260006176 O 08/01/33
0
8551928 N67/U56 F 151,000.00 ZZ
360 150,879.25 1
7.125 1,017.31 93
6.875 1,017.31
PORTSMOUTH VA 23703 1 07/15/03 01
0436355309 01 09/01/03 35
3274011269 O 08/01/33
0
8551930 N67/U56 F 270,750.00 ZZ
360 270,473.96 2
5.875 1,601.59 95
5.625 1,601.59
RENO NV 89502 1 07/18/03 01
0436355325 05 09/01/03 35
1260006594 O 08/01/33
0
8551932 N67/U56 F 427,500.00 ZZ
360 427,190.59 2
7.625 3,025.82 95
7.375 3,025.82
SOMERVILLE MA 02145 1 07/18/03 10
0436368294 05 09/01/03 35
3274011288 O 08/01/33
0
8551934 N67/U56 F 128,200.00 ZZ
360 128,009.13 1
7.500 896.39 95
7.250 896.39
SPARKS NV 89436 1 06/27/03 01
0436355341 01 08/01/03 35
1260006633 O 07/01/33
0
1
8551936 N67/U56 F 112,000.00 ZZ
360 111,916.88 1
7.500 783.12 80
7.250 783.12
SHREWSBURY MA 01545 1 07/17/03 00
0436355366 01 09/01/03 0
3274011298 O 08/01/33
0
8551938 N67/U56 F 90,250.00 ZZ
360 90,166.41 1
6.375 563.04 95
6.125 563.04
MEREDITH NH 03253 1 07/15/03 10
0436368385 05 09/01/03 35
3274011299 O 08/01/33
0
8551944 N67/U56 F 420,000.00 ZZ
360 419,540.29 1
5.500 2,384.71 80
5.250 2,384.71
SPARKS NV 89436 2 07/17/03 00
0436355440 03 09/01/03 0
1260006661 O 08/01/33
0
8551946 N67/U56 F 539,000.00 ZZ
360 538,619.58 1
7.750 3,861.46 90
7.500 3,861.46
SHELTON CT 06484 1 07/18/03 10
0436368450 05 09/01/03 30
3274011302 O 08/01/33
0
8551948 N67/U56 F 128,800.00 ZZ
360 128,510.71 1
5.375 721.24 80
5.125 721.24
RENO NV 89502 5 06/26/03 00
0436355465 05 08/01/03 0
1260006821 O 07/01/33
0
1
8551950 N67/U56 F 209,000.00 ZZ
360 208,856.16 1
7.875 1,515.40 95
7.625 1,515.40
BROCKTON MA 02301 1 07/15/03 10
0436368492 05 09/01/03 35
3274011304 O 08/01/33
0
8551954 N67/U56 F 381,000.00 ZZ
180 379,514.13 1
4.500 2,914.62 67
4.250 2,914.62
RENO NV 89509 2 07/09/03 00
0436355481 03 09/01/03 0
1260006826 O 08/01/18
0
8551956 N67/U56 F 436,000.00 ZZ
360 435,676.42 1
7.500 3,048.58 80
7.250 3,048.58
BROOKEVILLE MD 20833 1 07/16/03 00
0436355499 03 09/01/03 0
3274011310 O 08/01/33
0
8551960 N67/U56 F 201,000.00 ZZ
360 200,769.45 1
5.250 1,109.93 66
5.000 1,109.93
RENO NV 89509 2 07/07/03 00
0436355523 03 09/01/03 0
1260006842 O 08/01/33
0
8551962 N67/U56 F 91,200.00 ZZ
360 91,125.24 1
7.000 606.76 95
6.750 606.76
BROCKPORT NY 14420 1 07/11/03 10
0436368609 05 09/01/03 35
3274011316 O 08/01/33
0
1
8551966 N67/U56 F 183,000.00 ZZ
360 182,794.94 1
5.375 1,024.75 58
5.125 1,024.75
RENO NV 89511 5 07/18/03 00
0436355549 05 09/01/03 0
1260006852 O 08/01/33
0
8551968 N67/U56 F 226,100.00 ZZ
360 225,900.52 1
6.625 1,447.74 95
6.375 1,447.74
CHELMSFORD MA 01824 1 07/17/03 10
0436368641 01 09/01/03 35
3274011333 O 08/01/33
0
8551972 N67/U56 F 350,000.00 ZZ
360 349,625.83 1
5.625 2,014.80 57
5.375 2,014.80
LOS GATOS CA 95033 5 07/17/03 00
0436355556 05 09/01/03 0
1260006896 O 08/01/33
0
8551974 N67/U56 F 254,400.00 ZZ
360 254,140.63 1
5.875 1,504.87 80
5.625 1,504.87
WOODBRIDGE VA 22193 5 07/17/03 00
0436384499 05 09/01/03 0
3274011353 O 08/01/33
0
8551978 N67/U56 F 140,800.00 ZZ
360 140,638.50 1
5.250 777.50 80
5.000 777.50
RENO NV 89502 2 07/23/03 00
0436355564 05 09/01/03 0
1260006999 O 08/01/33
0
1
8551980 N67/U56 F 256,500.00 ZZ
360 256,327.89 2
8.000 1,882.11 95
7.750 1,882.11
STATEN ISLAND NY 10303 1 07/18/03 01
0436355606 05 09/01/03 35
3274011365 O 08/01/33
0
8551982 N67/U56 F 245,900.00 ZZ
360 245,683.05 1
6.625 1,574.52 80
6.375 1,574.52
LAS VEGAS NV 89131 1 07/01/03 00
0436355614 03 09/01/03 0
1360001966 O 08/01/33
0
8551984 N67/U56 F 346,750.00 ZZ
360 346,511.37 1
7.875 2,514.18 95
7.625 2,514.18
MIDDLE ISLAND NY 11953 1 07/18/03 10
0436368773 05 09/01/03 35
3274011393 O 08/01/33
0
8551986 N67/U56 F 528,000.00 ZZ
360 526,926.74 1
5.250 2,915.64 77
5.000 2,915.64
HENDERSON NV 89052 2 07/11/03 00
0436355630 03 09/01/03 0
1360002062 O 08/01/33
0
8551988 N67/U56 F 100,600.00 ZZ
360 100,511.25 1
6.625 644.15 95
6.375 644.15
ROCK HILL SC 29732 1 07/17/03 01
0436355648 05 09/01/03 35
3274011403 O 08/01/33
0
1
8551992 N67/U56 F 127,750.00 ZZ
360 127,529.41 1
6.750 828.58 95
6.500 828.58
LAS VEGAS NV 89149 1 06/18/03 10
0436378947 01 08/01/03 35
1360002180 O 07/01/33
0
8551998 N67/U56 F 144,450.00 ZZ
360 144,337.32 1
7.250 985.40 90
7.000 985.40
LAS VEGAS NV 89128 1 07/14/03 10
0436378962 05 09/01/03 30
1360002233 O 08/01/33
0
8552000 N67/U56 F 262,960.00 ZZ
360 262,568.48 1
7.500 1,838.65 95
7.250 1,838.65
WADING RIVER NY 11792 1 06/24/03 01
0436355671 05 08/01/03 35
3275003334 O 07/01/33
0
8552002 N67/U56 F 218,500.00 ZZ
360 218,500.00 1
5.750 1,046.98 95
5.500 1,046.98
CHANDLER AZ 85249 1 07/22/03 01
0436355705 05 09/01/03 35
1740001005 O 08/01/33
0
8552004 N67/U56 F 193,800.00 ZZ
360 193,518.59 1
7.625 1,371.70 95
7.375 1,371.70
BRENTWOOD NY 11717 1 07/01/03 01
0436355739 05 08/01/03 35
3275003379 O 07/01/33
0
1
8552006 N67/U56 F 63,500.00 ZZ
360 63,382.05 1
6.375 396.16 71
6.125 396.16
VALPARAISO IN 46385 5 06/24/03 00
0436355747 05 08/01/03 0
1750004000 N 07/01/33
0
8552008 N67/U56 F 98,700.00 ZZ
180 97,790.31 1
7.375 907.96 70
7.125 907.96
FORESTVILLE MD 20747 2 05/27/03 00
0436355762 03 07/01/03 0
3275003384 N 06/01/18
0
8552012 N67/U56 F 179,000.00 ZZ
360 178,705.70 1
7.000 1,190.89 66
6.750 1,190.89
SAINT ALBANS NY 11412 5 06/25/03 00
0436355796 05 08/01/03 0
3275003401 O 07/01/33
0
8552014 N67/U56 F 50,000.00 ZZ
360 49,947.79 1
5.750 291.79 48
5.500 291.79
CHANDLER AZ 85225 5 07/14/03 00
0436355812 05 09/01/03 0
1750004041 O 08/01/33
0
8552016 N67/U56 F 249,850.00 ZZ
360 249,477.98 1
7.500 1,746.99 95
7.250 1,746.99
SAINT ALBANS NY 11412 1 06/17/03 01
0436355853 05 08/01/03 35
3275003419 O 07/01/33
0
1
8552022 N67/U56 F 106,400.00 ZZ
360 106,400.00 1
5.625 498.75 95
5.375 498.75
CHANDLER AZ 85225 1 07/07/03 01
0436355879 05 09/01/03 35
1750004073 O 08/01/33
0
8552024 N67/U56 F 365,700.00 ZZ
360 365,309.04 1
5.625 2,105.18 69
5.375 2,105.18
CHANDLER AZ 85249 5 07/10/03 00
0436355903 03 09/01/03 0
1750004077 O 08/01/33
0
8552026 N67/U56 F 133,150.00 T
360 133,007.65 1
5.625 766.49 85
5.375 766.49
PHOENIX AZ 85027 1 07/03/03 01
0436355911 03 09/01/03 25
1760003870 O 08/01/33
0
8552028 N67/U56 F 305,600.00 ZZ
360 305,600.00 1
5.625 1,432.50 80
5.375 1,432.50
PHOENIX AZ 85022 5 07/14/03 00
0436355937 03 09/01/03 0
1760004335 O 08/01/33
0
8552030 N67/U56 F 752,000.00 ZZ
360 752,000.00 1
5.750 3,603.33 80
5.500 3,603.33
WASHINGTON DC 20009 1 07/11/03 00
0436355986 05 09/01/03 0
1760004630 O 08/01/33
0
1
8552032 N67/U56 F 552,000.00 ZZ
360 552,000.00 1
5.375 2,472.50 68
5.125 2,472.50
SCOTTSDALE AZ 85255 2 06/27/03 00
0436355994 03 08/01/03 0
1760004670 O 07/01/33
0
8552034 N67/U56 F 85,000.00 ZZ
180 84,675.30 1
4.750 661.16 90
4.500 661.16
PAYSON AZ 85541 2 07/08/03 01
0436356000 05 09/01/03 30
1760004708 O 08/01/18
0
8552036 N67/U56 F 186,000.00 ZZ
360 185,801.16 1
5.625 1,070.72 80
5.375 1,070.72
PHOENIX AZ 85050 1 07/18/03 00
0436356034 03 09/01/03 0
1760004751 O 08/01/33
0
8552038 N67/U56 F 294,650.00 ZZ
360 294,650.00 1
5.375 1,319.79 83
5.125 1,319.79
TACOMA WA 98422 5 07/03/03 01
0436356059 03 08/01/03 12
1760004771 O 07/01/33
0
8552040 N67/U56 F 116,000.00 ZZ
360 115,870.01 1
5.375 649.57 61
5.125 649.57
GILBERT AZ 85233 5 07/01/03 00
0436356091 03 09/01/03 0
1760004772 O 08/01/33
0
1
8552042 N67/U56 F 135,500.00 ZZ
360 135,348.17 1
5.375 758.76 93
5.125 758.76
PHOENIX AZ 85308 2 07/08/03 01
0436356109 03 09/01/03 30
1760004773 O 08/01/33
0
8552046 N67/U56 F 56,000.00 T
360 55,937.25 1
5.375 313.58 49
5.125 313.58
PARKER AZ 85344 5 07/10/03 00
0436356125 05 09/01/03 0
1760004800 O 08/01/33
0
8552048 N67/U56 F 168,000.00 ZZ
360 168,000.00 1
5.375 752.50 80
5.125 752.50
SCOTTSDALE AZ 85258 1 07/07/03 00
0436356141 03 09/01/03 0
1760004813 O 08/01/33
0
8552050 N67/U56 F 213,750.00 ZZ
360 213,595.29 1
7.625 1,512.91 95
7.375 1,512.91
PHOENIX AZ 85032 1 07/07/03 01
0436356174 03 09/01/03 35
1760004817 O 08/01/33
0
8552052 N67/U56 F 506,000.00 ZZ
360 506,000.00 1
5.125 2,161.04 73
4.875 2,161.04
SCOTTSDALE AZ 85260 5 07/07/03 00
0436356190 05 09/01/03 0
1760004843 O 08/01/33
0
1
8552054 N67/U56 F 256,500.00 ZZ
360 256,499.99 1
5.500 1,175.63 95
5.250 1,175.63
PHOENIX AZ 85024 1 07/21/03 01
0436356216 03 09/01/03 35
1760004881 O 08/01/33
0
8552056 N67/U56 F 163,181.50 ZZ
360 163,007.05 1
5.625 939.36 95
5.375 939.36
GILBERT AZ 85297 1 07/17/03 01
0436356232 03 09/01/03 35
1760004885 O 08/01/33
0
8552058 N67/U56 F 244,000.00 ZZ
360 243,726.59 1
5.375 1,366.33 80
5.125 1,366.33
SCOTTSDALE AZ 85255 2 07/09/03 00
0436356265 03 09/01/03 0
1760004921 O 08/01/33
0
8552060 N67/U56 F 196,000.00 ZZ
360 196,000.00 1
5.750 939.17 80
5.500 939.17
PHOENIX AZ 85050 1 07/25/03 00
0436356281 03 09/01/03 0
1760004933 O 08/01/33
0
8552062 N67/U56 F 210,000.00 ZZ
360 210,000.00 1
5.625 984.38 66
5.375 984.38
MESA AZ 85207 1 07/21/03 00
0436356307 03 09/01/03 0
1760004946 O 08/01/33
0
1
8552064 N67/U56 F 384,000.00 ZZ
360 384,000.00 1
6.625 2,120.00 80
6.375 2,120.00
SCOTTSDALE AZ 85262 1 06/27/03 00
0436356315 03 08/01/03 0
1760004952 O 07/01/33
0
8552086 N67/U56 F 292,500.00 ZZ
360 292,500.00 1
5.875 1,432.03 90
5.625 1,432.03
SCOTTSDALE AZ 85260 5 07/16/03 01
0436356356 03 09/01/03 30
1760004973 O 08/01/33
0
8552088 N67/U56 F 1,200,000.00 ZZ
360 1,198,655.35 1
5.375 6,719.65 35
5.125 6,719.65
PARADISE VALLEY AZ 85253 5 07/16/03 00
0436356380 03 09/01/03 0
1760004979 O 08/01/33
0
8552090 N67/U56 F 177,900.00 ZZ
360 177,900.00 1
7.375 1,093.34 95
7.125 1,093.34
SURPRISE AZ 85379 1 07/08/03 01
0436356414 03 09/01/03 35
1760004981 O 08/01/33
0
8552092 N67/U56 F 100,000.00 ZZ
180 99,663.41 1
6.250 857.42 69
6.000 857.42
GLENDALE AZ 85303 1 07/11/03 00
0436356430 03 09/01/03 0
1781005139 O 08/01/18
0
1
8552094 N67/U56 F 123,500.00 ZZ
360 123,415.01 2
7.875 895.46 95
7.625 895.46
FRESNO CA 93702 1 07/10/03 10
0436370704 05 09/01/03 35
1781006165 O 08/01/33
0
8552102 N67/U56 F 280,000.00 ZZ
360 279,746.88 1
6.500 1,769.79 80
6.250 1,769.79
LIVERMORE CA 94551 1 07/09/03 00
0436356463 05 09/01/03 0
1781006181 O 08/01/33
0
8552104 N67/U56 F 128,250.00 ZZ
360 128,142.26 1
6.875 842.51 95
6.625 842.51
ISSAQUAH WA 98027 1 07/08/03 01
0436356489 01 09/01/03 35
1781006307 O 08/01/33
0
8552106 N67/U56 F 313,000.00 ZZ
360 313,000.00 1
7.500 1,956.25 95
7.250 1,956.25
LINCOLN CA 95648 1 07/16/03 10
0436370761 05 09/01/03 35
1781006415 O 08/01/33
0
8552110 N67/U56 F 66,120.00 ZZ
360 66,070.93 1
7.500 462.32 95
7.250 462.32
SAN LUIS AZ 85349 1 06/30/03 01
0436356547 05 09/01/03 35
1781006416 O 08/01/33
0
1
8552112 N67/U56 F 261,000.00 ZZ
360 260,591.56 1
7.250 1,780.48 90
7.000 1,780.48
KENMORE WA 98028 5 06/25/03 01
0436356562 05 08/01/03 30
1781006426 O 07/01/33
0
8552114 N67/U56 F 161,500.00 ZZ
360 161,271.28 1
7.750 1,157.01 95
7.500 1,157.01
PEORIA AZ 85382 1 06/27/03 10
0436370779 03 08/01/03 35
1781006484 O 07/01/33
0
8552116 N67/U56 F 59,500.00 ZZ
360 59,440.77 1
6.000 356.73 70
5.750 356.73
SHOW LOW AZ 85901 5 07/07/03 00
0436356604 05 09/01/03 0
1781006540 O 08/01/33
0
8552118 N67/U56 F 111,600.00 ZZ
180 111,236.28 1
6.625 979.84 90
6.375 979.84
MEDICAL LAKE WA 99022 5 07/03/03 01
0436356620 05 09/01/03 30
1781006499 O 08/01/18
0
8552120 N67/U56 F 456,000.00 ZZ
360 456,000.00 2
7.000 2,660.00 80
6.750 2,660.00
SANTA CRUZ CA 95062 5 07/14/03 00
0436356653 05 09/01/03 0
1781006552 O 08/01/33
0
1
8552122 N67/U56 F 155,800.00 ZZ
360 155,629.46 1
5.500 884.62 61
5.250 884.62
FOUNTAIN HILLS AZ 85268 5 07/17/03 00
0436356679 05 09/01/03 0
1781006576 O 08/01/33
0
8552124 N67/U56 F 99,750.00 ZZ
360 99,666.19 1
6.875 655.29 95
6.625 655.29
GLENDALE AZ 85303 1 07/17/03 01
0436356695 05 09/01/03 35
1781006598 O 08/01/33
0
8552126 N67/U56 F 119,150.00 ZZ
360 119,028.52 1
5.875 704.82 90
5.625 704.82
SURPRISE AZ 85374 1 07/14/03 01
0436356711 03 09/01/03 30
1781006601 O 08/01/33
0
8552128 N67/U56 F 184,250.00 ZZ
360 184,098.97 1
7.000 1,225.82 95
6.750 1,225.82
SURPRISE AZ 85374 1 07/18/03 01
0436356745 03 09/01/03 35
1781006608 O 08/01/33
0
8552130 N67/U56 F 135,000.00 ZZ
360 134,871.90 1
6.250 831.22 76
6.000 831.22
MARICOPA AZ 85239 5 07/11/03 00
0436356786 05 09/01/03 0
1781006609 O 08/01/33
0
1
8552132 N67/U56 F 283,350.00 ZZ
180 283,123.41 1
7.125 1,908.98 95
6.875 1,908.98
SANTA FE NM 87508 1 07/08/03 01
0436356802 03 09/01/03 35
1781006621 O 08/01/18
0
8552134 N67/U56 F 258,650.00 ZZ
360 258,650.00 1
6.625 1,427.96 88
6.375 1,427.96
WINCHESTER CA 92596 2 07/18/03 01
0436356828 05 09/01/03 30
1781006641 O 08/01/33
0
8552136 N67/U56 F 78,000.00 ZZ
360 77,946.33 1
7.875 565.55 44
7.625 565.55
YAKIMA WA 98908 1 07/08/03 00
0436356869 05 09/01/03 0
1781006642 O 08/01/33
0
8552138 N67/U56 F 173,500.00 ZZ
360 173,185.45 1
6.500 1,096.64 84
6.250 1,096.64
CHANDLER AZ 85248 2 06/30/03 01
0436356885 03 08/01/03 25
1781006658 O 07/01/33
0
8552140 N67/U56 F 100,000.00 ZZ
360 99,911.77 1
6.625 640.31 80
6.375 640.31
ANDERSON CA 96007 5 07/14/03 00
0436356927 05 09/01/03 0
1781006681 N 08/01/33
0
1
8552142 N67/U56 F 73,500.00 ZZ
360 73,426.83 1
6.000 440.67 75
5.750 440.67
MOUNT VERNON WA 98274 1 07/10/03 00
0436356943 01 09/01/03 0
1781006684 O 08/01/33
0
8552144 N67/U56 F 475,450.00 T
360 475,097.14 1
7.500 3,324.42 80
7.250 3,324.42
WELLINGTON FL 33414 1 07/10/03 00
0436356968 03 09/01/03 0
1781006690 O 08/01/33
0
8552148 N67/U56 F 104,000.00 ZZ
360 103,910.46 1
6.750 674.54 80
6.500 674.54
BURLINGTON WA 98233 5 07/09/03 00
0436356984 05 09/01/03 0
1781006697 O 08/01/33
0
8552150 N67/U56 F 335,000.00 ZZ
360 334,682.14 1
6.250 2,062.65 78
6.000 2,062.65
TORRANCE CA 90503 5 07/18/03 00
0436357016 01 09/01/03 0
1781006702 O 08/01/33
0
8552152 N67/U56 F 164,000.00 ZZ
360 163,767.75 1
7.750 1,174.92 95
7.500 1,174.92
QUEEN CREEK AZ 85242 1 07/01/03 01
0436357040 03 08/01/03 35
1781006708 O 07/01/33
0
1
8552154 N67/U56 F 141,050.00 ZZ
360 140,931.50 1
6.875 926.60 95
6.625 926.60
KAYSVILLE UT 84037 1 07/03/03 01
0436357057 05 09/01/03 35
1781006710 O 08/01/33
0
8552156 N67/U56 F 264,100.00 ZZ
360 263,861.25 1
6.500 1,669.29 95
6.250 1,669.29
LYNNWOOD WA 98036 1 07/11/03 01
0436357065 05 09/01/03 35
1781006711 O 08/01/33
0
8552160 N67/U56 F 74,400.00 ZZ
180 74,165.27 1
7.000 668.73 80
6.750 668.73
MIDWEST CITY OK 73110 5 07/16/03 00
0436357081 05 09/01/03 0
1781006723 O 08/01/18
0
8552162 N67/U56 F 121,600.00 ZZ
360 121,507.47 1
7.375 839.86 95
7.125 839.86
PHOENIX AZ 85021 1 07/08/03 10
0436371108 05 09/01/03 35
1781006731 O 08/01/33
0
8552164 N67/U56 F 149,200.00 ZZ
360 149,200.00 1
5.625 699.38 80
5.375 699.38
CHANDLER AZ 85248 1 07/03/03 00
0436357099 03 09/01/03 0
1781006735 O 08/01/33
0
1
8552166 N67/U56 F 110,650.00 ZZ
360 110,569.92 1
7.625 783.17 95
7.375 783.17
PHOENIX AZ 85029 1 07/10/03 10
0436371124 01 09/01/03 35
1781006737 O 08/01/33
0
8552168 N67/U56 F 115,900.00 ZZ
360 115,820.23 1
7.875 840.36 95
7.625 840.36
APACHE JUNCTION AZ 85220 1 07/16/03 01
0436357115 03 09/01/03 35
1781006741 O 08/01/33
0
8552170 N67/U56 F 83,250.00 ZZ
360 83,113.13 1
7.000 553.86 95
6.750 553.86
MESA AZ 85204 1 07/02/03 01
0436357123 05 08/01/03 35
1781006750 O 07/01/33
0
8552172 N67/U56 F 256,000.00 ZZ
360 255,823.82 1
7.875 1,856.18 80
7.625 1,856.18
BAINBRIDGE ISLA WA 98110 5 07/08/03 00
0436357131 05 09/01/03 0
1781006752 O 08/01/33
0
8552174 N67/U56 F 153,950.00 ZZ
360 153,844.06 1
7.875 1,116.24 95
7.625 1,116.24
LITCHFIELD PARK AZ 85340 1 07/08/03 10
0436371173 03 09/01/03 35
1781006757 O 08/01/33
0
1
8552176 N67/U56 F 160,000.00 ZZ
360 159,807.76 1
5.000 858.91 60
4.750 858.91
GRAND JUNCTIION CO 81505 2 07/10/03 00
0436357156 05 09/01/03 0
1781006763 O 08/01/33
0
8552178 N67/U56 F 228,000.00 ZZ
360 227,803.70 1
6.750 1,478.80 80
6.500 1,478.80
MOUNT VERNON WA 98274 1 07/07/03 00
0436357172 05 09/01/03 0
1781006765 O 08/01/33
0
8552180 N67/U56 F 280,000.00 ZZ
180 279,026.90 1
5.875 2,343.93 80
5.625 2,343.93
GLENDALE AZ 85310 5 07/09/03 00
0436357180 05 09/01/03 0
1781006796 O 08/01/18
0
8552184 N67/U56 F 163,600.00 ZZ
360 163,448.48 1
6.375 1,020.65 80
6.125 1,020.65
PHOENIX AZ 85028 5 07/09/03 00
0436357214 05 09/01/03 0
1781006801 O 08/01/33
0
8552186 N67/U56 F 137,700.00 ZZ
360 137,605.24 1
7.875 998.42 95
7.625 998.42
AVONDALE AZ 85323 1 07/02/03 10
0436371231 03 09/01/03 35
1781006804 O 08/01/33
0
1
8552188 N67/U56 F 198,000.00 ZZ
360 197,705.20 4
7.500 1,384.44 90
7.250 1,384.44
LAS VEGAS NV 89106 1 06/11/03 10
0436371249 05 08/01/03 30
1785004126 O 07/01/33
0
8552190 N67/U56 F 92,000.00 ZZ
360 91,859.57 1
7.375 635.42 70
7.125 635.42
HENDERSON NV 89015 1 06/03/03 00
0436357230 03 08/01/03 0
1785004153 O 07/01/33
0
8552192 N67/U56 F 84,950.00 ZZ
360 84,759.69 1
7.500 593.98 95
7.250 593.98
GREER SC 29650 1 05/30/03 10
0436371306 05 07/01/03 35
1785004163 O 06/01/33
0
8552194 N67/U56 F 650,000.00 ZZ
360 648,733.25 1
6.125 3,949.47 65
5.875 3,949.47
SCOTTSDALE AZ 85262 5 06/23/03 00
0436357255 05 08/01/03 0
1785004179 O 07/01/33
0
8552196 N67/U56 F 226,250.00 ZZ
360 225,921.45 1
7.625 1,601.39 95
7.375 1,601.39
JACKSONVILLE FL 32246 1 06/03/03 01
0436357271 03 08/01/03 35
1785004208 O 07/01/33
0
1
8552200 N67/U56 F 94,700.00 ZZ
360 94,506.42 1
5.875 560.19 70
5.625 560.19
LAS VEGAS NV 89142 1 06/03/03 00
0436357297 03 08/01/03 0
1785004218 O 07/01/33
0
8552202 N67/U56 F 458,500.00 ZZ
360 457,337.78 1
6.875 3,012.02 95
6.625 3,012.02
GILBERT AZ 85296 1 05/27/03 01
0436357321 03 07/01/03 35
1785004225 O 06/01/33
0
8552204 N67/U56 F 142,012.00 ZZ
180 141,073.77 1
6.500 1,237.08 80
6.250 1,237.08
FERNANDINA BEAC FL 32034 1 06/06/03 00
0436357347 03 08/01/03 0
1785004235 O 07/01/18
0
8552208 N67/U56 F 244,000.00 T
360 243,557.64 1
6.500 1,542.25 80
6.250 1,542.25
DELRAY BEACH FL 33444 1 06/12/03 00
0436357354 05 08/01/03 0
1785004239 O 07/01/33
0
8552210 N67/U56 F 142,500.00 ZZ
360 142,277.01 1
7.250 972.10 95
7.000 972.10
TUCSON AZ 85712 1 06/11/03 01
0436357362 05 08/01/03 35
1785004291 O 07/01/33
0
1
8552212 N67/U56 F 379,000.00 ZZ
360 378,329.39 1
6.625 2,426.78 76
6.375 2,426.78
PHOENIX AZ 85018 2 06/23/03 00
0436357404 05 08/01/03 0
1785004298 O 07/01/33
0
8552214 N67/U56 F 160,000.00 ZZ
360 159,844.49 1
6.125 972.18 80
5.875 972.18
RIVERSIDE CA 92506 5 07/02/03 00
0436357420 05 09/01/03 0
1785004312 O 08/01/33
0
8552216 N67/U56 F 475,350.00 ZZ
360 474,847.71 1
5.500 2,178.69 80
5.250 2,178.69
IRVINE CA 92603 1 06/13/03 00
0436357461 01 08/01/03 0
1785004327 O 07/01/33
0
8552248 U19/U57 F 240,000.00 ZZ
360 239,783.04 1
6.500 1,516.96 100
6.000 1,516.96
SAN DIEGO CA 92129 1 07/24/03 23
0436327811 01 09/01/03 0
030710001 O 08/01/33
0
8552292 Q14/U57 F 474,000.00 ZZ
360 472,959.98 1
5.500 2,691.32 79
5.000 2,691.32
HENDERSON NV 89052 5 06/30/03 00
0436373898 05 08/01/03 0
0000313789 O 07/01/33
0
1
8552516 964/U57 F 109,600.00 ZZ
180 109,227.13 1
6.125 932.29 80
5.875 932.29
SPARKS NV 89431 1 07/30/03 00
0436321350 05 09/01/03 0
503331 N 08/01/18
0
8552524 964/U57 F 260,000.00 ZZ
360 259,728.54 1
5.750 1,517.29 52
5.500 1,517.29
LAGUNITAS CA 94938 5 07/16/03 00
0436335913 05 09/01/03 0
421385 O 08/01/33
0
8552528 964/U57 F 1,100,000.00 ZZ
360 1,098,930.86 1
6.125 6,683.72 40
5.875 6,683.72
TIBURON CA 94920 5 07/18/03 00
0436353932 05 09/01/03 0
425205 O 08/01/33
0
8552532 964/U57 F 92,800.00 ZZ
360 92,709.81 1
6.125 563.86 80
5.875 563.86
CHANDLER AZ 85225 2 07/18/03 00
0436316715 03 09/01/03 0
433639 N 08/01/33
0
8552534 964/U57 F 271,000.00 ZZ
360 270,703.37 1
5.500 1,538.71 67
5.250 1,538.71
CAMARILLO CA 93010 2 07/22/03 00
0436319701 05 09/01/03 0
443358 O 08/01/33
0
1
8552570 964/U57 F 66,300.00 ZZ
360 66,234.00 1
6.000 397.50 80
5.750 397.50
FORT WORTH TX 76112 1 07/30/03 00
0436341093 05 09/01/03 0
456008 N 08/01/33
0
8552586 964/U57 F 180,000.00 ZZ
360 179,816.48 1
5.875 1,064.77 80
5.625 1,064.77
CLOVIS CA 93611 1 07/29/03 00
0436324388 05 09/01/03 0
490259 O 08/01/33
0
8552588 964/U57 F 307,500.00 ZZ
360 307,178.95 1
5.750 1,794.49 75
5.500 1,794.49
LAGUNA NIGUEL CA 92677 1 07/23/03 00
0436318562 03 09/01/03 0
490875 O 08/01/33
0
8552596 964/U57 F 104,880.00 ZZ
360 104,785.19 1
6.500 662.91 95
6.250 662.91
DALLAS TX 75243 1 08/01/03 12
0436325997 09 09/01/03 30
499372 N 08/01/33
0
8552612 964/U57 F 249,000.00 ZZ
180 248,087.72 1
5.250 2,001.66 66
5.000 2,001.66
LITTLETON CO 80127 2 07/24/03 00
0436319628 03 09/01/03 0
460770 O 08/01/18
0
1
8552628 964/U57 F 73,700.00 ZZ
360 73,624.86 1
5.875 435.96 76
5.625 435.96
YELM WA 98597 5 07/28/03 00
0436343693 03 09/01/03 0
462513 N 08/01/33
0
8552632 964/U57 F 210,300.00 ZZ
360 210,080.44 1
5.750 1,227.25 72
5.500 1,227.25
GURNEE IL 60031 2 07/25/03 00
0436319750 03 09/01/03 0
462650 O 08/01/33
0
8552638 964/U57 F 160,500.00 ZZ
360 160,340.22 1
6.000 962.28 92
5.750 962.28
LAS VEGAS NV 89123 2 07/24/03 10
0436318158 03 09/01/03 30
463404 O 08/01/33
0
8552642 964/U57 F 110,000.00 ZZ
360 109,879.60 1
5.500 624.57 35
5.250 624.57
OCEANO CA 93445 5 07/22/03 00
0436319339 05 09/01/03 0
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3264002554 O 08/01/33
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3255004279 O 07/01/33
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1
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3255004318 O 07/01/33
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3252005311 O 08/01/33
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1
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3255004325 O 07/01/33
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3252005314 O 08/01/33
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3255004341 O 07/01/33
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1
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3252005317 O 08/01/33
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3261003394 O 08/01/33
0
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3261003904 O 08/01/33
0
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3252005325 O 08/01/33
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1
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3261004049 O 08/01/33
0
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3252005332 O 08/01/33
0
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180 259,734.92 3
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3261004123 O 08/01/18
0
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3252005333 O 08/01/33
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3261004174 O 08/01/33
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1
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3252005345 O 08/01/33
0
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0
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3261004213 O 08/01/18
0
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3252005360 O 08/01/18
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1
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3261004218 O 07/01/33
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3261004318 O 08/01/18
0
8553448 N67/U56 F 555,000.00 ZZ
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0
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3261004367 O 08/01/33
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1
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360 59,948.34 1
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3252005381 O 08/01/33
0
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3261004481 O 08/01/18
0
8553460 N67/U56 F 68,000.00 ZZ
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0
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0
8553464 N67/U56 F 44,000.00 ZZ
360 43,965.67 1
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1
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3261004534 O 08/01/33
0
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3261004570 O 08/01/18
0
8553474 N67/U56 F 69,750.00 ZZ
360 69,700.77 1
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3254006170 O 08/01/33
0
8553476 N67/U56 F 252,000.00 ZZ
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3261004580 O 08/01/18
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1
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3254006180 O 08/01/33
0
8553482 N67/U56 F 280,250.00 ZZ
360 279,862.99 2
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0
8553484 N67/U56 F 137,600.00 ZZ
360 137,463.02 1
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3254006242 O 08/01/33
0
8553486 N67/U56 F 135,000.00 ZZ
360 134,871.90 1
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0
8553488 N67/U56 F 122,050.00 ZZ
360 121,872.77 1
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3254006292 O 07/01/33
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1
8553490 N67/U56 F 266,000.00 ZZ
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3261004627 O 07/01/33
0
8553492 N67/U56 F 44,150.00 ZZ
360 44,121.85 1
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8553494 N67/U56 F 245,000.00 ZZ
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3261004630 O 08/01/18
0
8553496 N67/U56 F 232,750.00 ZZ
360 232,585.73 1
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0
8553498 N67/U56 F 106,400.00 ZZ
360 106,229.31 1
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3254006355 O 07/01/33
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1
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180 275,300.60 2
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3254006383 O 08/01/33
0
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360 230,391.53 2
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0
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0
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1
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3254006600 O 08/01/33
0
8553512 N67/U56 F 134,000.00 ZZ
180 133,900.55 1
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3261004696 O 08/01/18
0
8553514 N67/U56 F 244,150.00 ZZ
360 243,977.68 1
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3254006615 O 08/01/33
0
8553516 N67/U56 F 247,900.00 ZZ
360 247,720.58 1
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3261004698 O 08/01/33
0
8553518 N67/U56 F 147,700.00 ZZ
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1
8553520 N67/U56 F 360,050.00 ZZ
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0
8553522 N67/U56 F 80,000.00 ZZ
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SUNNY XXXXX XXX XX 00000 5 07/09/03 00
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3254006683 O 08/01/18
0
8553524 N67/U56 F 200,000.00 ZZ
180 199,362.12 1
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XX. XXXXXX XX 00000 2 07/10/03 00
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3261004722 O 08/01/18
0
8553526 N67/U56 F 46,450.00 ZZ
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3254006754 N 08/01/18
0
8553532 N67/U56 F 166,150.00 ZZ
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3261004730 O 08/01/18
0
1
8553534 N67/U56 F 254,000.00 ZZ
360 253,764.75 1
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0436361026 05 09/01/03 0
3254006765 O 08/01/33
0
8553538 N67/U56 F 180,000.00 ZZ
180 179,848.78 3
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3261004731 O 08/01/18
0
8553542 N67/U56 F 42,250.00 ZZ
360 42,178.81 1
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3254006792 O 07/01/33
0
8553544 N67/U56 F 149,150.00 ZZ
360 149,047.36 2
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3254006812 O 08/01/33
0
8553548 N67/U56 F 169,200.00 ZZ
360 168,901.69 2
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3261004755 O 07/01/33
0
1
8553566 N67/U56 F 374,300.00 ZZ
180 374,022.22 2
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0436365696 05 09/01/03 35
3261004735 O 08/01/18
0
8553568 N67/U56 F 90,000.00 ZZ
360 89,926.23 1
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3254006822 O 08/01/33
0
8553574 N67/U56 F 211,000.00 ZZ
180 210,843.41 2
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3261004752 O 08/01/18
0
8553576 N67/U56 F 178,600.00 ZZ
360 178,453.60 1
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3254006852 O 08/01/33
0
8553578 N67/U56 F 90,250.00 ZZ
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3254007010 O 08/01/18
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1
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3254007136 O 08/01/33
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1
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3254007141 O 08/01/33
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3254007147 O 08/01/18
0
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3254007218 O 08/01/33
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3254007224 O 08/01/33
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3254007226 O 08/01/33
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3262006413 O 08/01/33
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0
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1
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3254007260 O 08/01/33
0
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0
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0
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0
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3254007270 O 08/01/33
0
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0
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0
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3262006660 O 08/01/33
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1
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0
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0
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0
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0
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0
1
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0
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0
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0
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360 133,987.34 1
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3254007291 O 08/01/33
0
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360 135,677.23 1
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0
1
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0
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360 166,821.46 1
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0
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360 68,276.01 1
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3264002440 O 07/01/33
0
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0
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0
1
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0
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0
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0
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0
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0
1
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360 79,758.70 1
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0
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360 247,329.67 1
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0
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360 149,294.55 1
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0
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0
8554280 N67/U56 F 163,200.00 ZZ
180 162,595.77 1
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0
1
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360 104,911.78 1
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0
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0
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180 273,026.43 1
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0
8554290 N67/U56 F 288,000.00 ZZ
360 287,739.64 1
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0
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360 127,400.54 1
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3254007381 O 08/01/33
0
1
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180 137,525.48 1
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0
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180 141,444.95 1
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0
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360 294,739.73 1
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0
8554300 N67/U56 F 67,500.00 ZZ
360 67,447.34 1
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0436366439 05 09/01/03 30
3262006464 O 08/01/33
0
8554302 N67/U56 F 111,900.00 ZZ
360 111,788.60 2
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3254007386 O 08/01/33
0
1
8554308 N67/U56 F 114,000.00 ZZ
360 113,901.85 1
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3262006465 O 08/01/33
0
8554310 N67/U56 F 172,000.00 ZZ
360 171,859.01 1
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0436366512 03 09/01/03 0
3254007408 O 08/01/33
0
8554312 N67/U56 F 94,050.00 ZZ
360 93,986.89 1
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0436366538 05 09/01/03 35
3262006480 O 08/01/33
0
8554314 N67/U56 F 101,550.00 ZZ
360 101,480.11 1
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XXXXX XXXXXXX XX 00000 1 07/18/03 01
0436366553 01 09/01/03 35
3254007471 O 08/01/33
0
8554318 N67/U56 F 254,700.00 ZZ
360 254,501.31 1
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0436366629 05 09/01/03 30
3262006482 O 08/01/33
0
1
8554566 964/U57 F 268,000.00 ZZ
360 267,214.56 1
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0436287122 05 07/01/03 0
432189 O 06/01/33
0
8554568 964/U57 F 165,000.00 ZZ
360 164,880.58 1
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0436287130 05 09/01/03 0
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0
8554570 964/U57 F 105,000.00 ZZ
360 104,892.94 1
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0436287148 05 09/01/03 12
455469 O 08/01/33
0
8554572 964/U57 F 168,800.00 ZZ
360 168,592.45 1
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XXXXXXX XX 00000 2 07/02/03 00
0436287163 03 09/01/03 0
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0
8554574 964/U57 F 181,200.00 ZZ
360 181,051.47 1
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0436287171 03 09/01/03 0
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0
1
8554576 964/U57 F 40,800.00 ZZ
360 40,766.56 1
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6.750 271.44
XXXXXXXXXXX XX 00000 5 07/10/03 00
0436287189 05 09/01/03 0
335062 N 08/01/33
0
8554578 964/U57 F 108,750.00 ZZ
360 108,658.64 1
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XXXXX XXX XXXXX XX 00000 2 07/14/03 00
0436287197 05 09/01/03 0
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0
8554582 964/U57 F 200,000.00 ZZ
360 199,840.06 1
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6.875 1,347.44
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0436287213 05 09/01/03 0
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0
8554588 964/U57 F 252,000.00 ZZ
360 251,760.89 1
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XXXX XXXXXXXXXX XX 00000 5 07/09/03 11
0436287270 05 09/01/03 25
417041 O 08/01/33
0
8554590 964/U57 F 158,900.00 ZZ
360 158,776.25 4
7.500 1,111.05 70
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XXX XXXXX XX 00000 5 07/10/03 00
0436287288 05 09/01/03 0
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0
1
8554592 964/U57 F 126,000.00 ZZ
180 125,562.10 2
5.875 1,054.77 90
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XXXXX XXX XXXXX XX 00000 5 07/07/03 10
0436287304 05 09/01/03 25
417528 O 08/01/18
0
8554596 964/U57 F 112,500.00 ZZ
360 112,398.30 1
6.500 711.08 75
6.250 711.08
XXXX XX 00000 5 07/07/03 00
0436287320 05 09/01/03 0
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0
8554600 964/U57 F 120,000.00 ZZ
360 119,906.39 1
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XXXXXXXX XX 00000 5 07/09/03 00
0436440150 05 09/01/03 0
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0
8554602 964/U57 F 209,000.00 ZZ
360 208,725.64 1
8.125 1,551.82 95
7.875 1,551.82
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0436287387 05 08/01/03 0
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0
8554604 964/U57 F 88,000.00 ZZ
360 87,920.45 1
6.500 556.22 80
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XXXXX XX 00000 5 07/11/03 00
0436287403 05 09/01/03 0
432598 O 08/01/33
0
1
8554610 964/U57 F 280,000.00 ZZ
360 279,707.67 1
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5.500 1,634.00
XXXXX XXXXXXX XX 00000 5 07/08/03 00
0436287452 05 09/01/03 0
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0
8554616 964/U57 F 213,900.00 ZZ
360 213,752.80 1
7.875 1,550.92 100
7.625 1,550.92
XXXXXXXXXX XX 00000 1 07/08/03 23
0436287502 05 09/01/03 0
446817 O 08/01/33
0
8554618 964/U57 F 179,775.00 ZZ
360 179,591.71 1
5.875 1,063.44 85
5.625 1,063.44
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0436287528 05 09/01/03 12
449579 O 08/01/33
0
8554620 964/U57 F 149,500.00 ZZ
360 149,351.17 1
6.000 896.33 68
5.750 896.33
XXXXXXXXXX XX 00000 2 07/09/03 00
0436287544 05 09/01/03 0
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0
8554646 964/U57 F 153,600.00 ZZ
360 153,454.26 1
6.250 945.74 80
6.000 945.74
XXXXXX XX 00000 2 07/11/03 00
0436287551 05 09/01/03 0
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0
1
8554650 964/U57 F 139,500.00 ZZ
360 139,379.90 1
6.750 904.79 90
6.500 904.79
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0436287593 03 09/01/03 30
451570 O 08/01/33
0
8554652 964/U57 F 175,000.00 ZZ
360 174,613.97 1
6.000 1,049.21 70
5.750 1,049.21
XXXXXX XX 00000 5 07/07/03 00
0436289664 05 09/01/03 0
452956 O 08/01/33
0
8554658 964/U57 F 95,500.00 ZZ
180 95,150.11 1
5.250 767.70 39
5.000 767.70
XXXXXXX XX 00000 2 07/16/03 00
0436287650 05 09/01/03 0
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0
8554660 964/U57 F 53,600.00 ZZ
360 53,556.07 1
7.000 356.60 75
6.750 356.60
XXXXX XXXX XX 00000 1 07/22/03 00
0436287676 05 09/01/03 0
476364 N 08/01/33
0
8554662 964/U57 F 193,600.00 ZZ
360 193,393.03 4
5.625 1,114.47 80
5.375 1,114.47
XXXXXXXX XX 00000 1 07/03/03 00
0436287684 05 09/01/03 0
476499 O 08/01/33
0
1
8554664 964/U57 F 218,500.00 ZZ
360 218,311.87 1
6.750 1,417.19 79
6.500 1,417.19
XXXXX XX 00000 2 07/09/03 00
0436287700 05 09/01/03 0
476502 O 08/01/33
0
8554666 964/U57 F 198,050.00 ZZ
360 197,913.70 1
7.875 1,436.00 95
7.625 1,436.00
XXXXX XX 00000 1 07/17/03 23
0436287718 03 09/01/03 0
477470 O 08/01/33
0
8554668 964/U57 F 180,500.00 ZZ
360 180,355.66 1
7.125 1,216.06 95
6.875 1,216.06
XXX XXXXX XX 00000 1 07/18/03 12
0436287734 05 09/01/03 30
477743 O 08/01/33
0
8554670 964/U57 F 188,100.00 ZZ
360 187,960.41 1
7.500 1,315.22 95
7.250 1,315.22
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0436287759 05 09/01/03 30
480552 O 08/01/33
0
8554676 964/U57 F 380,000.00 T
360 379,630.66 1
6.125 2,308.92 89
5.875 2,308.92
XXX XXXXX XX 00000 1 07/08/03 10
0436287791 03 09/01/03 25
486273 O 08/01/33
0
1
8554680 964/U57 F 292,500.00 ZZ
360 292,282.93 1
7.500 2,045.20 90
7.250 2,045.20
XXX XXXXX XX 00000 1 07/14/03 23
0436287825 03 09/01/03 0
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0
8554682 964/U57 F 123,200.00 ZZ
360 123,080.25 1
6.125 748.58 80
5.875 748.58
XXXXX XX 00000 1 07/17/03 00
0436287841 05 09/01/03 0
488391 O 08/01/33
0
8554692 964/U57 F 256,500.00 ZZ
360 256,327.89 1
8.000 1,882.11 90
7.750 1,882.11
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0436287908 03 09/01/03 0
494481 O 08/01/33
0
8554694 964/U57 F 65,000.00 ZZ
360 64,933.73 1
5.875 384.50 23
5.625 384.50
XXX XXXXX XX 00000 2 07/07/03 00
0436287924 03 09/01/03 0
457404 O 08/01/33
0
8554696 964/U57 F 104,150.00 ZZ
240 103,885.46 1
4.625 665.95 90
4.375 665.95
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0436288641 01 09/01/03 12
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0
1
8554698 964/U57 F 151,468.00 ZZ
360 150,371.41 1
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8.000 1,137.93
XXXXX XXXXXXX XX 00000 1 07/22/03 23
0436287932 03 09/01/03 0
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0
8554702 964/U57 F 106,400.00 ZZ
360 106,291.52 1
5.875 629.40 80
5.625 629.40
XXXXXX XX 00000 2 07/10/03 00
0436287957 05 09/01/03 0
462890 O 08/01/33
0
8554708 964/U57 F 106,000.00 ZZ
360 105,917.31 1
7.250 723.11 80
7.000 723.11
XXXXXXX XX 00000 5 07/01/03 00
0436287999 05 09/01/03 0
466504 O 08/01/33
0
8554716 964/U57 F 87,900.00 ZZ
360 87,779.68 1
6.500 555.59 80
6.250 555.59
XXXX XX 00000 1 07/10/03 00
0436288047 03 09/01/03 0
469910 N 08/01/33
0
8554722 964/U57 F 166,000.00 ZZ
360 165,838.66 1
6.125 1,008.63 76
5.875 1,008.63
XXXXXX XX 00000 5 07/09/03 00
0436288088 05 09/01/03 0
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0
1
8554724 964/U57 F 50,000.00 ZZ
360 49,968.92 1
8.375 380.04 100
8.125 380.04
XXXX XX 00000 1 07/10/03 23
0436288104 05 09/01/03 0
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0
8554726 964/U57 F 525,000.00 ZZ
360 524,569.66 1
7.000 3,492.84 75
6.750 3,492.84
XXX XXXXXXXXX XX 00000 5 07/03/03 00
0436288120 05 09/01/03 0
472862 O 08/01/33
0
8554730 964/U57 F 127,500.00 ZZ
360 127,379.02 1
6.250 785.04 80
6.000 785.04
XXXXXX XX 00000 5 07/02/03 00
0436288153 05 09/01/03 0
473653 O 08/01/33
0
8555100 Q14/G01 F 116,800.00 ZZ
360 116,561.24 1
5.875 690.92 80
5.625 690.92
XXXXXXX XX 00000 1 06/30/03 00
0436292353 05 08/01/03 0
0000314452 O 07/01/33
0
8555576 588/G01 F 399,200.00 ZZ
360 398,793.00 1
5.875 2,361.42 80
5.625 2,361.42
XX XXXX XX 00000 1 07/31/03 00
0436405740 05 09/01/03 0
1099567 O 08/01/33
0
1
8555588 K60/G01 F 98,000.00 ZZ
360 97,932.56 1
7.875 710.57 100
7.625 710.57
XXXXX XXXXXXX XX 00000 1 08/01/03 23
0436319412 05 09/01/03 0
81471 N 08/01/33
0
8556438 286/286 F 232,800.00 ZZ
360 232,346.31 1
6.125 1,414.52 80
5.875 1,414.52
XXXXXXX XXXXX XX 00000 5 06/20/03 00
2443849 09 08/01/03 0
2443849 N 07/01/33
0
8557308 Y10/G01 F 152,000.00 ZZ
360 151,895.39 1
7.875 1,102.11 100
7.625 1,102.11
XXXXXXX XX 00000 1 07/30/03 23
0436297576 05 09/01/03 0
1870187 O 08/01/33
0
8558328 E22/U57 F 270,000.00 ZZ
180 270,000.00 1
5.375 2,188.26 75
5.125 2,188.26
XXXXXXXX XX 00000 5 07/31/03 00
0417440260 05 10/01/03 0
0417440260 O 09/01/18
0
8558330 E22/U57 F 59,850.00 ZZ
360 59,850.00 1
9.375 497.80 95
8.875 497.80
XXXXXXXX XX 00000 5 08/06/03 23
0417458015 05 10/01/03 0
0417458015 O 09/01/33
0
1
8558342 E22/U57 F 78,000.00 ZZ
360 78,000.00 1
6.250 480.26 87
6.000 480.26
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8563844 E22/U57 F 184,800.00 ZZ
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0
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0
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0
8565124 R54/U56 F 95,950.00 ZZ
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0
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0
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0
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0
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1
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0
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0
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0
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SHREVEPORT LA 71108 1 07/31/03 23
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1
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0
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0
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1
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0
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0
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0
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0
1
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0
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0
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1
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0
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0
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0
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1
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0
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0
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0
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1
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0
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0
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0
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1
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0
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360 69,928.63 1
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0
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360 77,346.74 1
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0
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0
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0
1
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0
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0
8589098 H58/U57 F 482,000.00 ZZ
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0
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0
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1
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0
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0
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0
8589114 W96/U57 F 93,750.00 ZZ
360 93,693.20 1
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X XXXXXX XX 00000 1 07/15/03 00
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0
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1
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0
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0
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0
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180 46,657.11 1
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0
8589180 W96/U57 F 73,150.00 ZZ
360 73,092.94 1
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1
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0
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360 89,934.87 1
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0
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0
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0
1
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0
8589454 T08/U57 F 498,750.00 ZZ
360 498,253.49 1
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0
8589456 T08/U57 F 118,750.00 ZZ
360 118,664.05 1
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0
8589460 T08/U57 F 395,000.00 ZZ
360 394,597.28 1
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0
8589462 T08/U57 F 297,000.00 ZZ
360 296,711.34 1
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1
8589476 T08/U57 F 440,000.00 ZZ
360 439,572.34 1
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0
8589478 T08/U57 F 158,400.00 ZZ
360 158,238.50 1
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0
8589484 T08/U57 F 270,000.00 ZZ
360 269,749.93 1
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0
8589488 T08/U57 F 142,200.00 ZZ
360 142,094.47 1
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0
8589490 T08/U57 F 304,000.00 ZZ
360 303,704.53 1
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0
1
8589496 T08/U57 F 96,000.00 ZZ
360 95,928.75 1
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0
8589502 T08/U57 F 175,000.00 ZZ
360 174,852.97 1
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0
8589506 H58/U57 F 403,000.00 ZZ
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0
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360 264,858.97 1
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0
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360 284,586.51 1
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0436415483 01 09/01/03 0
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0
1
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180 211,809.28 1
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0
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180 102,671.49 1
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0
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360 122,308.24 1
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0
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180 139,536.79 1
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0
8589812 U51/U57 F 274,000.00 ZZ
360 273,775.40 1
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0
1
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0
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0
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360 186,831.53 1
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0
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XXX XXXXX XX 00000 1 07/09/03 23
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0
8589864 X88/U57 F 70,000.00 ZZ
360 69,959.73 1
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0
1
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0
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0
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0
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0
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360 97,802.81 1
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0
1
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360 152,742.19 1
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0
8589984 W33/G01 F 275,000.00 ZZ
360 274,558.86 1
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6.875 1,852.73
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0
8589986 W33/G01 F 50,000.00 ZZ
360 49,923.67 1
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7.125 345.34
XXXX XXXXX XX 00000 1 07/10/03 23
0436390967 05 08/09/03 0
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0
8589988 W33/G01 F 70,000.00 ZZ
360 69,887.72 1
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6.875 471.60
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0
8589990 W33/G01 F 44,500.00 ZZ
180 44,202.85 1
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6.125 384.59
XXXXXXXXXXX XX 00000 5 07/25/03 00
0436390991 05 08/29/03 0
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0
1
8589994 W33/G01 F 89,000.00 ZZ
360 88,850.03 1
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6.625 584.67
XXXXXX XX 00000 5 07/28/03 23
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0
8589996 W33/G01 F 95,000.00 ZZ
360 94,842.61 1
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6.875 640.03
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0
8589998 W33/G01 F 133,000.00 ZZ
360 132,786.65 1
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6.875 896.05
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0436391056 05 08/27/03 0
0337921 O 07/27/33
0
8590000 W33/G01 F 256,800.00 ZZ
360 256,345.61 1
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6.375 1,644.32
XXXXXXX XX 00000 1 07/25/03 23
0436391072 05 08/24/03 0
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0
8590002 W33/G01 F 165,290.00 ZZ
360 165,043.90 1
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0
1
8590004 W33/G01 F 192,000.00 ZZ
360 191,692.01 1
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6.875 1,293.54
XXX XXXXXX XX 00000 5 07/25/03 23
0436391114 05 08/29/03 0
0338241 O 07/29/33
0
8590006 W33/G01 F 72,000.00 ZZ
360 71,884.50 1
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6.875 485.08
XXXXXXXXXXX XX 00000 5 07/26/03 23
0436391148 05 08/30/03 0
0338273 O 07/30/33
0
8590456 E22/U57 F 63,900.00 ZZ
180 63,900.00 1
7.000 574.35 90
6.750 574.35
XXXXXXX XX 00000 5 08/14/03 01
0418016945 01 10/01/03 25
0417114816 N 09/01/18
0
8590482 E22/U57 F 122,850.00 ZZ
360 122,850.00 1
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5.625 726.70
XXXXXXX XX 00000 5 08/14/03 10
0417488806 05 10/01/03 25
0417488806 O 09/01/33
0
8590492 E22/U57 F 66,000.00 ZZ
360 66,000.00 1
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6.625 433.57
XXXXX XXXXXXXXX XX 00000 1 08/19/03 01
0436433072 05 10/01/03 30
0417548682 O 09/01/33
0
1
8590524 E22/U57 F 132,000.00 ZZ
360 132,000.00 2
7.500 922.96 80
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XXXXXX XX 00000 5 08/07/03 00
0417632908 05 10/01/03 0
0417632908 N 09/01/33
0
8590582 E22/U57 F 95,040.00 ZZ
360 95,040.00 1
7.250 648.34 99
7.000 648.34
XXXXXX XX 00000 5 08/14/03 01
0417710233 05 10/01/03 35
0417710233 O 09/01/33
0
8590588 E22/U57 F 332,000.00 ZZ
360 332,000.00 3
6.750 2,153.35 80
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XXXX XXXXX XX 00000 1 08/09/03 00
0417725306 05 10/01/03 0
0417725306 O 09/01/33
0
8590632 E22/U57 F 111,000.00 ZZ
360 111,000.00 1
10.500 1,015.36 100
10.000 1,015.36
XXXXXX XX 00000 1 08/19/03 23
0418000444 05 10/01/03 0
0418000444 O 09/01/33
0
8590636 E22/U57 F 210,000.00 ZZ
360 210,000.00 1
7.375 1,450.42 100
7.125 1,450.42
XXXXXXXX XX 00000 1 08/15/03 01
0418001863 05 10/01/03 35
0418001863 O 09/01/33
0
1
8590644 E22/U57 F 111,200.00 ZZ
360 111,200.00 1
7.500 777.53 80
7.250 777.53
XXXXXX XX 00000 5 08/07/03 00
0418017976 05 10/01/03 0
0418017976 N 09/01/33
0
8590772 E22/U57 F 40,800.00 ZZ
360 40,800.00 1
10.375 369.41 100
10.125 369.41
XXXXXXXXX XX 00000 1 08/19/03 23
0418037271 05 10/01/03 0
0418037271 O 09/01/33
0
8590774 E22/U57 F 404,000.00 ZZ
360 404,000.00 3
6.375 2,520.43 80
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XXX XXXXXXXXX XX 00000 1 08/08/03 00
0418040499 05 10/01/03 0
0418040499 N 09/01/33
0
8590776 E22/U57 F 122,400.00 ZZ
360 122,400.00 1
8.500 941.15 90
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XXXXX XX 00000 5 08/14/03 23
0418042214 03 10/01/03 0
0418042214 O 09/01/33
0
8590796 E22/U57 F 256,500.00 T
360 256,500.00 1
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6.625 1,685.02
XXXXXXXXX XX 00000 1 08/12/03 01
0417808060 05 10/01/03 25
0417808060 O 09/01/33
0
1
8590802 E22/U57 F 26,000.00 ZZ
360 26,000.00 1
6.375 162.21 74
6.125 162.21
XXX XXXXXX XX 00000 2 08/19/03 00
0417813193 05 10/01/03 0
0417813193 N 09/01/33
0
8590864 E22/U57 F 107,962.00 ZZ
360 107,962.00 1
8.625 839.72 95
8.375 839.72
XXXXXXX XX 00000 1 08/18/03 23
0417933173 03 10/01/03 0
0417933173 O 09/01/33
0
8590870 E22/U57 F 171,000.00 ZZ
360 171,000.00 1
7.500 1,195.66 100
7.250 1,195.66
XXXXXX XXXXX XX 00000 1 08/19/03 01
0418099461 05 10/01/03 35
0418099461 O 09/01/33
0
8590932 H58/U57 F 572,000.00 ZZ
360 571,388.49 1
5.625 3,292.76 67
5.375 3,292.76
XXXXXX XX 00000 2 07/30/03 00
0436441380 05 09/01/03 0
0000179220 O 08/01/33
0
8590952 E22/U57 F 175,500.00 ZZ
360 175,500.00 1
7.500 1,227.12 85
7.250 1,227.12
PUEBLO XXXX XX 00000 2 08/19/03 01
0418129367 05 10/01/03 12
0418129367 N 09/01/33
0
1
8590954 E22/U57 F 296,000.00 ZZ
360 296,000.00 3
8.500 2,275.98 74
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XXXXXXX XXX XX 00000 5 08/19/03 00
0418132478 05 10/01/03 0
0418132478 N 09/01/33
0
8590986 E22/U57 F 65,600.00 ZZ
240 65,600.00 1
8.375 564.11 80
7.875 564.11
XXXXXX XX 00000 5 08/14/03 00
0418162434 05 10/01/03 0
0418162434 O 09/01/23
0
8591014 E22/U57 F 313,500.00 ZZ
360 313,500.00 1
6.750 2,033.36 95
6.500 2,033.36
XXXXXXXX XX 00000 1 08/09/03 01
0418199428 05 10/01/03 30
0418199428 O 09/01/33
0
8591166 E22/U57 F 71,200.00 ZZ
360 71,200.00 1
6.375 444.20 80
6.125 444.20
XXXXX XX 00000 2 08/19/03 00
0417953692 03 10/01/03 0
0417953692 N 09/01/33
0
8591172 E22/U57 F 40,000.00 ZZ
360 40,000.00 1
7.875 290.03 100
7.625 290.03
XXXXXXX XX 00000 1 08/19/03 23
0417955762 05 10/01/03 0
0417955762 O 09/01/33
0
1
8591182 E22/G01 F 283,200.00 ZZ
360 283,200.00 1
5.750 1,652.68 80
5.500 1,652.68
XXXXXXXXX XX 00000 1 08/15/03 00
0417964004 05 10/01/03 0
0417964004 O 09/01/33
0
8591192 E22/U57 F 127,150.00 ZZ
360 127,150.00 1
7.250 867.39 100
7.000 867.39
XXXXXXX XX 00000 1 08/19/03 01
0417974831 05 10/01/03 35
0417974813 N 09/01/33
0
8591200 E22/U57 F 81,500.00 ZZ
360 81,500.00 1
6.875 535.40 100
6.625 535.40
XXXXX XX 00000 1 08/19/03 01
0417980158 05 10/01/03 35
0417980158 N 09/01/33
0
8591980 964/U57 F 265,000.00 ZZ
180 265,000.00 1
5.000 2,095.61 55
4.750 2,095.61
XXXXX XXX XXXXX XX 00000 2 07/30/03 00
0436424865 05 10/01/03 0
478287 O 09/01/18
0
8592174 K52/U56 F 165,000.00 ZZ
240 163,470.30 1
5.850 1,167.88 100
5.475 1,167.88
XXXXXXXXX XX 00000 5 05/09/03 23
0436405575 05 06/19/03 0
289904 O 05/19/23
0
1
8592178 K52/U56 F 211,000.00 ZZ
360 210,482.20 1
6.650 1,354.55 100
6.275 1,354.55
XXXXXXXX XX 00000 2 07/08/03 23
0436405591 05 08/28/03 0
293434 O 07/28/33
0
8592182 K52/U56 F 191,500.00 ZZ
240 190,793.32 1
7.350 1,525.20 100
6.975 1,525.20
XXXXXXXXXXX XX 00000 5 06/26/03 23
0436405617 05 08/06/03 0
294975 O 07/06/23
0
8592190 K52/U56 F 85,000.00 ZZ
240 84,703.16 1
7.800 700.44 100
7.425 700.44
XXXXXXX XX 00000 2 06/24/03 23
0436405682 05 08/05/03 0
308446 O 07/05/23
0
8592196 K52/U56 F 119,300.00 ZZ
360 118,973.30 1
7.950 871.23 100
7.575 871.23
XXXXXXX XX 00000 2 04/25/03 23
0436405732 03 06/05/03 0
309306 O 05/05/33
0
8592200 K52/U56 F 128,000.00 ZZ
360 127,850.64 1
8.700 1,002.41 100
8.325 1,002.41
XXXXXX XXXX XX 00000 5 06/26/03 23
0436405773 05 08/06/03 0
313196 O 07/06/33
0
1
8592218 K52/U56 F 85,975.00 ZZ
360 85,879.41 1
8.950 688.69 95
8.575 688.69
XXXXXX XXXX XX 00000 5 06/16/03 23
0436405922 05 08/04/03 0
320204 O 07/04/33
0
8592226 K52/U56 F 102,600.00 ZZ
360 102,432.97 1
7.050 686.05 95
6.675 686.05
XXXXXXXX XXXXX XX 00000 5 07/07/03 23
0436405971 09 08/16/03 0
321273 O 07/16/33
0
8592246 K52/U56 F 140,000.00 ZZ
360 139,657.13 1
8.500 1,076.48 100
8.125 1,076.48
XXXXXXXXXX XX 00000 2 05/15/03 23
0436406003 05 06/25/03 0
324476 O 05/25/33
0
8592290 K52/U56 F 65,000.00 ZZ
360 64,915.95 1
8.200 486.05 100
7.825 486.05
XXXXXXX XX 00000 5 06/25/03 23
0436406029 05 08/05/03 0
325437 O 07/05/33
0
8592302 K52/U56 F 90,000.00 ZZ
360 89,759.18 1
7.100 604.83 100
6.725 604.83
XXXXXXX XXXXXX XX 00000 5 07/08/03 23
0436406169 05 08/19/03 0
326117 O 07/19/33
0
1
8592316 K52/U56 F 127,000.00 ZZ
360 126,790.77 1
6.990 844.09 100
6.615 844.09
XXXX XXXX XX 00000 2 06/25/03 23
0436406268 05 08/05/03 0
327867 O 07/05/33
0
8592352 K52/U56 F 163,000.00 ZZ
360 162,688.60 1
7.450 1,134.15 100
7.075 1,134.15
XXXXXXXXXXX XX 00000 5 06/27/03 23
0436406524 05 08/07/03 0
329115 O 07/07/33
0
8592370 K52/U56 F 64,000.00 ZZ
180 63,876.29 1
7.250 436.60 100
6.875 436.60
XXXXXX XX 00000 5 06/26/03 23
0436406672 05 08/06/03 0
330734 O 07/06/18
0
8592380 K52/U56 F 72,000.00 ZZ
180 71,910.63 1
8.400 548.53 100
8.025 548.53
XXX XXXXXXX XX 00000 5 06/25/03 23
0436406748 05 08/05/03 0
331120 O 07/05/18
0
8592384 K52/U56 F 170,000.00 ZZ
360 169,667.09 1
6.100 1,030.20 91
5.725 1,030.20
XXXXXXXX XX 00000 5 07/02/03 23
0436406771 05 08/13/03 0
331331 O 07/13/33
0
1
8592392 K52/U56 F 120,200.00 ZZ
180 119,986.64 1
8.650 937.05 100
8.275 937.05
XXXXXXXXXX XX 00000 5 06/06/03 23
0436406839 05 07/16/03 0
331818 O 06/16/18
0
8592396 K52/U56 F 83,000.00 ZZ
360 82,903.15 1
8.700 650.00 100
8.325 650.00
XXXXXX XX 00000 5 07/10/03 23
0436406904 05 08/20/03 0
332010 O 07/20/33
0
8592400 K52/U56 F 60,000.00 ZZ
360 59,931.96 1
9.000 482.78 100
8.625 482.78
XXXXX XX 00000 5 07/09/03 23
0436406938 05 08/19/03 0
333069 O 07/19/33
0
8592404 K52/U56 F 83,000.00 ZZ
180 82,497.07 1
7.500 769.43 100
7.125 769.43
XXXXXXXX XX 00000 5 06/25/03 23
0436406961 05 08/05/03 0
333130 O 07/05/18
0
8592408 K52/U56 F 195,000.00 ZZ
360 194,712.53 1
7.550 1,370.16 100
7.175 1,370.16
SINKING XXXXXX XX 00000 5 06/25/03 23
0436406995 05 08/05/03 0
333249 O 07/05/33
0
1
8592418 K52/U56 F 125,000.00 ZZ
360 124,799.43 1
7.800 899.84 100
7.425 899.84
XXXXXX XX 00000 5 07/07/03 23
0436407084 05 08/16/03 0
333837 O 07/16/33
0
8592424 K52/U56 F 57,000.00 ZZ
360 56,937.49 1
9.000 458.64 100
8.625 458.64
XXXXX XXXXXXXX XX 00000 5 07/03/03 23
0436407100 05 08/14/03 0
334007 O 07/14/33
0
8592432 K52/U56 F 179,500.00 ZZ
360 179,177.70 1
6.550 1,140.48 95
6.175 1,140.48
XXXXXXXXXXX XX 00000 5 07/08/03 23
0436407175 09 08/19/03 0
334325 O 07/19/33
0
8592436 K52/U56 F 96,500.00 ZZ
360 96,352.09 1
7.990 707.42 100
7.615 707.42
XXXXX XXXXXXXXX XX 00000 5 06/25/03 23
0436407209 05 08/05/03 0
334581 O 07/05/33
0
8592452 K52/U56 F 175,000.00 ZZ
360 174,757.11 1
7.850 1,265.84 100
7.475 1,265.84
XXXXXXXXXXX XX 00000 5 07/03/03 23
0436407357 05 08/14/03 0
335347 O 07/14/33
0
1
8592456 K52/U56 F 123,000.00 ZZ
360 122,820.47 1
7.600 868.48 100
7.225 868.48
XXXX XXX XX 00000 5 06/25/03 23
0436407407 05 08/05/03 0
335463 O 07/05/33
0
8592470 K52/U56 F 123,500.00 ZZ
360 123,310.52 1
7.350 850.89 95
6.975 850.89
XXXXXXX XX 00000 5 06/30/03 23
0436407506 05 08/12/03 0
335556 O 07/12/33
0
8592476 K52/U56 F 92,000.00 ZZ
360 91,848.42 1
6.990 611.47 100
6.615 611.47
XXXX XX 00000 5 06/24/03 23
0436407597 05 08/05/03 0
335725 O 07/05/33
0
8592494 K52/U56 F 188,575.00 ZZ
360 188,313.27 1
7.850 1,364.03 95
7.475 1,364.03
XXXXXX XX 00000 5 06/25/03 23
0436407746 05 08/05/03 0
335842 O 07/05/33
0
8592528 K52/U56 F 82,500.00 ZZ
360 82,384.33 1
7.800 593.90 100
7.425 593.90
XXXXXXXXXXX XX 00000 2 06/25/03 23
0436408041 05 08/05/03 0
336178 O 07/05/33
0
1
8592554 K52/U56 F 295,000.00 ZZ
360 294,547.43 1
7.350 2,032.47 100
6.975 2,032.47
XXXXXXXX XX 00000 5 07/08/03 23
0436408389 05 08/19/03 0
336615 O 07/19/33
0
8592570 K52/U56 F 130,000.00 ZZ
180 129,184.41 1
7.100 1,175.76 100
6.725 1,175.76
XXXXXXXXX XX 00000 5 06/27/03 23
0436408637 05 08/07/03 0
336886 O 07/07/18
0
8592584 K52/U56 F 138,000.00 ZZ
360 137,754.63 1
6.600 881.35 95
6.225 881.35
XXXXXX XXXXX XX 00000 2 07/02/03 23
0436408801 09 08/13/03 0
337369 O 07/13/33
0
8592586 K52/U56 F 69,000.00 ZZ
360 68,912.58 1
8.300 520.81 100
7.925 520.81
XXXXXXXX XX 00000 5 06/25/03 23
0436408843 05 08/05/03 0
337476 O 07/05/33
0
8592590 K52/U56 F 64,500.00 ZZ
360 64,421.58 1
8.500 495.95 97
8.125 495.95
XXXXXXXXXXX XX 00000 5 07/09/03 23
0436408900 05 08/20/03 0
337646 O 07/20/33
0
1
8592598 K52/U56 F 71,250.00 ZZ
360 71,140.68 1
7.350 490.90 95
6.975 490.90
XXXXXXXXXX XX 00000 5 06/25/03 23
0436409189 05 08/05/03 0
337953 O 07/05/33
0
8592602 K52/U56 F 155,000.00 ZZ
180 154,737.04 1
6.875 1,018.24 100
6.500 1,018.24
XXXXXXXXXX XX 00000 5 06/24/03 23
0436409288 05 08/05/03 0
338287 O 07/05/18
0
8592610 K52/U56 F 260,000.00 ZZ
360 259,551.02 1
6.750 1,686.36 100
6.375 1,686.36
XXXXXX XX 00000 5 06/24/03 23
0436409494 05 08/05/03 0
339109 O 07/05/33
0
8592614 K52/U56 F 119,000.00 ZZ
360 118,836.50 1
7.900 864.90 100
7.525 864.90
XXXX XXXXX XX 00000 5 06/25/03 23
0436409593 05 08/05/03 0
339325 O 07/05/33
0
8592622 K52/U56 F 330,000.00 ZZ
360 329,577.69 1
8.250 2,479.18 100
7.875 2,479.18
XXXXXXXXX XX 00000 5 06/25/03 23
0436409767 03 08/05/03 0
339522 O 07/05/33
0
1
8592624 K52/U56 F 54,150.00 ZZ
180 53,805.82 1
6.950 485.21 95
6.575 485.21
XXXXX XX 00000 2 06/25/03 23
0436409809 05 08/05/03 0
339523 O 07/05/18
0
8592626 K52/U56 F 180,000.00 ZZ
360 179,715.51 1
7.200 1,221.82 100
6.825 1,221.82
XXXXXXXXXXXX XX 00000 5 07/03/03 23
0436409841 05 08/14/03 0
339554 O 07/14/33
0
8592632 K52/U56 F 172,000.00 ZZ
360 171,764.86 1
7.925 1,253.10 100
7.550 1,253.10
XXXXXXXXX XX 00000 5 06/26/03 23
0436410005 05 08/06/03 0
339712 O 07/06/33
0
8592636 K52/U56 F 138,000.00 ZZ
360 137,794.52 1
7.500 964.92 100
7.125 964.92
BEAR DE 19702 5 06/30/03 23
0436410062 09 08/12/03 0
339830 O 07/12/33
0
8592638 K52/U56 F 152,000.00 ZZ
360 151,749.59 1
6.990 1,010.24 100
6.615 1,010.24
XXXXXXXXXXX XX 00000 5 07/07/03 23
0436410112 05 08/16/03 0
340153 O 07/16/33
0
1
8592642 K52/U56 F 295,000.00 ZZ
360 294,542.90 1
7.300 2,022.44 100
6.925 2,022.44
XXXXXX XXXXXX XX 00000 5 06/26/03 23
0436410229 05 08/06/03 0
340272 O 07/06/33
0
8592644 K52/U56 F 155,000.00 ZZ
180 153,868.61 1
6.750 1,371.61 100
6.375 1,371.61
XXXXX XX 00000 5 06/27/03 23
0436410286 05 08/07/03 0
340390 O 07/07/18
0
8592650 K52/U56 F 72,000.00 ZZ
360 71,899.05 1
7.800 518.31 100
7.425 518.31
XXXX XXXXX XX 00000 5 07/08/03 23
0436410385 05 08/19/03 0
340476 O 07/19/33
0
8592656 K52/U56 F 105,000.00 ZZ
360 104,845.21 1
7.550 737.78 100
7.175 737.78
XXXXXXXXX XX 00000 5 06/25/03 23
0436410542 05 08/05/03 0
340930 O 07/05/33
0
8592658 K52/U56 F 117,500.00 ZZ
360 117,321.51 1
7.400 813.55 100
7.025 813.55
XXXXXXX XX 00000 2 07/08/03 23
0436410583 05 08/17/03 0
340959 O 07/17/33
0
1
8592664 K52/U56 F 138,100.00 ZZ
360 137,890.33 1
7.725 986.99 100
7.350 986.99
XXXXX XX 00000 2 07/10/03 23
0436410690 05 08/20/03 0
341002 O 07/20/33
0
8592666 K52/U56 F 225,000.00 ZZ
360 224,651.36 1
7.300 1,542.54 98
6.925 1,542.54
XXXXXXXXXX XX 00000 5 06/25/03 23
0436410732 05 08/05/03 0
341040 O 07/05/33
0
8592680 K52/U56 F 210,000.00 ZZ
360 209,637.36 1
6.750 1,362.06 100
6.375 1,362.06
XXXXXXXXXX XXXX XX 00000 5 06/27/03 23
0436411037 05 08/07/03 0
341832 O 07/07/33
0
8592684 964/U57 F 144,000.00 ZZ
360 143,876.02 1
6.750 933.98 80
6.500 933.98
XXXXXXXX XX 00000 1 08/04/03 00
0436404305 05 09/01/03 0
473038 O 08/01/33
0
8592688 K52/U56 F 78,000.00 ZZ
360 77,880.93 1
7.375 538.73 100
7.000 538.73
XXXXXXXX XXXX XX 00000 5 07/02/03 23
0436411151 05 08/13/03 0
341977 O 07/13/33
0
1
8592700 K52/U56 F 75,050.00 ZZ
360 74,933.69 1
7.300 514.53 95
6.925 514.53
XXX XXXXXXXX XX 00000 5 06/25/03 23
0436411425 05 08/05/03 0
342451 O 07/05/33
0
8592704 K52/U56 F 160,000.00 ZZ
120 158,193.43 1
7.475 1,897.15 100
7.100 1,897.15
XXXXXX XXXXX XX 00000 5 06/25/03 23
0436411474 05 08/14/03 0
342501 O 07/14/13
0
8592706 K52/U56 F 74,500.00 ZZ
360 74,405.62 1
8.300 562.32 100
7.925 562.32
XXXXXXXX XX 00000 5 06/27/03 23
0436411524 05 08/07/03 0
342538 O 07/07/33
0
8592708 K52/U56 F 157,000.00 ZZ
360 156,744.39 1
7.050 1,049.81 97
6.675 1,049.81
XXXXXXXXX XX 00000 5 06/25/03 23
0436411573 05 08/05/03 0
342593 O 07/05/33
0
8592712 K52/U56 F 104,500.00 ZZ
360 104,345.94 1
7.550 734.27 95
7.175 734.27
XXXXXXX XX 00000 5 06/26/03 23
0436411656 05 08/06/03 0
342604 O 07/06/33
0
1
8592718 K52/U56 F 175,000.00 ZZ
360 174,747.13 1
7.650 1,241.66 100
7.275 1,241.66
XXXXXXX XX 00000 2 06/25/03 23
0436411748 05 08/05/03 0
342767 O 07/05/33
0
8592722 K52/U56 F 70,000.00 ZZ
360 69,914.88 1
8.500 538.24 100
8.125 538.24
XXXXXX XX 00000 5 06/25/03 23
0436411854 05 08/05/03 0
342840 O 07/05/33
0
8592732 K52/U56 F 79,000.00 ZZ
360 78,861.21 1
8.700 618.68 100
8.325 618.68
XXXXXXXXXX XX 00000 2 06/24/03 23
0436412050 05 07/30/03 0
343043 O 06/30/33
0
8592738 K52/U56 F 276,000.00 ZZ
360 275,528.03 1
6.800 1,799.32 100
6.425 1,799.32
XXXXXXXXXXX XX 00000 5 06/25/03 23
0436412126 05 08/05/03 0
343137 O 07/05/33
0
8592740 K52/U56 F 131,350.00 ZZ
360 131,167.68 1
7.850 950.11 94
7.475 950.11
XXXXXXX XXXXX XX 00000 5 06/27/03 23
0436412167 05 08/07/03 0
343158 O 07/07/33
0
1
8592742 K52/U56 F 78,000.00 ZZ
360 77,871.49 1
6.990 518.42 100
6.615 518.42
XXXXXXXXX XX 00000 5 06/24/03 23
0436412217 05 08/05/03 0
343193 O 07/05/33
0
8592750 K52/U56 F 218,000.00 ZZ
360 217,616.12 1
6.650 1,399.49 100
6.275 1,399.49
XXXXXXXXX XX 00000 2 07/10/03 23
0436412399 05 08/20/03 0
343527 O 07/20/33
0
8592752 K52/U56 F 110,000.00 ZZ
360 109,859.22 1
8.250 826.40 100
7.875 826.40
XXXXXXXXXX XX 00000 5 07/07/03 23
0436412423 05 08/16/03 0
343535 O 07/16/33
0
8592754 K52/U56 F 108,000.00 ZZ
360 107,825.89 1
7.800 777.47 100
7.425 777.47
XXX XXXXXX XX 00000 5 07/10/03 23
0436412480 05 08/20/03 0
343697 O 07/20/33
0
8592764 K52/U56 F 75,000.00 ZZ
360 74,894.84 1
7.800 539.91 100
7.425 539.91
XXXXXXXXXX XX 00000 5 07/10/03 23
0436412654 05 08/20/03 0
344045 O 07/20/33
0
1
8592766 K52/U56 F 140,000.00 ZZ
360 139,813.39 1
8.050 1,032.16 100
7.675 1,032.16
XXXXXX XXXXX XX 00000 5 07/10/03 23
0436412688 05 08/20/03 0
344138 O 07/20/33
0
8592768 K52/U56 F 61,000.00 ZZ
360 60,871.58 1
8.250 458.28 99
7.875 458.28
XXXXXXXXX XX 00000 5 07/10/03 23
0436412712 05 08/20/03 0
344157 O 07/20/33
0
8592778 K52/U56 F 75,000.00 ZZ
360 74,894.84 1
7.800 539.91 100
7.425 539.91
XXXXXXXX XX 00000 5 07/10/03 23
0436412977 05 08/20/03 0
344352 O 07/20/33
0
8592784 K52/U56 F 80,000.00 ZZ
360 79,887.84 1
7.800 575.90 100
7.425 575.90
XXX XXXXXX XX 00000 5 07/07/03 23
0436413033 05 08/16/03 0
344431 O 07/16/33
0
8592790 K52/U56 F 201,000.00 ZZ
360 200,646.08 1
6.650 1,290.35 100
6.275 1,290.35
XXXXXX XX 00000 2 07/09/03 23
0436413157 05 08/19/03 0
344730 O 07/19/33
0
1
8592794 K52/U56 F 155,000.00 ZZ
360 154,690.03 1
5.990 928.31 100
5.615 928.31
XXXXX XX 00000 5 06/27/03 23
0436413215 05 08/07/03 0
344771 O 07/07/33
0
8592802 K52/U56 F 72,770.00 ZZ
360 72,667.98 1
7.800 523.85 95
7.425 523.85
XXXXXXXX XX 00000 2 07/11/03 23
0436413322 05 08/30/03 0
345133 O 07/30/33
0
8592814 K52/U56 F 80,750.00 ZZ
240 80,438.69 1
6.990 625.57 95
6.615 625.57
XXXXXXX XX 00000 5 07/08/03 23
0436413496 05 08/19/03 0
345619 O 07/19/23
0
8592826 K52/U56 F 53,200.00 ZZ
360 53,109.91 1
6.850 348.60 95
6.475 348.60
XXXXXXX XX 00000 5 07/08/03 23
0436413652 05 08/19/03 0
346009 O 07/19/33
0
8592828 K52/U56 F 115,000.00 ZZ
360 114,810.14 1
7.300 788.41 100
6.925 788.41
XXXXXXXXXX XX 00000 5 07/10/03 23
0436413694 05 08/20/03 0
346115 O 07/20/33
0
1
8592830 K52/U56 F 225,000.00 ZZ
360 224,615.23 1
6.800 1,466.84 100
6.425 1,466.84
XXXXXXX XX 00000 5 07/10/03 23
0436413736 05 08/29/03 0
346157 O 07/29/33
0
8592842 K52/U56 F 171,000.00 ZZ
360 170,716.06 1
6.950 1,131.94 100
6.575 1,131.94
XXXXX XX 00000 5 07/11/03 23
0436413942 05 08/21/03 0
347400 O 07/21/33
0
8592844 K52/U56 F 105,000.00 ZZ
360 104,842.09 1
7.450 730.59 100
7.075 730.59
XXXXX XX 00000 5 07/08/03 23
0436413991 05 08/19/03 0
347414 O 07/19/33
0
8592850 K52/U56 F 103,500.00 ZZ
360 103,355.63 1
7.825 746.86 100
7.450 746.86
XXXXXX XX 00000 5 07/08/03 23
0436414072 05 08/28/03 0
347493 O 07/28/33
0
8592866 K52/U56 F 192,000.00 ZZ
360 191,722.25 1
7.850 1,388.81 100
7.475 1,388.81
XXXXXXX XX 00000 5 07/10/03 23
0436414288 05 08/26/03 0
348892 O 07/26/33
0
1
8592868 K52/U56 F 139,800.00 ZZ
360 139,685.18 1
6.990 929.16 100
6.615 929.16
XXXXXX XX 00000 5 07/18/03 23
0436414361 05 09/01/03 0
349055 O 08/01/33
0
8592872 964/U57 F 145,000.00 ZZ
360 145,000.00 1
7.250 989.16 80
7.000 989.16
XXXX XX 00000 1 08/07/03 00
0436403729 03 10/01/03 0
433044 O 09/01/33
0
8593068 964/U57 F 135,000.00 ZZ
360 134,865.61 1
6.000 809.39 90
5.750 809.39
XXX XXXXX XX 00000 2 07/24/03 23
0436417133 05 09/01/03 0
442129 O 08/01/33
0
8593084 K52/U56 F 185,000.00 ZZ
360 184,230.57 1
8.700 1,448.80 100
8.200 1,448.80
XXXXXXXXX XX 00000 5 01/28/03 23
0436414528 05 03/05/03 0
246115 O 02/05/33
0
8593094 K52/U56 F 88,600.00 ZZ
360 88,419.82 1
9.400 738.55 89
8.900 738.55
XXXXXXXX XX 00000 2 04/14/03 23
0436414668 05 06/01/03 0
300244 O 05/01/33
0
1
8593146 964/U57 F 227,200.00 ZZ
360 227,200.00 1
6.625 1,454.79 80
6.375 1,454.79
XXXXXXXX XX 00000 1 08/07/03 00
0436418081 05 10/01/03 0
501875 O 09/01/33
0
8593188 K52/U56 F 117,320.00 ZZ
360 117,224.29 1
10.400 1,064.42 95
9.900 1,064.42
XXXXXXX XX 00000 1 06/27/03 23
0436415210 05 08/02/03 0
337026 O 07/02/33
0
8593200 964/U57 F 162,400.00 ZZ
360 162,400.00 1
5.750 947.72 80
5.500 947.72
XXXXXXXX XX 00000 1 08/06/03 00
0436418800 05 10/01/03 0
497318 O 09/01/33
0
8593258 K52/U56 F 149,500.00 ZZ
180 147,468.53 1
7.100 1,352.12 100
6.850 1,352.12
XXXXXXXXXX XX 00000 5 05/06/03 23
0436415269 05 06/17/03 0
316000 O 05/17/18
0
8593264 K52/U56 F 168,000.00 ZZ
360 167,683.41 1
6.300 1,039.88 100
6.050 1,039.88
XXXXXXXXXXX XX 00000 1 07/15/03 23
0436415301 05 08/29/03 0
321510 O 07/29/33
0
1
8593266 K52/U56 F 125,900.00 ZZ
360 125,603.58 1
7.250 858.86 100
7.000 858.86
XXXXXXX XX 00000 1 05/27/03 23
0436415350 05 07/01/03 0
322886 O 06/01/33
0
8593268 K52/U56 F 104,150.00 ZZ
360 103,963.01 1
6.550 661.73 100
6.300 661.73
XXXXXXXXXXXX XX 00000 1 07/09/03 23
0436415376 05 08/14/03 0
263113 O 07/14/33
0
8593270 K52/U56 F 283,000.00 ZZ
360 282,435.13 1
6.000 1,696.73 100
5.750 1,696.73
XXXXXXXXXX XX 00000 1 07/11/03 23
0436415400 05 08/16/03 0
286483 O 07/16/33
0
8593272 K52/U56 F 87,500.00 ZZ
360 87,302.99 1
6.900 576.28 100
6.650 576.28
XXXXXXXXXXX XX 00000 1 07/01/03 23
0436415434 05 08/06/03 0
300491 O 07/06/33
0
8593274 K52/U56 F 70,000.00 ZZ
360 69,951.00 1
7.800 503.91 100
7.425 503.91
XXXXXX XX 00000 1 07/25/03 23
0436415467 05 09/01/03 0
342471 O 08/01/33
0
1
8593280 K52/U56 F 260,000.00 ZZ
360 259,426.31 1
5.950 1,550.49 100
5.700 1,550.49
XXXXXXXXXX XXXX XX 00000 1 07/14/03 23
0436415574 05 08/20/03 0
309508 O 07/20/33
0
8593284 K52/U56 F 95,000.00 ZZ
360 94,840.68 1
6.900 625.68 100
6.650 625.68
XXXXXXXXXX XX 00000 1 07/03/03 23
0436415657 05 08/08/03 0
312392 O 07/08/33
0
8593288 K52/U56 F 200,000.00 ZZ
360 199,331.31 1
7.100 1,344.06 100
6.850 1,344.06
XXXXXXXXX XX 00000 5 05/09/03 23
0436415699 05 06/19/03 0
313207 O 05/19/33
0
8593290 K52/U56 F 85,000.00 ZZ
360 84,872.16 1
7.450 591.43 100
7.075 591.43
XXXXXXXXX XX 00000 1 06/30/03 23
0436415723 05 08/05/03 0
342641 O 07/05/33
0
8593292 K52/U56 F 210,000.00 ZZ
360 209,819.19 1
6.750 1,362.06 100
6.500 1,362.06
XXXXXXX XX 00000 5 07/23/03 23
0436415749 05 09/02/03 0
314519 O 08/02/33
0
1
8593294 964/U57 F 301,600.00 ZZ
360 301,600.00 1
6.500 1,906.32 80
6.250 1,906.32
XXXXXXXX XX 00000 5 08/01/03 00
0436414627 05 10/01/03 0
493461 O 09/01/33
0
8593302 K52/U56 F 61,000.00 ZZ
360 60,910.06 1
7.550 428.62 100
7.175 428.62
XXXXXXXXX XX 00000 1 07/03/03 23
0436415780 05 08/08/03 0
342780 O 07/08/33
0
8593308 K52/U56 F 215,000.00 ZZ
360 214,788.00 1
6.050 1,295.96 100
5.800 1,295.96
XXXXXXXXXXXXXX XX 00000 5 07/25/03 23
0436415822 05 09/04/03 0
327020 O 08/04/33
0
8593310 K52/U56 F 173,500.00 ZZ
360 173,241.67 1
7.500 1,213.14 100
7.125 1,213.14
XXXXXXXXX XX 00000 1 07/16/03 23
0436415830 05 08/22/03 0
342884 O 07/22/33
0
8593312 K52/U56 F 115,000.00 ZZ
360 114,788.45 1
6.425 721.22 100
6.175 721.22
XXXXXXX XXXXXXX XX 00000 1 06/27/03 23
0436415863 05 08/01/03 0
327961 O 07/01/33
0
1
8593318 K52/U56 F 221,750.00 ZZ
360 221,370.79 1
6.800 1,445.65 100
6.550 1,445.65
XXXXX XXXXXXX XX 00000 1 07/25/03 23
0436415913 05 08/30/03 0
328059 O 07/30/33
0
8593332 K52/U56 F 133,000.00 ZZ
360 132,746.94 1
6.250 818.91 95
6.000 818.91
XXXXXX XX 00000 5 07/15/03 23
0436416036 05 08/26/03 0
330671 O 07/26/33
0
8593336 K52/U56 F 285,500.00 ZZ
360 284,977.36 1
6.450 1,795.18 100
6.200 1,795.18
XXXXXXXXXX XX 00000 1 07/11/03 23
0436416069 05 08/19/03 0
330738 O 07/19/33
0
8593340 K52/U56 F 222,040.00 ZZ
360 221,601.02 1
6.050 1,338.39 100
5.800 1,338.39
XXXXXX XX 00000 1 06/30/03 23
0436416093 03 08/06/03 0
330921 O 07/06/33
0
8593344 K52/U56 F 64,000.00 ZZ
360 63,896.81 1
7.100 430.11 100
6.850 430.11
XXXXX XX 00000 1 07/14/03 23
0436416119 05 08/19/03 0
331166 O 07/19/33
0
1
8593348 K52/U56 F 75,000.00 ZZ
360 74,866.63 1
6.600 479.00 100
6.350 479.00
XXXXXXXXX XX 00000 5 07/18/03 23
0436416135 09 08/28/03 0
331207 O 07/28/33
0
8593352 K52/U56 F 234,000.00 ZZ
360 233,619.02 1
7.050 1,564.68 100
6.800 1,564.68
XXXXXXXX XX 00000 5 07/11/03 23
0436416176 05 08/21/03 0
334035 O 07/21/33
0
8593358 K52/U56 F 80,010.00 ZZ
360 79,854.80 1
6.150 487.45 100
5.900 487.45
XXXXX XX 00000 1 07/17/03 23
0436405823 05 08/22/03 0
334440 O 07/22/33
0
8593362 K52/U56 F 144,000.00 ZZ
360 143,715.29 1
6.050 867.99 100
5.800 867.99
XXXXXXX XX 00000 1 07/10/03 23
0436405872 05 08/15/03 0
334612 O 07/15/33
0
8593370 K52/U56 F 199,000.00 ZZ
360 198,625.00 1
6.300 1,231.76 100
6.050 1,231.76
XXXXXXXXXXX XX 00000 5 07/03/03 23
0436405997 05 08/14/03 0
334869 O 07/14/33
0
1
8593386 K52/U56 F 140,000.00 ZZ
360 139,789.45 1
7.450 974.12 100
7.075 974.12
XXXXXXXX XX 00000 1 07/18/03 23
0436406219 05 08/23/03 0
343714 O 07/23/33
0
8593396 K52/U56 F 275,880.00 ZZ
180 275,671.12 1
7.400 1,910.14 100
7.150 1,910.14
XXXXXXX XX 00000 5 07/23/03 23
0436406367 05 09/02/03 0
337532 O 08/02/18
0
8593400 K52/U56 F 196,000.00 ZZ
360 195,795.36 1
5.750 1,143.81 100
5.500 1,143.81
XXXXXXX XX 00000 5 07/14/03 23
0436406441 05 09/01/03 0
337636 O 08/01/33
0
8593404 K52/U56 F 103,000.00 ZZ
360 102,800.36 1
6.850 674.92 100
6.600 674.92
XXXXX XX 00000 1 07/17/03 23
0436406474 05 08/22/03 0
337887 O 07/22/33
0
8593412 K52/U56 F 107,000.00 ZZ
360 106,822.33 1
6.950 708.29 100
6.700 708.29
XXXXXXX XX 00000 1 07/11/03 23
0436406540 05 08/19/03 0
337972 O 07/19/33
0
1
8593420 K52/U56 F 134,000.00 ZZ
360 133,731.77 1
5.985 802.11 100
5.735 802.11
XXXXXX XXXX XX 00000 5 07/18/03 23
0436406664 05 08/28/03 0
338398 O 07/28/33
0
8593450 K52/U56 F 64,750.00 ZZ
360 64,690.89 1
6.450 407.14 100
6.200 407.14
XXXXXXX XXXXX XX 00000 1 07/28/03 23
0436406789 05 09/02/03 0
338971 O 08/02/33
0
8593452 K52/U56 F 64,600.00 ZZ
360 64,479.42 1
6.350 401.97 95
6.100 401.97
XXXXXXXX XX 00000 5 07/10/03 23
0436406813 05 08/20/03 0
339518 O 07/20/33
0
8593456 K52/U56 F 225,000.00 ZZ
360 224,586.11 1
6.425 1,411.08 100
6.175 1,411.08
XXXXXXXXX XX 00000 1 07/11/03 23
0436406912 05 08/16/03 0
339837 O 07/16/33
0
8593460 964/U57 F 89,600.00 ZZ
360 89,533.50 1
7.500 626.50 80
7.250 626.50
XXX XXXXX XX 00000 1 07/24/03 00
0436415897 09 09/01/03 0
491765 O 08/01/33
0
1
8593462 K52/U56 F 72,000.00 ZZ
360 71,906.90 1
8.200 538.39 100
7.825 538.39
XXXXX XX 00000 1 07/23/03 23
0436406979 05 08/28/03 0
344259 O 07/28/33
0
8593464 K52/U56 F 91,000.00 ZZ
240 90,623.40 1
6.400 673.13 100
6.150 673.13
XXXXXX XX 00000 5 07/03/03 23
0436407001 05 08/14/03 0
339844 O 07/14/23
0
8593466 K52/U56 F 66,000.00 ZZ
360 65,896.71 1
7.250 450.24 100
7.000 450.24
XXXXXXXXXXXX XX 00000 2 07/03/03 23
0436407050 05 08/14/03 0
340070 O 07/14/33
0
8593472 K52/U56 F 110,000.00 ZZ
180 109,324.72 1
7.350 1,010.36 100
7.100 1,010.36
XXXXXX XX 00000 5 07/08/03 23
0436407134 05 08/14/03 0
340113 O 07/14/18
0
8593476 K52/U56 F 77,080.00 ZZ
180 76,621.07 1
7.700 723.33 94
7.450 723.33
XXXXXXX XX 00000 5 07/03/03 23
0436407191 05 08/14/03 0
340168 O 07/14/18
0
1
8593480 K52/U56 F 172,500.00 ZZ
360 172,345.56 1
6.550 1,096.00 94
6.300 1,096.00
XXXXXXXX XX 00000 2 07/25/03 23
0436407225 05 09/04/03 0
340552 O 08/04/33
0
8593482 K52/U56 F 103,000.00 ZZ
360 102,915.41 1
6.990 684.57 100
6.615 684.57
XXXXXX XX 00000 1 07/22/03 23
0436407266 05 09/01/03 0
344422 O 08/01/33
0
8593494 K52/U56 F 88,000.00 ZZ
360 87,834.17 1
6.300 544.70 100
6.050 544.70
XXXXXXXXXX XX 00000 2 07/11/03 23
0436407456 05 08/21/03 0
341039 O 07/21/33
0
8593498 K52/U56 F 93,000.00 ZZ
360 92,919.14 1
6.700 600.11 100
6.450 600.11
XXXXXXXX XX 00000 2 07/25/03 23
0436407522 05 09/04/03 0
341108 O 08/04/33
0
8593500 K52/U56 F 128,100.00 ZZ
360 127,895.52 1
7.150 865.20 100
6.775 865.20
XXXXXXXX XX 00000 1 07/16/03 23
0436407563 05 08/30/03 0
344709 O 07/30/33
0
1
8593502 K52/U56 F 120,000.00 ZZ
360 119,802.69 1
7.000 798.37 100
6.750 798.37
XX XXXXXX XX 00000 5 07/11/03 23
0436407613 05 08/21/03 0
341123 O 07/21/33
0
8593506 K52/U56 F 130,000.00 ZZ
240 129,770.94 1
7.700 1,063.23 100
7.450 1,063.23
XXXXXXXXXXXXX XX 00000 2 07/24/03 23
0436407670 05 09/03/03 0
341138 O 08/03/23
0
8593508 K52/U56 F 80,000.00 ZZ
360 79,882.05 1
7.550 562.12 100
7.175 562.12
XXXXXX XX 00000 1 06/30/03 23
0436407738 05 08/02/03 0
344811 O 07/02/33
0
8593530 W78/U57 F 135,000.00 ZZ
360 134,897.28 1
7.375 932.41 100
7.125 932.41
XXXXXXXXX XX 00000 1 07/11/03 23
0436403695 05 09/01/03 0
0041362374 O 08/01/33
0
8593532 K52/U56 F 251,000.00 ZZ
180 250,558.02 1
6.650 1,611.34 100
6.400 1,611.34
XXXXXXX XX 00000 5 07/18/03 23
0436408264 05 08/28/03 0
341649 O 07/28/18
0
1
8593550 K52/U56 F 109,785.00 ZZ
360 109,587.89 1
6.550 697.53 100
6.175 697.53
XXXXXXXXXX XX 00000 1 07/17/03 23
0436408652 05 08/22/03 0
345770 O 07/22/33
0
8593556 K52/U56 F 86,600.00 ZZ
360 86,433.63 1
6.200 530.40 100
5.950 530.40
XXXXXXXXX XX 00000 1 07/18/03 23
0436408827 05 08/26/03 0
342354 O 07/26/33
0
8593558 K52/U56 F 117,000.00 ZZ
360 116,897.28 1
6.650 751.10 100
6.275 751.10
XXXXXXXXX XX 00000 1 07/24/03 23
0436408868 03 09/03/03 0
345849 O 08/03/33
0
8593564 K52/U56 F 114,700.00 ZZ
360 114,480.71 1
6.225 704.37 91
5.975 704.37
XXXXXXXXXX XX 00000 5 07/11/03 23
0436408991 05 08/30/03 0
342816 O 07/30/33
0
8593566 K52/U56 F 165,000.00 ZZ
360 164,763.75 1
6.500 1,042.92 100
6.250 1,042.92
XXXXXXXXXX XX 00000 5 07/25/03 23
0436409056 05 09/04/03 0
342985 O 08/04/33
0
1
8593572 K52/U56 F 126,500.00 ZZ
360 126,378.80 1
6.200 774.78 100
5.950 774.78
XXXXXXXXXX XX 00000 1 07/28/03 23
0436409247 08 09/02/03 0
343040 O 08/02/33
0
8593576 K52/U56 F 88,000.00 ZZ
360 87,862.28 1
7.250 600.32 100
7.000 600.32
XXXXX XXXXXX XX 00000 1 07/16/03 23
0436409320 05 08/21/03 0
343415 O 07/21/33
0
8593578 K52/U56 F 152,650.00 ZZ
360 152,388.96 1
6.800 995.17 100
6.425 995.17
XXXXXXXXXX XX 00000 1 07/02/03 23
0436409387 05 08/08/03 0
346360 O 07/08/33
0
8593582 K52/U56 F 65,000.00 ZZ
360 64,883.28 1
6.550 412.99 100
6.300 412.99
XXXXXXXX XX 00000 5 07/14/03 23
0436409445 05 08/23/03 0
343572 O 07/23/33
0
8593584 K52/U56 F 69,500.00 ZZ
360 69,415.48 1
8.500 534.40 100
8.125 534.40
XXXXX XXXXXX XX 00000 1 07/01/03 23
0436409478 05 08/06/03 0
346384 O 07/06/33
0
1
8593586 K52/U56 F 98,000.00 ZZ
360 97,815.32 1
6.300 606.60 100
6.050 606.60
XXXXXXX XX 00000 2 07/08/03 23
0436409510 05 08/28/03 0
343573 O 07/28/33
0
8593590 K52/U56 F 148,000.00 ZZ
360 147,770.67 1
7.300 1,014.65 100
7.050 1,014.65
XXXXXXXXX XX 00000 5 07/15/03 23
0436409635 05 08/26/03 0
343592 O 07/26/33
0
8593592 K52/U56 F 146,300.00 ZZ
360 146,037.31 1
6.550 929.54 95
6.175 929.54
XXXXXXXX XX 00000 1 07/11/03 23
0436409684 05 08/16/03 0
346495 O 07/16/33
0
8593594 K52/U56 F 72,750.00 ZZ
360 72,617.46 1
6.475 458.64 100
6.225 458.64
XXXXXX XX 00000 1 07/11/03 23
0436409742 05 08/16/03 0
343603 O 07/16/33
0
8593596 K52/U56 F 127,900.00 ZZ
360 127,701.82 1
7.300 876.85 100
6.925 876.85
XXXXXXXX XX 00000 1 07/09/03 23
0436409783 05 08/14/03 0
346504 O 07/14/33
0
1
8593600 K52/U56 F 190,000.00 ZZ
360 189,842.71 1
6.950 1,257.71 100
6.700 1,257.71
XXXXX XXXXX XX 00000 5 07/25/03 23
0436409858 05 09/04/03 0
343726 O 08/04/33
0
8593612 K52/U56 F 87,000.00 ZZ
360 86,856.94 1
7.000 578.82 96
6.750 578.82
XXXXX XXXXX XX 00000 5 07/11/03 23
0436410120 05 08/21/03 0
344265 O 07/21/33
0
8593616 K52/U56 F 101,000.00 ZZ
360 100,911.32 1
6.650 648.39 100
6.275 648.39
XXXXXXX XX 00000 1 07/24/03 23
0436410211 05 09/01/03 0
346737 O 08/01/33
0
8593618 K52/U56 F 125,000.00 ZZ
360 124,775.57 1
6.550 794.20 100
6.300 794.20
XXXXXXXXX XX 00000 5 07/09/03 23
0436410278 05 08/19/03 0
344302 O 07/19/33
0
8593620 K52/U56 F 115,000.00 ZZ
180 114,614.57 1
6.300 989.18 100
6.050 989.18
XXXXXXXXXXXX XX 00000 5 07/23/03 23
0436410310 05 09/02/03 0
344348 O 08/02/18
0
1
8593624 K52/U56 F 215,000.00 ZZ
360 214,506.08 1
6.000 1,289.04 100
5.750 1,289.04
XXXXX XXXXXXXX XX 00000 1 07/15/03 23
0436410443 09 08/20/03 0
344380 O 07/20/33
0
8593634 K52/U56 F 97,500.00 ZZ
360 97,324.31 1
6.600 622.70 100
6.350 622.70
XXXXXXXXXX XX 00000 5 07/09/03 23
0436410666 05 08/19/03 0
344600 O 07/19/33
0
8593636 K52/U56 F 167,500.00 ZZ
360 167,152.69 1
5.800 982.82 100
5.550 982.82
XXXXXXXX XXXXXX XX 00000 1 07/17/03 23
0436410716 05 08/30/03 0
344680 O 07/30/33
0
8593646 K52/U56 F 124,000.00 ZZ
360 123,790.01 1
6.850 812.53 100
6.600 812.53
XXXXXXX XX 00000 1 07/25/03 23
0436410948 05 08/30/03 0
344837 O 07/30/33
0
8593652 K52/U56 F 118,500.00 ZZ
360 118,290.32 1
6.625 758.77 95
6.375 758.77
XXXXX XX 00000 5 07/16/03 23
0436411078 05 08/26/03 0
345346 O 07/26/33
0
1
8593662 K52/U56 F 75,000.00 ZZ
360 74,858.67 1
6.300 464.23 100
6.050 464.23
XXXXXXX XX 00000 1 07/14/03 23
0436411284 05 08/19/03 0
345436 O 07/19/33
0
8593664 K52/U56 F 374,900.00 ZZ
360 374,165.86 1
6.100 2,271.88 100
5.725 2,271.88
XXXXXXX XXXXXXX XX 00000 1 07/11/03 23
0436411359 05 08/16/03 0
347686 O 07/16/33
0
8593666 K52/U56 F 160,000.00 ZZ
360 159,784.56 1
8.000 1,174.03 100
7.625 1,174.03
XXXX XXXX XX 00000 1 07/15/03 23
0436411391 03 08/20/03 0
347840 O 07/20/33
0
8593668 K52/U56 F 80,100.00 ZZ
360 79,954.51 1
6.490 505.76 95
6.240 505.76
XXXXXXXX XXXX XX 00000 5 07/07/03 23
0436411458 01 08/16/03 0
345449 O 07/16/33
0
8593676 K52/U56 F 155,000.00 ZZ
360 154,678.62 1
5.800 909.47 100
5.550 909.47
XXXXX XX 00000 1 07/21/03 23
0436411615 05 08/26/03 0
345576 O 07/26/33
0
1
8593680 K52/U56 F 75,000.00 ZZ
360 74,880.73 1
7.475 523.13 100
7.100 523.13
XXXXXXXXX XX 00000 1 07/10/03 23
0436411706 05 08/15/03 0
347944 O 07/15/33
0
8593682 K52/U56 F 65,150.00 ZZ
360 65,047.01 1
7.200 442.24 100
6.950 442.24
XXXXXX XX 00000 1 07/22/03 23
0436411755 09 08/27/03 0
345755 O 07/27/33
0
8593686 K52/U56 F 175,000.00 ZZ
360 174,546.93 1
6.550 1,111.88 100
6.300 1,111.88
XXXXXXXX XX 00000 5 07/16/03 23
0436411862 05 08/26/03 0
345805 O 07/26/33
0
8593690 K52/U56 F 113,000.00 ZZ
360 112,776.60 1
6.050 681.13 100
5.800 681.13
XXXXXXXXXXX XX 00000 1 07/16/03 23
0436411946 05 08/21/03 0
345902 O 07/21/33
0
8593692 K52/U56 F 172,000.00 ZZ
360 171,659.94 1
6.050 1,036.77 100
5.800 1,036.77
XX XXXX XXXXX XX 00000 5 07/07/03 23
0436411995 05 08/25/03 0
345974 O 07/25/33
0
1
8593698 K52/U56 F 151,000.00 ZZ
360 150,700.02 1
6.300 934.65 100
6.050 934.65
XXXXXXXX XX 00000 5 07/17/03 23
0436412118 03 08/27/03 0
346086 O 07/27/33
0
8593704 K52/U56 F 145,200.00 ZZ
240 144,919.56 1
6.950 1,121.39 100
6.700 1,121.39
XXXXXXX XX 00000 5 07/25/03 23
0436412241 05 09/05/03 0
346318 O 08/05/23
0
8593706 K52/U56 F 126,000.00 ZZ
360 125,894.66 1
6.900 829.84 100
6.525 829.84
XXXXXXX XX 00000 1 07/28/03 23
0436412290 05 09/03/03 0
348080 O 08/03/33
0
8593712 K52/U56 F 88,000.00 ZZ
360 87,928.57 1
7.050 588.43 100
6.675 588.43
NEW XXXXXXX XX 00000 1 07/22/03 23
0436412340 05 09/01/03 0
348143 O 08/01/33
0
8593718 K52/U56 F 113,050.00 ZZ
180 112,290.23 1
6.300 972.40 100
6.050 972.40
XXXXXXX XX 00000 5 07/10/03 23
0436412415 05 08/20/03 0
346343 O 07/20/18
0
1
8593728 K52/U56 F 183,500.00 ZZ
360 183,325.05 1
6.225 1,126.86 100
5.975 1,126.86
XXXXX XXXXXX XX 00000 5 07/24/03 23
0436412522 05 09/01/03 0
346355 O 08/01/33
0
8593742 K52/U56 F 315,015.00 ZZ
360 314,689.20 1
5.800 1,848.37 99
5.550 1,848.37
XXXXXXXXXX XX 00000 1 07/25/03 23
0436412670 09 09/01/03 0
346683 O 08/01/33
0
8593744 K52/U56 F 143,550.00 ZZ
360 143,297.22 1
6.650 921.55 100
6.275 921.55
SLIPPERY XXXX XX 00000 1 07/15/03 23
0436412704 05 08/20/03 0
348924 O 07/20/33
0
8593746 K52/U56 F 72,000.00 ZZ
360 71,942.70 1
7.150 486.30 100
6.900 486.30
XXXXXXXXXXX XX 00000 5 07/25/03 23
0436412746 05 09/04/03 0
346684 O 08/04/33
0
8593754 K52/U56 F 165,000.00 ZZ
360 164,651.82 1
6.550 1,048.35 100
6.300 1,048.35
XXXXXXXXX XX 00000 5 07/16/03 23
0436412860 05 08/26/03 0
346834 O 07/26/33
0
1
8593758 K52/U56 F 86,000.00 ZZ
360 85,651.50 1
6.300 532.32 100
6.050 532.32
XXXXXXXXXX XX 00000 5 07/18/03 23
0436412910 05 09/01/03 0
346953 O 08/01/33
0
8593764 K52/U56 F 109,500.00 ZZ
360 109,268.71 1
6.550 695.72 100
6.300 695.72
XXXX XX 00000 1 07/14/03 23
0436412993 09 08/20/03 0
346970 O 07/20/33
0
8593772 K52/U56 F 85,565.00 ZZ
360 85,425.68 1
7.050 572.15 100
6.675 572.15
XXXXXXXXX XX 00000 1 07/11/03 23
0436413116 05 08/16/03 0
349105 O 07/16/33
0
8593776 K52/U56 F 123,000.00 ZZ
360 122,791.72 1
6.850 805.97 100
6.600 805.97
XXXXXXXXXX XX 00000 1 07/18/03 23
0436413140 05 08/23/03 0
347006 O 07/23/33
0
8593784 K52/U56 F 50,000.00 ZZ
360 49,916.14 1
6.900 329.31 100
6.525 329.31
XXXXXX XX 00000 1 07/22/03 23
0436413223 05 08/28/03 0
349297 O 07/28/33
0
1
8593790 K52/U56 F 162,000.00 ZZ
360 161,741.41 1
7.150 1,094.16 100
6.900 1,094.16
XXXXXXXXXX XX 00000 5 07/14/03 23
0436413306 05 08/23/03 0
347033 O 07/23/33
0
8593792 K52/U56 F 90,000.00 ZZ
360 89,926.95 1
7.050 601.80 100
6.675 601.80
XXXXXX XX 00000 1 07/25/03 23
0436413355 05 09/01/03 0
349386 O 08/01/33
0
8593796 K52/U56 F 148,700.00 ZZ
360 148,572.96 1
6.790 968.43 100
6.540 968.43
XXXXXX XX 00000 5 07/25/03 23
0436413397 05 09/04/03 0
347356 O 08/04/33
0
8593804 K52/U56 F 81,000.00 ZZ
360 80,866.55 1
6.990 538.36 100
6.740 538.36
XXXXXXXXX XX 00000 2 07/11/03 23
0436413504 05 08/21/03 0
347417 O 07/21/33
0
8593812 K52/U56 F 180,050.00 ZZ
360 179,745.11 1
6.850 1,179.80 95
6.600 1,179.80
XXXXXXXXX XX 00000 5 07/09/03 23
0436413546 05 08/19/03 0
347449 O 07/19/33
0
1
8593816 K52/U56 F 214,500.00 ZZ
360 214,298.43 1
6.300 1,327.70 100
5.925 1,327.70
XXXXXXXXXX XX 00000 1 07/21/03 23
0436413587 05 09/03/03 0
349732 O 08/03/33
0
8593820 K52/U56 F 120,700.00 ZZ
360 120,383.97 1
6.800 786.88 100
6.550 786.88
XXXXXXX XX 00000 5 07/25/03 23
0436413629 05 09/04/03 0
347895 O 08/04/33
0
8593824 K52/U56 F 350,000.00 ZZ
360 349,413.10 1
6.900 2,305.11 100
6.525 2,305.11
XXXXXXXXXXXX XX 00000 1 07/21/03 23
0436413645 05 08/27/03 0
350050 O 07/27/33
0
8593856 K52/U56 F 67,500.00 ZZ
360 67,391.42 1
7.500 471.97 100
7.250 471.97
XXXXXX XX 00000 1 07/16/03 23
0436413819 05 08/21/03 0
347949 O 07/21/33
0
8593858 K52/U56 F 99,900.00 ZZ
360 99,720.63 1
6.550 634.73 100
6.175 634.73
XXXX XX 00000 1 07/18/03 23
0436413850 03 08/26/03 0
350560 O 07/26/33
0
1
8593860 K52/U56 F 98,000.00 ZZ
240 97,620.35 1
6.950 756.86 100
6.700 756.86
XXXXXXX XXXX XX 00000 5 07/09/03 23
0436413900 05 08/19/03 0
348252 O 07/19/23
0
8593868 K52/U56 F 337,250.00 ZZ
360 336,557.34 1
5.850 1,989.58 95
5.600 1,989.58
XXXXXX XX 00000 1 07/22/03 23
0436414015 03 08/27/03 0
348642 O 07/27/33
0
8593870 K52/U56 F 244,700.00 ZZ
360 244,507.20 1
7.200 1,661.00 100
6.825 1,661.00
XXXXXXXXXX XX 00000 1 07/21/03 23
0436414064 05 09/01/03 0
350642 O 08/01/33
0
8593872 K52/U56 F 78,000.00 ZZ
360 77,933.49 1
6.800 508.51 100
6.550 508.51
XXXXX XX 00000 1 07/25/03 23
0436414098 05 09/08/03 0
348766 O 08/08/33
0
8593876 K52/U56 F 178,000.00 ZZ
360 177,658.06 1
6.200 1,090.20 97
5.950 1,090.20
XXXXXXXXXX XX 00000 5 07/11/03 23
0436414155 05 08/21/03 0
349529 O 07/21/33
0
1
8593884 K52/U56 F 167,500.00 ZZ
360 167,202.16 1
6.600 1,069.76 100
6.350 1,069.76
XXXXXXX XX 00000 1 07/16/03 23
0436414304 03 08/22/03 0
349610 O 07/22/33
0
8593900 K52/U56 F 134,900.00 ZZ
360 134,791.58 1
7.100 906.58 94
6.850 906.58
XXXXX XXXXX XX 00000 5 07/25/03 23
0436414544 05 09/04/03 0
349712 O 08/04/33
0
8593904 K52/U56 F 155,800.00 ZZ
360 155,662.54 1
6.625 997.61 100
6.375 997.61
XXXXX XX 00000 2 07/25/03 23
0436414619 05 09/04/03 0
349736 O 08/04/33
0
8593914 K52/U56 F 80,005.00 ZZ
360 79,929.82 1
6.300 495.21 97
6.050 495.21
XXXXXXXXXX XX 00000 5 07/18/03 23
0436414718 05 09/01/03 0
349969 O 08/01/33
0
8593920 K52/U56 F 202,500.00 ZZ
360 202,099.65 1
6.050 1,220.61 100
5.800 1,220.61
XXXXXXXX XX 00000 5 07/16/03 23
0436414791 05 08/26/03 0
349999 O 07/26/33
0
1
8593924 K52/U56 F 113,500.00 ZZ
360 113,307.81 1
6.850 743.72 100
6.600 743.72
XXXXXX XX 00000 1 07/18/03 23
0436414866 05 08/23/03 0
350001 O 07/23/33
0
8593926 K52/U56 F 285,000.00 ZZ
360 284,447.22 1
6.150 1,736.31 100
5.775 1,736.31
XXXXXXXXXXX XX 00000 1 07/25/03 23
0436414882 05 08/30/03 0
353929 O 07/30/33
0
8593928 K52/U56 F 96,000.00 ZZ
360 95,849.77 1
7.250 654.89 100
7.000 654.89
XXXXXXX XXXX XX 00000 1 07/16/03 23
0436414916 05 08/28/03 0
350029 O 07/28/33
0
8593932 K52/U56 F 101,650.00 ZZ
360 101,462.10 1
6.400 635.83 95
6.150 635.83
XXXXXXXX XX 00000 5 07/17/03 23
0436414973 05 08/27/03 0
350146 O 07/27/33
0
8593934 K52/U56 F 159,900.00 ZZ
360 159,568.46 1
5.800 938.22 100
5.550 938.22
XXXXXXX XX 00000 1 07/25/03 23
0436415004 03 08/30/03 0
350158 O 07/30/33
0
1
8593936 K52/U56 F 80,500.00 ZZ
360 80,437.82 1
7.300 551.89 100
6.925 551.89
XXXXXXXXX XX 00000 1 07/28/03 23
0436415038 05 09/03/03 0
354085 O 08/03/33
0
8593940 K52/U56 F 108,000.00 ZZ
360 107,912.34 1
7.050 722.16 100
6.675 722.16
XXXXXXX XX 00000 1 07/22/03 23
0436415087 05 09/01/03 0
355268 O 08/01/33
0
8593942 K52/U56 F 90,000.00 ZZ
360 89,915.42 1
6.300 557.08 100
6.050 557.08
XXXXXXXXX XX 00000 5 07/24/03 23
0436415103 05 09/03/03 0
350202 O 08/03/33
0
8593944 K52/U56 F 102,500.00 ZZ
360 102,427.65 1
7.750 734.33 100
7.375 734.33
XXXXXX XX 00000 1 07/28/03 23
0436415137 05 09/02/03 0
356042 O 08/02/33
0
8593948 K52/U56 F 126,135.00 ZZ
360 126,004.54 1
5.800 740.11 100
5.550 740.11
XXXXXX XX 00000 1 07/18/03 23
0436415152 05 09/01/03 0
350222 O 08/01/33
0
1
8593952 K52/U56 F 106,900.00 ZZ
360 106,742.40 1
7.550 751.13 100
7.175 751.13
XXXXXXXX XX 00000 1 07/24/03 23
0436415228 05 08/30/03 0
356420 O 07/30/33
0
8593954 K52/U56 F 255,000.00 ZZ
360 254,471.27 1
5.800 1,496.23 100
5.550 1,496.23
XXXXXXX XX 00000 1 07/15/03 23
0436415251 05 08/20/03 0
350247 O 07/20/33
0
8593956 K52/U56 F 147,410.00 ZZ
360 147,264.64 1
6.050 888.55 100
5.800 888.55
XX XXXXXX XX 00000 1 07/18/03 23
0436415277 05 09/01/03 0
350335 O 08/01/33
0
8593960 K52/U56 F 123,900.00 ZZ
360 123,664.68 1
6.550 787.22 100
6.300 787.22
XXXXXXXXXXXX XX 00000 1 07/25/03 23
0436415319 05 08/30/03 0
350392 O 07/30/33
0
8593964 K52/U56 F 98,000.00 ZZ
360 97,832.41 1
6.800 638.89 100
6.550 638.89
XXXXXXXXXX XX 00000 5 07/14/03 23
0436415392 05 08/23/03 0
350454 O 07/23/33
0
1
8593970 K52/U56 F 142,165.00 ZZ
360 141,931.26 1
7.000 945.83 100
6.625 945.83
XXXXXXX XX 00000 1 06/30/03 23
0436415475 05 08/06/03 0
288971 O 07/06/33
0
8593972 K52/U56 F 354,000.00 ZZ
360 353,637.35 1
5.850 2,088.40 94
5.600 2,088.40
XXXXXX XX 00000 2 07/21/03 23
0436415509 03 09/01/03 0
350473 O 08/01/33
0
8593980 K52/U56 F 149,000.00 ZZ
360 148,869.18 1
6.650 956.53 100
6.275 956.53
XXXXXXXXXX XX 00000 1 07/28/03 23
0436415590 05 09/03/03 0
303925 O 08/03/33
0
8593982 K52/U56 F 90,000.00 ZZ
360 89,853.08 1
7.250 613.96 100
7.000 613.96
XXXXXXXXX XX 00000 1 07/16/03 23
0436415632 05 08/21/03 0
350519 O 07/21/33
0
8593986 K52/U56 F 213,750.00 ZZ
360 213,562.33 1
6.650 1,372.20 95
6.400 1,372.20
XXXXXXX XX 00000 5 07/25/03 23
0436406052 05 09/04/03 0
350611 O 08/04/33
0
1
8593992 K52/U56 F 119,900.00 ZZ
360 119,681.57 1
6.475 755.88 100
6.225 755.88
XXXXX XXXX XX 00000 1 07/17/03 23
0436406193 05 08/23/03 0
350671 O 07/23/33
0
8593994 K52/U56 F 142,000.00 ZZ
360 141,872.86 1
6.550 902.22 100
6.300 902.22
XXXXXX XX 00000 1 07/22/03 23
0436406227 05 09/03/03 0
350683 O 08/03/33
0
8594002 K52/U56 F 185,000.00 ZZ
180 184,266.57 1
6.050 1,566.14 100
5.800 1,566.14
XXXXXXXXX XX 00000 2 07/25/03 23
0436406326 05 09/04/03 0
350796 O 08/04/18
0
8594006 K52/U56 F 90,000.00 ZZ
360 89,701.59 1
7.350 620.08 100
6.975 620.08
XXXXXXXXX XX 00000 1 07/02/03 23
0436406425 05 08/08/03 0
307060 O 07/08/33
0
8594008 K52/U56 F 122,000.00 ZZ
180 121,580.13 1
5.990 1,028.85 100
5.740 1,028.85
XXXXXXXXX XX 00000 5 07/30/03 23
0436406458 05 09/09/03 0
350840 O 08/09/18
0
1
8594012 K52/U56 F 136,800.00 ZZ
360 136,670.82 1
6.275 844.53 95
6.025 844.53
XXXXXX XXXX XX 00000 5 07/25/03 23
0436406532 05 09/04/03 0
350864 O 08/04/33
0
8594014 K52/U56 F 71,000.00 ZZ
360 70,481.85 1
8.990 570.78 100
8.615 570.78
XXXXXXXX XX 00000 1 04/30/03 23
0436406557 05 06/01/03 0
308082 O 05/01/33
0
8594020 K52/U56 F 141,400.00 ZZ
360 141,135.08 1
6.330 878.00 100
6.080 878.00
XXXXXXXX XX 00000 1 07/18/03 23
0436406656 05 08/22/03 0
351318 O 07/22/33
0
8594022 K52/U56 F 128,000.00 ZZ
360 127,801.66 1
7.300 877.54 100
6.925 877.54
XXXXXXXX XX 00000 1 06/30/03 23
0436406706 05 08/05/03 0
309552 O 07/05/33
0
8594026 K52/U56 F 124,000.00 ZZ
360 123,702.45 1
8.600 962.26 100
8.225 962.26
XXXXXXXXX XX 00000 1 04/29/03 23
0436406763 05 06/04/03 0
310220 O 05/04/33
0
1
8594028 K52/U56 F 204,250.00 ZZ
360 204,040.76 1
5.850 1,204.96 95
5.600 1,204.96
XXXXX XX 00000 5 07/23/03 23
0436406797 05 09/02/03 0
351614 O 08/02/33
0
8594032 K52/U56 F 102,000.00 ZZ
360 101,790.51 1
5.850 601.74 100
5.600 601.74
XXXXXXXX XX 00000 1 07/21/03 23
0436406896 05 08/27/03 0
351836 O 07/27/33
0
8594036 K52/U56 F 158,100.00 ZZ
360 157,944.11 1
6.050 952.98 99
5.800 952.98
XXXXXXXXXXXX XX 00000 5 07/22/03 23
0436406953 05 09/02/03 0
351840 O 08/02/33
0
8594040 K52/U56 F 95,000.00 ZZ
360 94,917.40 1
6.700 613.02 100
6.450 613.02
XXXXX XX 00000 5 07/17/03 23
0436407019 05 09/01/03 0
351983 O 08/01/33
0
8594042 K52/U56 F 115,000.00 ZZ
360 114,823.58 1
7.350 792.32 100
6.975 792.32
XXXXX XX 00000 1 07/18/03 23
0436407068 05 08/23/03 0
311747 O 07/23/33
0
1
8594044 K52/U56 F 168,500.00 ZZ
360 168,140.56 1
5.650 972.65 100
5.400 972.65
XXXXXXXX XX 00000 1 07/25/03 23
0436407092 05 08/30/03 0
352040 O 07/30/33
0
8594046 K52/U56 F 122,500.00 ZZ
360 122,292.55 1
6.850 802.70 100
6.475 802.70
XXXXXXX XXXXX XX 00000 1 07/24/03 23
0436407126 05 08/29/03 0
352257 O 07/29/33
0
8594060 K52/U56 F 97,265.00 ZZ
360 97,106.64 1
7.050 650.38 100
6.675 650.38
XXXXXXXXX XX 00000 1 07/11/03 23
0436407381 05 08/16/03 0
313763 O 07/16/33
0
8594062 K52/U56 F 174,000.00 ZZ
360 173,844.22 1
6.550 1,105.53 100
6.300 1,105.53
XXXXXXXX XX 00000 2 07/24/03 23
0436407431 05 09/03/03 0
353161 O 08/03/33
0
8594064 K52/U56 F 76,320.00 ZZ
360 76,220.68 1
8.250 573.37 100
7.875 573.37
XXXXXXXXXX XX 00000 1 06/30/03 23
0436407498 05 08/05/03 0
315081 O 07/05/33
0
1
8594066 K52/U56 F 122,500.00 ZZ
360 122,264.67 1
6.200 750.28 98
5.950 750.28
XXXX XXXXXXXXXX XX 00000 1 07/25/03 23
0436407530 05 08/30/03 0
353271 O 07/30/33
0
8594070 K52/U56 F 189,000.00 ZZ
360 188,806.39 1
5.850 1,114.99 95
5.600 1,114.99
XXXXXX XX 00000 5 07/28/03 23
0436407621 01 09/06/03 0
353310 O 08/06/33
0
8594072 K52/U56 F 67,500.00 ZZ
360 67,407.24 1
7.900 490.60 100
7.525 490.60
XXXXXXXX XX 00000 1 07/16/03 23
0436407662 05 08/21/03 0
316543 O 07/21/33
0
8594074 K52/U56 F 283,000.00 ZZ
360 282,734.05 1
6.300 1,751.70 100
6.050 1,751.70
XXXXXXXXX XX 00000 2 07/25/03 23
0436407720 03 09/13/03 0
353314 O 08/13/33
0
8594082 K52/U56 F 112,300.00 ZZ
360 112,094.41 1
6.450 706.13 100
6.200 706.13
XXXXXXXXXX XX 00000 1 07/23/03 23
0436407928 05 08/28/03 0
353449 O 07/28/33
0
1
8594084 K52/U56 F 57,340.00 ZZ
360 57,252.89 1
7.400 397.02 100
7.025 397.02
XXXXX XXXX XX 00000 1 07/09/03 23
0436407993 05 08/14/03 0
317543 O 07/14/33
0
8594090 K52/U56 F 94,000.00 ZZ
360 93,919.86 1
6.800 612.81 100
6.550 612.81
XXXXXXXXX XX 00000 5 07/24/03 23
0436408165 05 09/03/03 0
353763 O 08/03/33
0
8594094 K52/U56 F 119,500.00 ZZ
360 119,385.51 1
6.200 731.91 100
5.950 731.91
XXXXXXXX XXXXX XX 00000 1 07/26/03 23
0436408280 05 09/02/03 0
353780 O 08/02/33
0
8594098 K52/U56 F 190,000.00 ZZ
360 189,805.36 1
5.850 1,120.89 95
5.600 1,120.89
XXXXXX XX 00000 5 07/25/03 23
0436408371 05 09/04/03 0
353930 O 08/04/33
0
8594106 K52/U56 F 98,500.00 ZZ
180 98,364.88 1
8.050 726.20 100
7.550 726.20
XXX XXXXXX XX 00000 1 07/18/03 23
0436408629 05 08/23/03 0
320347 O 07/23/18
0
1
8594108 K52/U56 F 220,000.00 ZZ
360 219,799.17 1
6.450 1,383.33 100
6.200 1,383.33
XXXX XXXX XX 00000 1 07/24/03 23
0436408660 03 09/01/03 0
354038 O 08/01/33
0
8594112 K52/U56 F 130,000.00 ZZ
180 129,551.07 1
5.950 1,093.51 100
5.700 1,093.51
XX XXXXXX XX 00000 5 07/25/03 23
0436408728 05 09/04/03 0
354263 O 08/04/18
0
8594118 K52/U56 F 195,000.00 ZZ
360 194,449.66 1
7.800 1,403.75 100
7.425 1,403.75
XXXXXXX XX 00000 1 04/30/03 23
0436408918 05 06/06/03 0
321163 O 05/06/33
0
8594120 K52/U56 F 235,000.00 ZZ
360 234,763.81 1
5.950 1,401.40 100
5.700 1,401.40
XXXXXXX XX 00000 1 07/23/03 23
0436408983 05 09/01/03 0
354720 O 08/01/33
0
8594124 K52/U56 F 126,350.00 ZZ
360 126,223.98 1
5.990 756.72 95
5.740 756.72
XXXXX XXXXXXX XX 00000 2 07/25/03 23
0436409122 05 09/04/03 0
355105 O 08/04/33
0
1
8594128 K52/U56 F 97,900.00 ZZ
360 97,726.08 1
6.650 628.49 100
6.275 628.49
XXXXX XXXXXX XX 00000 1 07/03/03 23
0436409221 05 08/08/03 0
324256 O 07/08/33
0
8594134 K52/U56 F 215,650.00 ZZ
360 215,429.08 1
5.850 1,272.21 95
5.600 1,272.21
XXXXXXXXX XX 00000 5 07/25/03 23
0436409312 05 09/04/03 0
356686 O 08/04/33
0
8594138 K52/U56 F 125,000.00 ZZ
360 124,877.92 1
6.100 757.50 100
5.850 757.50
XXXXXX XX 00000 1 07/25/03 23
0436409437 09 09/01/03 0
357975 O 08/01/33
0
8594150 K52/U56 F 62,000.00 ZZ
360 61,921.45 1
8.300 467.97 100
7.925 467.97
XXXXXXXXXXXX XX 00000 1 07/23/03 23
0436409759 05 08/28/03 0
327692 O 07/28/33
0
8594158 K52/U56 F 74,465.00 ZZ
360 74,367.73 1
8.150 554.21 100
7.775 554.21
XXXXXX XX 00000 1 07/15/03 23
0436409874 05 08/20/03 0
328389 O 07/20/33
0
1
8594168 K52/U56 F 154,000.00 ZZ
360 153,784.08 1
7.800 1,108.61 100
7.425 1,108.61
XXXXXXXXXXXX XX 00000 1 06/17/03 23
0436410146 03 08/01/03 0
330332 O 07/01/33
0
8594210 K52/U56 F 183,000.00 ZZ
360 182,713.61 1
7.250 1,248.39 100
6.875 1,248.39
XXXXXXXXXXXX XX 00000 1 06/30/03 23
0436410526 05 08/05/03 0
333024 O 07/05/33
0
8594212 K52/U56 F 121,000.00 ZZ
360 120,810.63 1
7.250 825.44 100
6.875 825.44
XXXXXX XXXXXXX XX 00000 1 07/16/03 23
0436410567 05 08/21/03 0
333027 O 07/21/33
0
8594214 K52/U56 F 57,445.00 ZZ
360 57,332.06 1
6.990 381.80 100
6.615 381.80
XXXXXX XX 00000 1 07/15/03 23
0436410625 09 08/20/03 0
333246 O 07/20/33
0
8594216 K52/U56 F 56,000.00 ZZ
360 55,923.83 1
7.950 408.96 100
7.575 408.96
XXXXXXXX XX 00000 1 07/16/03 23
0436410674 05 08/21/03 0
333370 O 07/21/33
0
1
8594234 K52/U56 F 79,900.00 ZZ
360 79,791.32 1
7.950 583.50 100
7.575 583.50
XXXXXXX XX 00000 1 06/30/03 23
0436411029 05 08/05/03 0
334351 O 07/05/33
0
8594238 K52/U56 F 68,500.00 ZZ
360 68,369.41 1
8.750 538.89 100
8.375 538.89
XX XXXX XX 00000 1 06/30/03 23
0436411136 05 08/05/03 0
334966 O 07/05/33
0
8594242 964/U57 F 157,600.00 ZZ
360 157,457.53 1
6.500 996.14 80
6.250 996.14
XXXXXXXXXX XX 00000 1 07/25/03 00
0436405989 05 09/01/03 0
477083 O 08/01/33
0
8594244 K52/U56 F 69,500.00 ZZ
360 69,410.15 1
8.200 519.69 100
7.825 519.69
XXXXXXXXXXX XX 00000 1 07/03/03 23
0436411268 05 08/08/03 0
335152 O 07/08/33
0
8594248 K52/U56 F 50,350.00 ZZ
360 50,292.43 1
8.800 397.91 95
8.425 397.91
XXXXXX XX 00000 1 07/03/03 23
0436411367 05 08/16/03 0
335485 O 07/16/33
0
1
8594250 K52/U56 F 135,000.00 ZZ
360 134,832.44 1
8.400 1,028.49 100
8.025 1,028.49
XXXXXXX XX 00000 1 07/25/03 23
0436411409 05 08/30/03 0
335628 O 07/30/33
0
8594276 K52/U56 F 125,000.00 ZZ
360 124,779.35 1
6.650 802.46 100
6.275 802.46
XXXXXX XX 00000 1 06/30/03 23
0436412027 05 08/01/03 0
337177 O 07/01/33
0
8594296 K52/U56 F 115,900.00 ZZ
360 115,721.84 1
7.800 834.33 100
7.425 834.33
XXXXXXXXXXXX XX 00000 1 07/03/03 23
0436412449 09 08/08/03 0
338343 O 07/08/33
0
8594300 K52/U56 F 105,000.00 ZZ
360 104,918.90 1
7.300 719.85 100
6.925 719.85
XXXXXXX XX 00000 1 07/25/03 23
0436412530 05 09/04/03 0
338481 O 08/04/33
0
8594318 K52/U56 F 88,200.00 ZZ
360 88,138.99 1
7.850 637.99 100
7.475 637.99
XXXXXX XX 00000 1 07/28/03 23
0436412852 05 09/02/03 0
339425 O 08/02/33
0
1
8594332 K52/U56 F 155,000.00 ZZ
360 154,732.34 1
6.750 1,005.33 100
6.500 1,005.33
XXXXXXXXXX XX 00000 5 06/20/03 23
0436413041 05 08/01/03 0
338285 O 07/01/33
0
8594344 K52/U56 F 64,000.00 ZZ
360 63,879.38 1
6.300 396.15 100
6.050 396.15
XXXXXXXX XX 00000 1 06/27/03 23
0436413264 09 08/02/03 0
343744 O 07/02/33
0
8594352 K52/U56 F 92,900.00 ZZ
360 92,831.74 1
7.550 652.76 100
7.175 652.76
XXXXX XXXXX XX 00000 1 07/18/03 23
0436413439 05 09/01/03 0
340701 O 08/01/33
0
8594356 K52/U56 F 112,000.00 ZZ
180 111,826.46 1
7.300 767.84 100
6.800 767.84
XXXXX XXXXX XX 00000 1 07/21/03 23
0436413512 05 08/26/03 0
340807 O 07/26/18
0
8594368 K52/U56 F 110,900.00 ZZ
360 110,726.44 1
7.250 756.54 100
6.875 756.54
XXXXXXXXX XX 00000 1 07/17/03 23
0436413744 05 08/22/03 0
341282 O 07/22/33
0
1
8594370 K52/U56 F 375,000.00 ZZ
360 374,680.28 1
6.800 2,444.72 100
6.425 2,444.72
XXXXXX XXXXXX XX 00000 1 07/25/03 23
0436413793 05 09/04/03 0
341374 O 08/04/33
0
8594372 K52/U56 F 146,900.00 ZZ
360 146,694.05 1
7.800 1,057.49 100
7.425 1,057.49
XXXXXXXXX XX 00000 1 07/16/03 23
0436413843 09 08/22/03 0
341512 O 07/22/33
0
8594376 K52/U56 F 59,000.00 ZZ
360 58,957.93 1
7.700 420.65 100
7.325 420.65
XXXXX XX 00000 1 07/25/03 23
0436413892 05 09/01/03 0
341526 O 08/01/33
0
8594382 K52/U56 F 104,500.00 ZZ
360 104,312.37 1
6.550 663.96 100
6.175 663.96
XXXXXXXXXXXX XX 00000 1 07/22/03 23
0436414007 05 08/27/03 0
341803 O 07/27/33
0
8594384 K52/U56 F 89,975.00 ZZ
360 89,855.77 1
8.100 666.49 100
7.725 666.49
XXX XXXXXXX XX 00000 1 07/11/03 23
0436414049 05 08/16/03 0
341922 O 07/16/33
0
1
8594392 K52/U56 F 51,500.00 ZZ
360 51,424.06 1
7.550 361.87 100
7.175 361.87
XXXXXXXX XX 00000 1 07/22/03 23
0436414163 05 08/27/03 0
342232 O 07/27/33
0
8594446 K52/U56 F 232,750.00 ZZ
180 230,404.93 1
8.550 1,797.91 95
8.050 1,797.91
XXXX XXXXXXXX X XX 00000 1 04/01/03 23
0436414379 05 05/06/03 0
302032 O 04/06/18
0
8594456 K52/U56 F 133,500.00 ZZ
360 133,301.22 1
7.500 933.46 100
7.125 933.46
XXXXXX XX 00000 1 06/26/03 23
0436414569 05 08/04/03 0
328541 O 07/04/33
0
8595090 964/U57 F 193,500.00 ZZ
360 193,337.43 1
6.875 1,271.16 79
6.625 1,271.16
XXXXX XXX XXXXX XX 00000 2 07/15/03 00
0436428619 03 09/01/03 0
437275 O 08/01/33
0
8595092 964/U57 F 171,900.00 ZZ
360 171,900.00 1
6.625 1,100.69 80
6.375 1,100.69
XXXXXX XX 00000 1 08/03/03 00
0436421994 05 10/01/03 0
446216 O 09/01/33
0
1
8595108 964/U57 F 165,000.00 ZZ
180 165,000.00 1
5.000 1,304.81 34
4.750 1,304.81
XXXXX XX 00000 2 08/05/03 00
0436416424 05 10/01/03 0
466726 O 09/01/18
0
8595114 964/U57 F 120,000.00 ZZ
360 120,000.00 1
5.250 662.64 21
5.000 662.64
XXXXXX XX 00000 5 08/05/03 00
0436398473 05 10/01/03 0
469723 O 09/01/33
0
8595218 964/U57 F 555,000.00 ZZ
360 554,406.67 1
5.625 3,194.89 80
5.375 3,194.89
XXX XXXXXX XX 00000 2 07/17/03 00
0436420921 05 09/01/03 0
461256 O 08/01/33
0
8595340 964/U57 F 109,500.00 ZZ
360 109,500.00 1
6.250 674.21 71
6.000 674.21
XXX XXXXX XX 00000 1 08/01/03 00
0436420368 05 10/01/03 0
495077 N 09/01/33
0
8595422 W78/U57 F 83,125.00 ZZ
360 83,084.11 1
9.500 698.96 90
9.000 698.96
XXXXXX XX 00000 1 07/07/03 23
0436410260 05 09/01/03 0
0041275636 O 08/01/33
0
1
8595504 W78/U57 F 151,050.00 ZZ
360 150,963.10 1
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1
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1
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1
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1
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1
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1
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1
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1
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8596850 W96/U57 F 357,200.00 ZZ
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1
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0
8596872 W96/U57 F 59,500.00 ZZ
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1
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0
8596884 W96/U57 F 100,000.00 ZZ
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0
8596896 W96/U57 F 266,000.00 ZZ
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0
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0
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1
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0
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0
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0
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0
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1
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0
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0
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0
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0
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1
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0
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0
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0
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0
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1
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0
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0
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0
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0
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0
1
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0
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0
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0
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0
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1
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0
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0
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0
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0
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1
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0
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0
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0
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0
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0
1
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0
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0
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0
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0
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1
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0
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0
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0
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1
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0
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0
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1
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0
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0
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0
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0
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0
1
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0
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XXXX XXXX XXXXX XX 00000 5 08/15/03 00
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0
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0
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0
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0
1
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0
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0
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0
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0
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0
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0
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0
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1
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0
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0
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0
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0
1
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0
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0
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0
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0
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0
1
8598328 W33/G01 F 52,500.00 ZZ
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XXXXXXXXXXXXXX XX 00000 5 08/04/03 23
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0
8598330 W33/G01 F 87,550.00 ZZ
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XXXXXXXXXXXXX XX 00000 1 08/07/03 23
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0
8598334 W33/G01 F 132,000.00 ZZ
360 131,902.04 1
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0
8598338 W33/G01 F 93,000.00 ZZ
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0
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0
1
8598344 W33/G01 F 148,000.00 ZZ
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0
8598346 W33/G01 F 75,000.00 ZZ
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0
8598348 W33/G01 F 113,000.00 ZZ
360 112,897.84 1
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0
8598350 W33/G01 F 139,657.00 ZZ
360 139,530.75 1
6.500 882.73 103
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0338190 O 08/08/33
0
8598354 W33/G01 F 230,000.00 ZZ
360 229,811.47 1
7.000 1,530.20 100
6.750 1,530.20
XXXXX XXXXX XX 00000 2 08/06/03 23
0436401566 05 09/10/03 0
0338208 O 08/10/33
0
1
8598358 W33/G01 F 185,000.00 ZZ
360 184,688.27 1
6.875 1,215.32 100
6.625 1,215.32
XXXXXX XX 00000 1 08/01/03 23
0436401590 01 08/31/03 0
0338256 O 07/31/33
0
8598362 W33/G01 F 75,000.00 ZZ
360 74,949.57 1
7.990 549.80 100
7.740 549.80
XXXXX XXXXX XX 00000 1 08/05/03 23
0436401616 05 09/04/03 0
0338257 O 08/04/33
0
8598370 W33/G01 F 115,000.00 ZZ
360 114,922.84 1
8.000 843.83 100
7.750 843.83
SHIPSHEWANA IN 46565 1 08/13/03 23
0436401632 27 09/12/03 0
0338276 O 08/12/33
0
8598376 W33/G01 F 87,550.00 ZZ
360 87,470.85 1
6.500 553.38 103
6.250 553.38
GLENDALE KY 42740 1 08/07/03 23
0436401665 05 09/06/03 0
0338293 O 08/06/33
0
8598380 W33/G01 F 115,000.00 ZZ
360 114,905.73 1
7.000 765.10 100
6.750 765.10
GRAND RAPIDS MI 49505 5 08/14/03 23
0436401681 05 09/18/03 0
0338309 O 08/18/33
0
1
8598383 G51/U57 F 148,500.00 ZZ
180 147,839.09 1
7.875 1,076.73 100
7.625 1,076.73
COLORADO SPRING CO 80917 1 02/28/03 23
0435606876 05 04/01/03 0
20003895 O 03/01/18
0
8598386 W33/G01 F 435,000.00 ZZ
360 434,643.43 1
7.000 2,894.07 97
6.750 2,894.07
CHAMPAIGN IL 61822 5 08/08/03 23
0436401707 05 09/12/03 0
0338324 O 08/12/33
0
8598388 W33/G01 F 175,200.00 ZZ
360 175,082.21 1
7.990 1,284.33 100
7.740 1,284.33
POPLAR GROVE IL 61065 1 08/11/03 23
0436401723 05 09/10/03 0
0338335 O 08/10/33
0
8598390 G33/U56 F 120,000.00 ZZ
360 119,906.39 1
7.250 818.61 89
7.000 818.61
WIMBERLEY TX 78676 2 07/21/03 23
0436452007 05 09/01/03 0
51171 O 08/01/33
0
8598394 W33/G01 F 68,000.00 ZZ
360 67,949.53 1
7.500 475.47 100
7.250 475.47
FORT WAYNE IN 46835 1 08/13/03 23
0436401749 05 09/12/03 0
0338340 O 08/12/33
0
1
8598396 W33/G01 F 91,000.00 ZZ
360 90,943.43 1
8.375 691.67 100
8.125 691.67
RUSSELL SPRINGS KY 42642 5 08/11/03 23
0436401764 05 09/14/03 0
0338352 O 08/14/33
0
8598402 W33/G01 F 125,000.00 ZZ
360 124,911.77 1
7.750 895.52 100
7.500 895.52
CELINA OH 45822 5 08/06/03 23
0436401806 05 09/10/03 0
0338378 O 08/10/33
0
8598404 W33/G01 F 89,000.00 ZZ
360 88,921.47 1
6.625 569.88 94
6.375 569.88
ELWOOD IN 46036 5 08/12/03 23
0436401822 05 09/15/03 0
0338391 O 08/15/33
0
8598412 W33/G01 F 94,750.00 ZZ
360 94,664.35 1
6.500 598.88 103
6.250 598.88
BATESVILLE IN 47006 1 08/05/03 23
0436401848 05 09/04/03 0
0338393 O 08/04/33
0
8598416 W33/G01 F 142,000.00 ZZ
360 141,880.70 1
6.875 932.84 100
6.625 932.84
SHARPSVILLE IN 46068 5 08/14/03 23
0436401871 05 09/18/03 0
0338397 O 08/18/33
0
1
8598418 W33/G01 F 104,000.00 ZZ
360 103,933.68 1
8.250 781.32 101
8.000 781.32
WADDY KY 40076 5 08/05/03 23
0436401905 05 09/08/03 0
0338400 O 08/08/33
0
8598422 W33/G01 F 130,000.00 ZZ
360 129,890.78 1
6.875 854.01 100
6.625 854.01
HOBART IN 46342 5 08/14/03 23
0436401921 05 09/18/03 0
0338417 O 08/18/33
0
8598426 W33/G01 F 229,999.00 ZZ
360 229,791.08 1
6.500 1,453.75 101
6.250 1,453.75
HOWELL MI 48843 1 08/12/03 23
0436401947 05 09/11/03 0
0338420 O 08/11/33
0
8598434 W33/G01 F 119,377.00 ZZ
360 119,269.09 1
6.500 754.54 103
6.250 754.54
AKRON OH 44312 1 08/06/03 23
0436402002 05 09/05/03 0
0338450 O 08/05/33
0
8598440 W33/G01 F 80,000.00 ZZ
360 79,943.54 1
7.750 573.13 100
7.500 573.13
GLASGOW KY 42140 1 08/07/03 23
0436402036 05 09/06/03 0
0338464 O 08/06/33
0
1
8598446 W33/G01 F 156,560.00 ZZ
360 156,449.50 1
7.750 1,121.62 103
7.500 1,121.62
TULLAHOMA TN 37388 5 08/13/03 23
0436402077 05 09/17/03 0
0338522 O 08/17/33
0
8598454 W33/G01 F 180,000.00 ZZ
360 179,848.78 1
6.875 1,182.47 100
6.625 1,182.47
GURNEE IL 60031 5 08/12/03 23
0436402101 05 09/15/03 0
0338526 O 08/15/33
0
8598456 W33/G01 F 91,500.00 ZZ
360 91,430.37 1
7.375 631.97 100
7.125 631.97
FORT WAYNE IN 46835 2 08/06/03 23
0436402127 05 09/10/03 0
0338557 O 08/10/33
0
8598488 W33/G01 F 97,000.00 ZZ
360 96,924.33 1
7.250 661.71 102
7.000 661.71
EVANSVILLE IN 47714 1 08/12/03 23
0436402168 05 09/11/03 0
0338585 O 08/11/33
0
8598494 W33/G01 F 203,000.00 ZZ
360 202,816.48 1
6.500 1,283.10 100
6.250 1,283.10
LOUISVILLE KY 40220 2 08/08/03 23
0436402184 05 09/12/03 0
0338625 O 08/12/33
0
1
8598496 W33/G01 F 125,000.00 ZZ
360 124,869.49 1
5.750 729.47 72
5.500 729.47
PEORIA IL 61615 1 08/12/03 00
0436402200 05 09/11/03 0
0338626 O 08/11/33
0
8598500 W33/G01 F 101,000.00 ZZ
360 100,908.69 1
6.500 638.39 100
6.250 638.39
FORT WAYNE IN 46835 5 08/07/03 23
0436402234 05 09/11/03 0
0338629 O 08/11/33
0
8598508 W33/G01 F 144,163.00 ZZ
360 144,066.27 1
8.000 1,057.82 103
7.750 1,057.82
WOODHAVEN MI 48183 1 08/12/03 23
0436402267 01 09/11/03 0
0338662 O 08/11/33
0
8598512 W33/G01 F 138,500.00 ZZ
360 138,374.80 1
6.500 875.41 103
6.250 875.41
YORKVILLE IL 60560 1 08/06/03 23
0436402291 05 09/05/03 0
0338665 O 08/05/33
0
8598516 W33/G01 F 100,500.00 ZZ
360 100,421.60 1
7.250 685.59 100
7.000 685.59
NEWBURGH IN 47630 1 08/13/03 23
0436402317 05 09/12/03 0
0338676 O 08/12/33
0
1
8598522 G33/U56 F 130,500.00 ZZ
360 130,407.89 1
7.750 934.92 90
7.500 934.92
NASHVILLE TN 37212 5 07/24/03 23
0436460653 05 09/01/03 0
382449 O 08/01/33
0
8598526 W33/G01 F 167,195.00 ZZ
360 167,067.78 1
7.375 1,154.77 102
7.125 1,154.77
ANN ARBOR MI 48104 1 08/04/03 23
0436402390 01 09/03/03 0
0336206 O 08/03/33
0
8598534 G33/U56 F 59,850.00 ZZ
360 59,808.82 1
7.875 433.95 95
7.625 433.95
OAK GROVE KY 42262 1 07/21/03 23
0436451983 05 09/01/03 0
382513 N 08/01/33
0
8598536 W33/G01 F 83,500.00 ZZ
360 83,436.47 1
7.375 576.71 100
7.125 576.71
MANSFIELD OH 44905 1 08/12/03 23
0436402457 05 09/11/03 0
0337182 O 08/11/33
0
8598538 W33/G01 F 169,900.00 ZZ
360 169,773.91 1
7.500 1,187.97 100
7.250 1,187.97
INDIANAPOLIS IN 46280 1 08/15/03 23
0436402481 05 09/14/03 0
0337304 O 08/14/33
0
1
8598548 W33/G01 F 90,000.00 ZZ
360 89,918.64 1
6.500 568.86 84
6.250 568.86
CADILLAC MI 49601 5 08/05/03 23
0436402523 05 09/08/03 0
0337513 O 08/08/33
0
8598552 W33/G01 F 82,400.00 ZZ
360 82,341.85 1
7.750 590.32 103
7.500 590.32
SALEM IN 47167 5 08/08/03 23
0436402549 05 09/12/03 0
0337531 O 08/12/33
0
8598556 W33/G01 F 136,990.00 ZZ
360 136,866.16 1
6.500 865.87 103
6.250 865.87
ADDISON IL 60101 1 08/04/03 23
0436402572 01 09/03/03 0
0337586 O 08/03/33
0
8598558 G33/U56 F 160,000.00 ZZ
360 159,932.91 1
10.250 1,433.76 100
9.750 1,433.76
HOUSTON TX 77009 1 07/28/03 23
0436447973 05 09/01/03 0
387902 O 08/01/33
0
8598562 W33/G01 F 107,000.00 ZZ
360 106,848.47 1
7.750 766.56 100
7.500 766.56
MANSFIELD OH 44903 1 08/01/03 23
0436402580 05 08/31/03 0
0337636 O 07/31/33
0
1
8598566 W33/G01 F 119,995.00 ZZ
360 119,886.52 1
6.500 758.45 103
6.250 758.45
TINLEY PARK IL 60477 1 08/15/03 23
0436402614 01 09/14/03 0
0337659 O 08/14/33
0
8598570 W33/G01 F 45,000.00 ZZ
360 44,957.30 1
6.250 277.07 75
6.000 277.07
GLENWOOD IL 60425 5 08/06/03 00
0436402630 01 09/10/03 0
0337665 O 08/10/33
0
8598574 W33/G01 F 107,500.00 ZZ
360 107,420.22 1
7.500 751.66 100
7.250 751.66
PORTER IN 46304 1 08/04/03 23
0436402648 05 09/03/03 0
0337691 O 08/03/33
0
8598578 W33/G01 F 91,670.00 ZZ
360 91,587.13 1
6.500 579.42 103
6.250 579.42
KALEVA MI 49645 5 08/08/03 23
0436402655 05 09/12/03 0
0337717 O 08/12/33
0
8598582 W33/G01 F 92,400.00 ZZ
360 92,324.26 1
7.000 614.74 103
6.750 614.74
APPLETON WI 54914 1 08/07/03 23
0436402671 05 09/06/03 0
0337720 O 08/06/33
0
1
8598594 W33/G01 F 148,000.00 ZZ
360 147,800.32 1
7.990 1,084.94 100
7.740 1,084.94
PORT HURON MI 48060 1 08/01/03 23
0436402713 05 08/31/03 0
0337831 O 07/31/33
0
8598596 W33/G01 F 85,000.00 ZZ
360 84,930.32 1
7.000 565.51 103
6.750 565.51
HUNTINGTON IN 46750 5 08/12/03 23
0436402721 05 09/15/03 0
0337882 O 08/15/33
0
8598604 W33/G01 F 87,000.00 ZZ
360 86,945.93 1
8.375 661.26 100
8.125 661.26
BELOIT WI 53511 5 08/08/03 23
0436402739 05 09/12/03 0
0337883 O 08/12/33
0
8598608 W33/G01 F 202,900.00 ZZ
360 202,716.57 1
6.500 1,282.47 100
6.250 1,282.47
LEXINGTON MI 48450 1 08/13/03 23
0436402747 05 09/12/03 0
0337901 O 08/12/33
0
8598612 W33/G01 F 115,360.00 ZZ
360 115,288.30 1
8.375 876.82 103
8.125 876.82
ROBINSON IL 62454 5 08/07/03 23
0436402770 05 09/11/03 0
0337906 O 08/11/33
0
1
8598676 G33/G01 F 129,840.00 ZZ
360 129,730.92 1
6.875 852.96 100
6.625 852.96
WRIGHT CITY MO 63390 1 07/25/03 23
0436446942 05 09/01/03 0
374402 O 08/01/33
0
8598690 G33/G01 F 225,000.00 ZZ
360 224,790.31 1
6.375 1,403.71 93
6.125 1,403.71
LAVON TX 75166 2 07/21/03 23
0436445035 05 09/01/03 0
378086 O 08/01/33
0
8598710 W78/U57 F 87,400.00 ZZ
360 87,354.69 1
9.250 719.02 95
8.750 719.02
LAREDO TX 78046 1 07/28/03 23
0436424220 05 09/01/03 0
0041314607 O 08/01/33
0
8598726 K60/U56 F 261,000.00 ZZ
360 260,288.31 3
6.500 1,649.70 90
6.250 1,649.70
LAWRENCE MA 01841 1 05/15/03 04
0436431860 05 07/01/03 25
77271 N 06/01/33
0
8598730 W33/G01 F 120,000.00 ZZ
360 119,631.38 1
7.375 828.81 100
7.125 828.81
ALEXANDRIA KY 41001 2 05/22/03 23
0436400063 05 06/27/03 0
0336518 O 05/27/33
0
1
8598766 W33/G01 F 149,900.00 ZZ
360 149,671.18 1
7.375 1,035.32 100
7.125 1,035.32
CHICAGO IL 60615 1 07/16/03 23
0436400089 01 08/15/03 0
0335378 O 07/15/33
0
8598772 W33/G01 F 88,477.00 ZZ
360 88,343.90 1
7.500 618.64 103
7.250 618.64
RICHMOND IN 47374 1 07/16/03 23
0436400097 05 08/15/03 0
0335944 O 07/15/33
0
8598776 W33/G01 F 67,465.00 ZZ
360 67,369.17 1
8.000 495.03 103
7.750 495.03
FORT WAYNE IN 46807 1 07/14/03 23
0436400113 05 08/13/03 0
0336082 O 07/13/33
0
8598778 W33/G01 F 86,184.00 ZZ
360 86,015.53 1
7.000 573.38 100
6.750 573.38
SOUTH WHITLEY IN 46787 1 07/11/03 23
0436400121 05 08/10/03 0
0336244 O 07/10/33
0
8598784 W33/G01 F 88,500.00 ZZ
360 88,354.50 1
7.000 588.79 100
6.750 588.79
ELIZABETHTOWN KY 42701 1 07/03/03 23
0436400139 05 08/02/03 0
0336395 O 07/02/33
0
1
8598788 W33/G01 F 164,900.00 ZZ
360 164,628.89 1
7.000 1,097.08 100
6.750 1,097.08
CLARKSTON MI 48346 1 07/16/03 23
0436400154 05 08/15/03 0
0336420 O 07/15/33
0
8598790 W33/G01 F 107,000.00 ZZ
360 106,859.75 1
8.375 813.28 100
8.125 813.28
BEECH GROVE IN 46107 1 07/02/03 23
0436400162 05 08/01/03 0
0336501 O 07/01/33
0
8598798 W33/G01 F 98,000.00 ZZ
360 97,834.87 1
6.875 643.79 100
6.625 643.79
ALGONAC MI 48001 1 07/30/03 23
0436400170 05 08/29/03 0
0336503 O 07/29/33
0
8598802 W33/G01 F 83,000.00 ZZ
360 82,849.52 1
6.500 524.62 100
6.250 524.62
VALPARAISO IN 46385 1 07/11/03 23
0436400196 05 08/10/03 0
0336601 O 07/10/33
0
8598804 W33/G01 F 117,700.00 ZZ
360 117,486.63 1
6.500 743.94 100
6.250 743.94
DEMOTTE IN 46310 1 07/18/03 23
0436400204 05 08/17/03 0
0336639 O 07/17/33
0
1
8598808 W33/G01 F 98,880.00 ZZ
360 98,729.06 1
7.375 682.94 103
7.125 682.94
HASTINGS MI 49058 2 07/02/03 23
0436400212 05 08/07/03 0
0336647 O 07/07/33
0
8598814 W33/G01 F 222,500.00 ZZ
360 222,160.36 1
7.375 1,536.75 100
7.125 1,536.75
CHICAGO IL 60622 1 07/02/03 23
0436400220 01 08/01/03 0
0336688 O 07/01/33
0
8598822 W33/G01 F 133,000.00 ZZ
360 132,796.97 1
7.375 918.60 100
7.125 918.60
INDIANAPOLIS IN 46235 1 07/02/03 23
0436400238 05 08/01/03 0
0336728 O 07/01/33
0
8598828 W78/U57 F 164,200.00 ZZ
360 164,119.24 1
9.500 1,380.68 95
9.000 1,380.68
WINTER GARDEN FL 34787 1 07/15/03 23
0436407258 05 09/01/03 0
0041322424 O 08/01/33
0
8598830 W33/G01 F 64,000.00 ZZ
360 63,913.83 1
8.000 469.61 100
7.750 469.61
ALVATON KY 42122 1 07/15/03 23
0436400246 05 08/14/03 0
0336830 O 07/14/33
0
1
8598834 W33/G01 F 76,494.00 ZZ
360 76,400.81 1
8.490 587.63 102
8.240 587.63
PORT EDWARDS WI 54469 1 07/15/03 23
0436400253 05 08/14/03 0
0336846 O 07/14/33
0
8598840 W33/G01 F 64,500.00 ZZ
360 64,403.98 1
7.500 450.99 100
7.250 450.99
RICHMOND IN 47374 1 07/25/03 23
0436400261 05 08/24/03 0
0336883 O 07/24/33
0
8598842 W33/G01 F 282,505.00 ZZ
360 281,992.85 1
6.500 1,785.62 102
6.250 1,785.62
BRIGHTON MI 48116 1 07/21/03 23
0436400279 05 08/20/03 0
0336912 O 07/20/33
0
8598848 W33/G01 F 191,000.00 ZZ
360 190,653.73 1
6.500 1,207.25 100
6.250 1,207.25
TRENTON MI 48183 1 07/18/03 23
0436400303 05 08/17/03 0
0336935 O 07/17/33
0
8598850 G33/G01 F 168,950.00 ZZ
360 168,844.99 1
8.375 1,284.14 100
8.125 1,284.14
WOODSTOCK GA 30189 1 07/30/03 23
0436452205 05 09/01/03 0
397468 O 08/01/33
0
1
8598852 W33/G01 F 136,872.00 ZZ
360 136,623.87 1
6.500 865.12 103
6.250 865.12
HOWELL TOWNSHIP MI 48855 1 07/09/03 23
0436400311 01 08/08/03 0
0336953 O 07/08/33
0
8598856 W33/G01 F 136,475.00 ZZ
360 136,317.07 1
8.740 1,072.67 103
8.490 1,072.67
EVANSVILLE IN 47714 1 07/16/03 23
0436400329 05 08/15/03 0
0336982 O 07/15/33
0
8598862 G33/U56 F 79,900.00 ZZ
360 79,870.72 1
10.875 753.37 100
10.375 753.37
JACKSONVILLE AR 72076 1 08/01/03 23
0436452320 05 09/01/03 0
767654 O 08/01/33
0
8598864 W33/G01 F 140,500.00 ZZ
360 140,268.99 1
7.000 934.75 98
6.750 934.75
NORMAL IL 61761 1 07/10/03 23
0436400337 05 08/09/03 0
0337000 O 07/09/33
0
8598872 W33/G01 F 152,100.00 ZZ
360 151,867.81 1
7.375 1,050.52 100
7.125 1,050.52
CHICAGO IL 60653 1 07/16/03 23
0436400360 01 08/15/03 0
0337010 O 07/15/33
0
1
8598878 W33/G01 F 100,000.00 ZZ
360 99,818.71 1
6.500 632.07 100
6.250 632.07
LITCHFIELD MI 49252 5 07/14/03 23
0436400402 05 08/17/03 0
0337061 O 07/17/33
0
8598882 W33/G01 F 103,000.00 ZZ
360 102,813.27 1
6.500 651.03 100
6.250 651.03
SPRINGFIELD IL 62702 1 07/30/03 23
0436400410 05 08/29/03 0
0337086 O 07/29/33
0
8598886 W33/G01 F 50,000.00 ZZ
360 49,911.52 1
6.625 320.16 93
6.375 320.16
GARY IN 46409 5 07/08/03 23
0436400428 05 08/11/03 0
0337087 O 07/11/33
0
8598890 W33/G01 F 90,000.00 ZZ
360 89,852.03 1
7.000 598.77 100
6.750 598.77
MUNSTER IN 46321 1 07/18/03 23
0436400444 01 08/17/03 0
0337108 O 07/17/33
0
8598892 W33/G01 F 90,000.00 ZZ
360 89,839.53 1
6.875 591.24 100
6.625 591.24
DEARBORN HEIGHT MI 48125 1 07/09/03 23
0436400451 05 08/08/03 0
0337121 O 07/08/33
0
1
8598898 W33/G01 F 90,000.00 ZZ
360 89,783.74 1
7.375 621.61 100
7.125 621.61
MISHAWAKA IN 46545 5 07/01/03 23
0436400469 05 08/06/03 0
0337150 O 07/06/33
0
8598900 W33/G01 F 123,497.00 ZZ
360 120,910.07 1
6.875 811.29 103
6.625 811.29
CHAMPAIGN IL 61820 1 07/24/03 23
0436400477 05 08/23/03 0
0337163 O 07/23/33
0
8598906 W33/G01 F 123,000.00 ZZ
360 122,777.02 1
6.500 777.44 100
6.250 777.44
BENTON HARBOR MI 49022 1 07/18/03 23
0436400493 05 08/17/03 0
0337176 O 07/17/33
0
8598908 W33/G01 F 64,000.00 ZZ
360 63,907.86 1
7.750 458.50 100
7.500 458.50
WARREN IN 46792 5 07/10/03 23
0436400501 05 08/14/03 0
0337240 O 07/14/33
0
8598910 W33/G01 F 196,730.00 ZZ
360 196,552.15 1
6.500 1,243.47 103
6.250 1,243.47
PORTLAND MI 48875 5 07/29/03 23
0436400519 05 09/01/03 0
0337241 O 08/01/33
0
1
8598914 W33/G01 F 150,338.00 ZZ
360 150,051.96 1
6.250 925.66 80
6.000 925.66
WESTLAND MI 48185 1 07/30/03 00
0436400543 01 08/29/03 0
0337300 O 07/29/33
0
8598916 W33/G01 F 35,000.00 ZZ
360 34,952.78 1
7.990 256.57 100
7.740 256.57
RICHMOND IN 47374 1 07/10/03 23
0436400550 05 08/09/03 0
0337305 O 07/09/33
0
8598918 W33/G01 F 145,900.00 ZZ
360 145,654.15 1
6.875 958.46 100
6.625 958.46
EAST PEORIA IL 61611 1 07/25/03 23
0436400568 05 08/24/03 0
0337308 O 07/24/33
0
8598920 W33/G01 F 197,500.00 ZZ
360 197,321.46 1
6.500 1,248.33 99
6.250 1,248.33
SHELBYVILLE IN 46176 2 07/29/03 23
0436400576 05 09/01/03 0
0337311 O 08/01/33
0
8598922 W33/G01 F 113,000.00 ZZ
360 112,795.13 1
6.500 714.24 100
6.250 714.24
HUNTINGTON IN 46750 1 07/02/03 23
0436400592 05 08/01/03 0
0337317 O 07/01/33
0
1
8598924 W33/G01 F 113,300.00 ZZ
360 113,113.71 1
7.000 753.79 103
6.750 753.79
FLUSHING MI 48433 1 07/03/03 23
0436400618 05 08/02/03 0
0337320 O 07/02/33
0
8598926 W33/G01 F 269,211.00 ZZ
360 268,848.54 1
8.000 1,975.37 100
7.750 1,975.37
HOWELL MI 48843 1 07/17/03 23
0436400626 05 08/16/03 0
0337328 O 07/16/33
0
8598928 W33/G01 F 78,500.00 ZZ
360 78,388.84 1
7.750 562.38 100
7.500 562.38
INDIANAPOLIS IN 46237 1 07/24/03 23
0436400634 05 08/23/03 0
0337366 O 07/23/33
0
8598930 W33/G01 F 117,420.00 ZZ
360 117,207.14 1
6.500 742.17 103
6.250 742.17
LAWRENCEBURG KY 40342 1 07/22/03 23
0436400642 05 08/21/03 0
0337388 O 07/21/33
0
8598934 W33/G01 F 156,855.00 ZZ
360 156,570.63 1
6.500 991.43 101
6.250 991.43
DEARBORN MI 48126 1 07/16/03 23
0436400675 01 08/15/03 0
0337397 O 07/15/33
0
1
8598938 W33/G01 F 147,150.00 ZZ
360 146,941.21 1
7.740 1,053.18 95
7.490 1,053.18
BERWYN IL 60402 1 07/15/03 23
0436400683 05 08/14/03 0
0337402 O 07/14/33
0
8598940 W33/G01 F 143,828.00 ZZ
360 143,648.58 1
8.375 1,093.20 102
8.125 1,093.20
JEFFERSONVILLE IN 47130 5 07/15/03 23
0436400709 05 08/18/03 0
0337405 O 07/18/33
0
8598944 W33/G01 F 179,000.00 ZZ
360 178,705.70 1
7.000 1,190.89 100
6.750 1,190.89
SCHERERVILLE IN 46375 1 07/31/03 23
0436400717 05 08/30/03 0
0337393 O 07/30/33
0
8598946 W33/G01 F 52,500.00 ZZ
360 52,419.87 1
7.375 362.60 100
7.125 362.60
BLUFFTON IN 46714 1 07/21/03 23
0436400733 05 08/20/03 0
0337436 O 07/20/33
0
8598948 W33/G01 F 160,000.00 ZZ
360 159,755.76 1
7.375 1,105.08 100
7.125 1,105.08
INDIANAPOLIS IN 46214 5 07/16/03 23
0436400741 05 08/20/03 0
0337444 O 07/20/33
0
1
8598954 W33/G01 F 149,000.00 ZZ
360 148,729.87 1
6.500 941.78 100
6.250 941.78
STERLING HEIGHT MI 48310 1 07/31/03 23
0436400774 05 08/30/03 0
0337470 O 07/30/33
0
8598956 W78/U57 F 89,300.00 ZZ
360 89,248.63 1
8.750 702.52 95
8.500 702.52
SMYRNA GA 30080 1 07/08/03 23
0436409981 07 09/01/03 0
0041331486 N 08/01/33
0
8598958 W33/G01 F 131,755.00 ZZ
360 131,532.98 1
6.875 865.54 103
6.625 865.54
GREENWOOD IN 46142 1 07/15/03 23
0436400790 05 08/14/03 0
0337475 O 07/14/33
0
8598960 W33/G01 F 389,500.00 ZZ
360 388,810.81 1
6.625 2,494.01 95
6.375 2,494.01
MOORESVILLE IN 46158 5 07/25/03 23
0436400816 05 08/29/03 0
0337484 O 07/29/33
0
8598966 W33/G01 F 277,547.00 ZZ
360 276,860.49 1
7.000 1,846.53 100
6.750 1,846.53
DAVISON MI 48423 1 07/01/03 23
0436400832 01 07/31/03 0
0337486 O 06/30/33
0
1
8598968 W33/G01 F 217,000.00 ZZ
360 216,606.59 1
6.500 1,371.59 87
6.250 1,371.59
NEW PARIS OH 45347 2 07/28/03 23
0436400840 05 08/31/03 0
0337496 O 07/31/33
0
8598970 W33/G01 F 394,000.00 ZZ
360 393,285.71 1
6.500 2,490.35 100
6.250 2,490.35
NAPERVILLE IL 60564 1 07/30/03 23
0436400857 05 08/29/03 0
0337508 O 07/29/33
0
8598972 W33/G01 F 244,987.00 ZZ
360 244,656.48 1
7.990 1,795.92 103
7.740 1,795.92
COTTRELLVILLE T MI 48039 1 07/17/03 23
0436400865 05 08/16/03 0
0337511 O 07/16/33
0
8598974 W33/G01 F 141,750.00 ZZ
360 141,538.94 1
7.500 991.14 90
7.250 991.14
HOLLAND WI 53013 1 07/25/03 23
0436400873 05 08/24/03 0
0337521 O 07/24/33
0
8598978 W33/G01 F 97,430.00 ZZ
360 97,292.03 1
7.750 698.00 103
7.500 698.00
SHELBYVILLE IN 46176 5 07/10/03 23
0436400915 05 08/14/03 0
0337525 O 07/14/33
0
1
8599002 W33/G01 F 133,797.00 ZZ
360 133,597.78 1
7.500 935.53 103
7.250 935.53
GRANGER IN 46530 1 07/24/03 23
0436400923 05 08/23/03 0
0337529 O 07/23/33
0
8599046 W33/G01 F 163,900.00 ZZ
360 163,602.86 1
6.500 1,035.96 103
6.250 1,035.96
SCHAUMBURG IL 60193 1 07/15/03 23
0436400949 01 08/14/03 0
0337538 O 07/14/33
0
8599048 W33/G01 F 120,000.00 ZZ
360 119,782.45 1
6.500 758.48 100
6.250 758.48
HOWELL MI 48843 1 07/29/03 23
0436400956 05 08/28/03 0
0337539 O 07/28/33
0
8599052 W33/G01 F 43,260.00 ZZ
360 43,188.87 1
7.000 287.81 103
6.750 287.81
BRAZIL IN 47834 1 07/31/03 23
0436400964 05 08/30/03 0
0337575 O 07/30/33
0
8599054 W33/G01 F 69,500.00 ZZ
360 69,374.00 1
6.500 439.29 100
6.250 439.29
EASTLAKE MI 49626 1 07/23/03 23
0436400972 05 08/22/03 0
0337595 O 07/22/33
0
1
8599058 W33/G01 F 125,000.00 ZZ
360 124,773.37 1
6.500 790.09 100
6.250 790.09
PEORIA IL 61615 1 07/15/03 23
0436400980 01 08/14/03 0
0337598 O 07/14/33
0
8599062 W33/G01 F 123,500.00 ZZ
360 123,265.03 1
6.250 760.41 95
6.000 760.41
PLOVER WI 54467 1 07/30/03 23
0436401004 05 08/29/03 0
0337608 O 07/29/33
0
8599064 W33/G01 F 120,500.00 ZZ
360 120,286.79 1
6.625 771.57 100
6.375 771.57
FRANKLIN IN 46131 5 07/17/03 23
0436401020 05 08/21/03 0
0337624 O 07/21/33
0
8599066 W33/G01 F 85,500.00 ZZ
360 85,345.00 1
6.500 540.42 100
6.250 540.42
BENTON HARBOR MI 49022 1 07/08/03 23
0436401046 05 08/07/03 0
0337423 O 07/07/33
0
8599068 W33/G01 F 128,541.00 ZZ
360 128,307.95 1
6.500 812.47 100
6.250 812.47
HOBART IN 46342 1 07/14/03 23
0436401053 05 08/13/03 0
0337630 O 07/13/33
0
1
8599070 W33/G01 F 72,800.00 ZZ
360 72,651.19 1
5.875 430.64 79
5.625 430.64
ASHLAND KY 41102 2 07/11/03 00
0436401061 05 08/15/03 0
0337640 O 07/15/33
0
8599072 W33/G01 F 70,000.00 ZZ
360 69,882.04 1
6.875 459.85 100
6.625 459.85
FAIRVIEW HEIGHT IL 62208 5 07/17/03 23
0436401087 05 08/21/03 0
0337643 O 07/21/33
0
8599074 W33/G01 F 66,200.00 ZZ
360 65,963.46 1
7.500 462.88 100
7.250 462.88
DARLINGTON IN 47940 1 07/14/03 23
0436401103 05 08/13/03 0
0337661 O 07/13/33
0
8599080 W33/G01 F 152,119.00 ZZ
360 151,914.18 1
8.000 1,116.20 102
7.750 1,116.20
LOUISVILLE KY 40219 1 07/14/03 23
0436401129 05 08/13/03 0
0337669 O 07/13/33
0
8599082 W33/G01 F 149,000.00 ZZ
360 148,755.02 1
7.000 991.30 100
6.750 991.30
PINCKNEY MI 48169 1 07/09/03 23
0436401137 05 08/08/03 0
0337689 O 07/08/33
0
1
8599084 W33/G01 F 60,000.00 ZZ
360 59,908.82 1
7.990 439.84 100
7.740 439.84
NORTH VERNON IN 47265 5 07/10/03 23
0436401160 05 08/14/03 0
0337701 O 07/14/33
0
8599086 W33/G01 F 109,000.00 ZZ
360 108,837.71 1
7.500 762.14 100
7.250 762.14
TINLEY PARK IL 60477 1 07/21/03 23
0436401186 01 08/20/03 0
0337742 O 07/20/33
0
8599090 W33/G01 F 157,500.00 ZZ
360 157,357.62 1
6.500 995.51 103
6.250 995.51
SHEPHERDSVILLE KY 40165 5 07/30/03 23
0436401210 05 09/03/03 0
0337756 O 08/03/33
0
8599092 W33/G01 F 184,000.00 ZZ
360 183,732.81 1
7.625 1,302.34 100
7.375 1,302.34
FORT WAYNE IN 46845 1 07/28/03 23
0436401236 05 08/27/03 0
0337767 O 07/27/33
0
8599096 W33/G01 F 150,000.00 ZZ
360 149,812.88 1
8.375 1,140.11 100
8.125 1,140.11
LYLES TN 37098 5 07/09/03 23
0436401269 05 08/13/03 0
0337768 O 07/13/33
0
1
8599098 W33/G01 F 93,000.00 ZZ
360 92,834.09 1
7.750 666.26 100
7.500 666.26
AUBURN IN 46706 5 07/18/03 23
0436401285 05 08/22/03 0
0337771 O 07/22/33
0
8599102 W33/G01 F 104,900.00 ZZ
360 104,709.82 1
6.500 663.04 100
6.250 663.04
JEFFESONVILLE IN 47130 1 07/25/03 23
0436401301 05 08/24/03 0
0337807 O 07/24/33
0
8599104 W33/G01 F 140,000.00 ZZ
360 139,746.18 1
6.500 884.90 100
6.250 884.90
INDIANAPOLIS IN 46239 1 07/25/03 23
0436401343 03 08/24/03 0
0337821 O 07/24/33
0
8599108 W33/G01 F 122,500.00 ZZ
360 122,293.57 1
6.875 804.74 103
6.625 804.74
RICHMOND IN 47374 1 07/11/03 23
0436401350 05 08/10/03 0
0337826 O 07/10/33
0
8599112 W33/G01 F 105,000.00 ZZ
360 104,809.65 1
6.500 663.67 90
6.250 663.67
MARKLE IN 46770 2 07/28/03 23
0436401376 05 08/31/03 0
0337832 O 07/31/33
0
1
8599114 W33/G01 F 101,000.00 ZZ
360 100,908.69 1
6.500 638.39 100
6.250 638.39
CROWN POINT IN 46307 5 07/29/03 23
0436401392 05 09/01/03 0
0337840 O 08/01/33
0
8599126 W33/G01 F 113,300.00 ZZ
180 112,583.01 1
7.000 1,018.37 103
6.750 1,018.37
LA VERGNE TN 37086 2 07/10/03 23
0436401442 05 08/14/03 0
0337841 O 07/14/18
0
8599128 W33/G01 F 237,000.00 ZZ
360 236,570.34 1
6.500 1,498.00 100
6.250 1,498.00
INDIANAPOLIS IN 46202 1 07/28/03 23
0436401475 05 08/27/03 0
0337844 O 07/27/33
0
8599130 W78/U57 F 253,950.00 ZZ
360 253,741.83 1
7.000 1,689.54 90
6.750 1,689.54
JACKSON MS 39202 1 07/18/03 23
0436405328 05 09/01/03 0
0041281730 O 08/01/33
0
8599132 W33/G01 F 47,500.00 ZZ
360 47,400.57 1
5.750 277.20 78
5.500 277.20
HUNTINGTON IN 46750 5 07/28/03 00
0436401491 05 08/31/03 0
0337851 O 07/31/33
0
1
8599134 W33/G01 F 150,000.00 ZZ
360 149,740.97 1
6.750 972.90 100
6.500 972.90
FORT WAYNE IN 46807 2 07/22/03 23
0436401525 05 08/25/03 0
0337858 O 07/25/33
0
8599136 W33/G01 F 84,500.00 ZZ
360 84,346.80 1
6.500 534.10 89
6.250 534.10
HUNTINGTON IN 46750 5 07/28/03 23
0436401558 05 08/31/03 0
0337879 O 07/31/33
0
8599138 W33/G01 F 85,144.00 ZZ
360 85,029.36 1
8.000 624.76 103
7.750 624.76
AUSTIN IN 47102 2 07/17/03 23
0436401582 05 08/21/03 0
0337881 O 07/21/33
0
8599140 W33/G01 F 36,000.00 ZZ
360 35,955.08 1
8.375 273.63 100
8.125 273.63
HUNTINGTON IN 46750 1 07/29/03 23
0436401608 05 08/28/03 0
0337893 O 07/28/33
0
8599142 W33/G01 F 148,000.00 ZZ
360 147,727.13 1
6.500 935.46 100
6.250 935.46
BLOOMINGTON IL 61704 1 07/28/03 23
0436401624 05 08/27/03 0
0337897 O 07/27/33
0
1
8599146 W33/G01 F 254,000.00 ZZ
360 253,539.52 1
6.500 1,605.45 100
6.250 1,605.45
GRAND BLANC MI 48439 1 07/22/03 23
0436401640 05 08/21/03 0
0337900 O 07/21/33
0
8599148 W33/G01 F 152,440.00 ZZ
360 152,189.35 1
7.000 1,014.19 103
6.750 1,014.19
MELVIN MI 48454 1 07/30/03 23
0436401673 05 08/29/03 0
0337944 O 07/29/33
0
8599150 W33/G01 F 107,000.00 ZZ
360 106,836.66 1
7.375 739.02 100
7.125 739.02
OFALLON IL 62269 1 07/23/03 23
0436401699 05 08/22/03 0
0337948 O 07/22/33
0
8599152 W33/G01 F 173,000.00 ZZ
360 172,742.42 1
7.500 1,209.64 103
7.250 1,209.64
HUNTINGTON IN 46750 5 07/24/03 23
0436401715 05 08/28/03 0
0337963 O 07/28/33
0
8599158 W33/G01 F 88,350.00 ZZ
360 88,272.06 1
6.625 565.71 95
6.375 565.71
CAMPBELLSVILLE KY 42718 5 07/30/03 23
0436401731 05 09/03/03 0
0337968 O 08/03/33
0
1
8599160 W33/G01 F 135,900.00 ZZ
360 135,670.99 1
6.875 892.77 100
6.625 892.77
NASHVILLE TN 37216 1 07/18/03 23
0436401756 05 08/17/03 0
0337969 O 07/17/33
0
8599162 W33/G01 F 254,000.00 ZZ
360 253,657.32 1
7.990 1,861.99 100
7.740 1,861.99
GRAND BLANC MI 48439 1 07/22/03 23
0436401772 05 08/21/03 0
0337982 O 07/21/33
0
8599164 W33/G01 F 160,000.00 ZZ
360 159,723.71 1
6.750 1,037.76 95
6.500 1,037.76
HUNTINGTON IN 46750 5 07/24/03 23
0436401814 05 08/28/03 0
0337993 O 07/28/33
0
8599166 W33/G01 F 148,373.00 ZZ
360 148,162.89 1
7.750 1,062.96 103
7.500 1,062.96
MARION IN 46952 1 07/28/03 23
0436401830 05 08/27/03 0
0338039 O 07/27/33
0
8599168 W33/G01 F 174,997.00 ZZ
360 174,709.28 1
7.000 1,164.26 103
6.750 1,164.26
CAMBY IN 46113 1 07/23/03 23
0436401855 05 08/22/03 0
0338041 O 07/22/33
0
1
8599170 W33/G01 F 173,000.00 ZZ
360 172,715.57 1
7.000 1,150.97 100
6.750 1,150.97
NILES MI 49120 5 07/25/03 23
0436401863 05 08/29/03 0
0338043 O 07/29/33
0
8599174 W33/G01 F 61,200.00 ZZ
360 61,077.86 1
6.000 366.92 90
5.750 366.92
AUSTIN IN 47102 5 07/24/03 23
0436401897 05 08/28/03 0
0338044 O 07/28/33
0
8599176 W78/U57 F 156,750.00 ZZ
360 156,536.79 1
7.950 1,144.72 95
7.450 1,144.72
LOWELL NC 28098 1 06/02/03 23
0436420814 05 08/01/03 0
0041210109 O 07/01/33
0
8599178 W33/G01 F 95,000.00 ZZ
360 94,865.47 1
7.750 680.59 100
7.500 680.59
DEPUTY IN 47230 5 07/26/03 23
0436401939 05 08/30/03 0
0338069 O 07/30/33
0
8599180 W33/G01 F 33,990.00 ZZ
360 33,934.10 1
7.000 226.14 103
6.750 226.14
FLAT ROCK IL 62427 1 07/31/03 23
0436401962 05 08/30/03 0
0338084 O 07/30/33
0
1
8599182 W33/G01 F 35,000.00 ZZ
180 34,753.55 1
5.750 290.64 55
5.500 290.64
BOWLING GREEN KY 42101 5 07/25/03 00
0436401996 05 08/29/03 0
0338101 O 07/29/18
0
8599186 W33/G01 F 90,250.00 ZZ
360 90,078.30 1
6.250 555.68 95
6.000 555.68
MOUNT VERNON IN 47620 2 07/22/03 23
0436402010 05 08/25/03 0
0338110 O 07/25/33
0
8599188 W33/G01 F 100,000.00 ZZ
360 99,937.85 1
8.375 760.07 100
8.125 760.07
BROWNSTOWN IN 47220 2 07/30/03 23
0436402044 05 09/03/03 0
0338131 O 08/03/33
0
8599190 W33/G01 F 251,500.00 ZZ
360 251,044.05 1
6.500 1,589.65 100
6.250 1,589.65
HOWELL MI 48843 1 07/28/03 23
0436402069 05 08/27/03 0
0338143 O 07/27/33
0
8599192 W33/G01 F 115,000.00 ZZ
360 114,791.51 1
6.500 726.88 100
6.250 726.88
CROWN POINT IN 46307 1 07/30/03 23
0436402085 05 08/29/03 0
0338148 O 07/29/33
0
1
8599198 W33/G01 F 165,000.00 ZZ
360 164,700.87 1
6.500 1,042.91 100
6.250 1,042.91
ANTIOCH TN 37013 5 07/24/03 23
0436402119 05 08/28/03 0
0338177 O 07/28/33
0
8599202 W33/G01 F 101,970.00 ZZ
360 101,785.14 1
6.500 644.52 103
6.250 644.52
CHICAGO IL 60620 1 07/31/03 23
0436402135 05 08/30/03 0
0338185 O 07/30/33
0
8599206 W33/G01 F 87,000.00 ZZ
360 86,849.77 1
6.750 564.28 93
6.500 564.28
MADISON TN 37115 5 07/25/03 23
0436402176 05 08/29/03 0
0338230 O 07/29/33
0
8599208 W33/G01 F 105,000.00 ZZ
360 104,905.08 1
6.500 663.67 100
6.250 663.67
PLYMOUTH IN 46563 5 07/31/03 23
0436402192 05 09/04/03 0
0338240 O 08/04/33
0
8599212 W33/G01 F 87,550.00 ZZ
180 86,995.97 1
7.000 786.92 103
6.750 786.92
PORTLAND IN 47371 2 07/24/03 23
0436402218 05 08/28/03 0
0338243 O 07/28/18
0
1
8599216 W33/G01 F 86,500.00 ZZ
360 86,413.89 1
6.000 518.61 90
5.750 518.61
ELKHART IN 46516 2 07/31/03 23
0436402242 05 09/04/03 0
0338249 O 08/04/33
0
8599222 W33/G01 F 84,500.00 ZZ
360 84,394.59 1
8.375 642.26 100
8.125 642.26
GRIFFIN IN 47616 5 07/25/03 23
0436402283 05 08/29/03 0
0338259 O 07/29/33
0
8599224 W33/G01 F 95,000.00 ZZ
360 94,914.12 1
6.500 600.46 100
6.250 600.46
NEW CASTLE IN 47362 5 07/30/03 23
0436402309 05 09/03/03 0
0338267 O 08/03/33
0
8599226 W33/G01 F 117,090.00 ZZ
360 116,984.15 1
6.500 740.09 101
6.250 740.09
CHESTERTON IN 46304 2 07/31/03 23
0436402325 05 09/04/03 0
0338396 O 08/04/33
0
8599230 W33/G01 F 155,526.00 ZZ
360 155,263.92 1
6.875 1,021.70 103
6.625 1,021.70
GOSHEN IN 46526 1 07/30/03 23
0436402382 05 08/30/03 0
0338477 O 07/30/33
0
1
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1701101468 O 06/01/33
0
8794361 W78/U57 F 136,000.00 ZZ
360 135,744.63 1
8.375 1,033.70 85
7.875 1,033.70
XXXX XXXXXXXXXX XX 00000 5 05/16/03 23
0435990304 05 07/01/03 0
0000000000 N 06/01/33
0
8794575 W78/U57 F 110,200.00 ZZ
360 109,943.43 1
8.750 866.94 95
8.250 866.94
XXXXXXX XX 00000 1 04/24/03 23
0435974928 05 06/01/03 0
0040976318 N 05/01/33
0
8796657 L21/U56 F 219,600.00 ZZ
180 219,132.02 1
7.750 1,573.24 90
7.250 1,573.24
XXXXXX XX 00000 5 05/31/03 23
0435981519 05 07/01/03 0
0305CH0109 O 06/01/18
0
1
8800175 E22/U57 F 259,000.00 ZZ
180 257,214.37 1
6.000 2,185.59 100
5.750 2,185.59
XX. XXXXXX XX 00000 5 06/11/03 01
0417065240 05 08/01/03 35
0417065240 O 07/01/18
0
8800699 696/G01 F 374,000.00 ZZ
360 372,903.92 1
6.125 2,272.46 80
5.875 2,272.46
XXXXXXX XX 00000 1 05/29/03 00
0435973706 03 07/01/03 0
23303168 O 06/01/33
0
8804829 W05/U57 F 54,000.00 ZZ
360 53,930.90 2
8.250 405.68 90
8.000 405.68
XXXXXXX XX 00000 5 06/23/03 23
0436112460 05 08/01/03 0
0000105700 N 07/01/33
0
8827687 E23/G01 F 216,000.00 ZZ
360 215,799.94 1
6.375 1,347.56 80
6.125 1,347.56
XXXXXX XX 00000 1 07/29/03 00
0436391379 05 09/01/03 0
64002242 O 08/01/33
0
1
8832065 E23/G01 F 265,200.00 ZZ
360 265,200.00 1
6.250 1,632.88 80
6.000 1,632.88
XXXXXXXXX XXXX XX 00000 1 08/12/03 00
0436462568 05 10/01/03 0
51035202 O 09/01/33
0
TOTAL NUMBER OF LOANS : 4,343
TOTAL ORIGINAL BALANCE : 761,043,446.04
TOTAL PRINCIPAL BALANCE : 750,001,297.18
TOTAL ORIGINAL P+I : 5,128,305.03
TOTAL CURRENT P+I : 5,128,305.03
***************************
* END OF REPORT *
***************************
EXHIBIT F-2
GROUP II-A LOAN SCHEDULE
RUN ON : 09/24/03 RFC DISCLOSURE SYSTEM RFFSDARM-01
AT : 13.33.03 ARM PASSTHRU REPORT AMORTIZED BALANCE
SERIES : RAMP 2003-RS8 CONFORMING CUTOFF : 09/01/03
POOL : 0004747
:
:
POOL STATUS: F
RFC LOAN NUMBER SUB SERV FEE RFC NET CEILING(MX RFC NET RT)
PRINCIPAL BALANCE MSTR SERV FEE MAX NET MTG RT(MAX INV RT)
CURR NOTE RATE ALL EXP MAX POST STRIP RATE
RFC NET RATE MISC EXP INV RATE MARGIN
NET MTG RATE(INVSTR RATE) SPREAD POST STRIP MARGIN
POST STRIP RATE STRIP
--------------------------------------------------------------------------
1218340 .3750 13.2500
127,585.88 .0500 13.2000
4.7500 .0000 13.2000
4.3750 .0000 2.0750
4.3250 .0000 2.0750
4.3250 .0000
1248996 .3750 14.3750
182,415.37 .0500 14.3250
6.1250 .0000 14.3250
5.7500 .0000 3.5750
5.7000 .0000 3.5750
5.7000 .0000
1620565 .5000 16.1000
54,184.08 .0500 16.0500
9.6000 .0000 16.0500
9.1000 .0000 4.1500
9.0500 .0000 4.1500
9.0500 .0000
8245169 .5000 13.2600
180,617.29 .0500 13.2100
7.7600 .0000 13.2100
7.2600 .0000 6.3800
7.2100 .0000 6.3800
7.2100 .0000
8348361 .5000 14.8750
122,773.12 .0500 14.8250
9.3750 .0000 14.8250
8.8750 .0000 10.1230
8.8250 .0000 10.1230
8.8250 .0000
1
8372528 .2500 10.6250
225,511.64 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
8378184 .2500 10.8750
314,458.32 .0500 10.8250
5.1250 .0000 10.8250
4.8750 .0000 2.9500
4.8250 .0000 2.9500
4.8250 .0000
8378314 .2500 10.7500
84,396.28 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8378578 .2500 10.7500
87,681.45 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8379688 .2500 10.5000
314,205.80 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8379768 .2500 10.1250
319,136.35 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
4.0750 .0000 2.9500
4.0750 .0000
8380246 .5000 13.8750
72,815.44 .0500 13.8250
8.3750 .0000 13.8250
7.8750 .0000 7.5750
7.8250 .0000 7.5750
7.8250 .0000
1
8380750 .2500 10.2500
137,573.58 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
8381018 .2500 9.6250
321,747.65 .0500 9.5750
3.8750 .0000 9.5750
3.6250 .0000 2.9500
3.5750 .0000 2.9500
3.5750 .0000
8381068 .2500 9.7500
151,561.27 .0500 9.7000
4.0000 .0000 9.7000
3.7500 .0000 2.9500
3.7000 .0000 2.9500
3.7000 .0000
8381734 .5000 15.1100
145,687.97 .0500 15.0600
9.6100 .0000 15.0600
9.1100 .0000 7.8100
9.0600 .0000 7.8100
9.0600 .0000
8381884 .5000 14.1500
114,496.42 .0500 14.1000
8.6500 .0000 14.1000
8.1500 .0000 6.8500
8.1000 .0000 6.8500
8.1000 .0000
8381886 .5000 14.5000
116,806.83 .0500 14.4500
9.0000 .0000 14.4500
8.5000 .0000 7.2000
8.4500 .0000 7.2000
8.4500 .0000
8381904 .5000 12.9000
106,356.37 .0500 12.8500
7.4000 .0000 12.8500
6.9000 .0000 5.6000
6.8500 .0000 5.6000
6.8500 .0000
1
8381946 .5000 12.8630
129,700.72 .0500 12.8130
7.3630 .0000 12.8130
6.8630 .0000 5.5630
6.8130 .0000 5.5630
6.8130 .0000
8382222 .5000 14.7090
100,440.99 .0500 14.6590
9.2090 .0000 14.6590
8.7090 .0000 8.2190
8.6590 .0000 8.2190
8.6590 .0000
8384884 .5000 12.1250
65,434.02 .0500 12.0750
6.6250 .0000 12.0750
6.1250 .0000 7.4500
6.0750 .0000 7.4500
6.0750 .0000
8385806 .2500 10.1250
269,271.27 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
4.0750 .0000 2.9500
4.0750 .0000
8390148 .2500 10.7500
179,566.54 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8393800 .2500 11.2500
206,416.81 .0500 11.2000
5.5000 .0000 11.2000
5.2500 .0000 2.4500
5.2000 .0000 2.4500
5.2000 .0000
8395068 .5000 14.8000
166,845.79 .0500 14.7500
9.3000 .0000 14.7500
8.8000 .0000 8.6000
8.7500 .0000 8.6000
8.7500 .0000
1
8395396 .5000 12.4900
182,293.82 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 6.2900
6.4400 .0000 6.2900
6.4400 .0000
8398436 .2500 9.6250
87,939.70 .0500 9.5750
3.8750 .0000 9.5750
3.6250 .0000 2.9500
3.5750 .0000 2.9500
3.5750 .0000
8401368 .2500 9.5000
94,713.39 .0500 9.4500
3.7500 .0000 9.4500
3.5000 .0000 2.9500
3.4500 .0000 2.9500
3.4500 .0000
8401970 .5000 13.0000
131,803.47 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 7.8250
6.9500 .0000 7.8250
6.9500 .0000
8403814 .2500 10.0000
205,431.36 .0500 9.9500
4.2500 .0000 9.9500
4.0000 .0000 2.9500
3.9500 .0000 2.9500
3.9500 .0000
8405326 .2500 10.6250
154,618.06 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
8407684 .2500 10.5000
284,281.46 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
1
8407756 .2500 10.3750
227,411.89 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8412014 .2500 10.2500
107,715.03 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
8412022 .2500 10.0000
187,580.78 .0500 9.9500
4.2500 .0000 9.9500
4.0000 .0000 2.9500
3.9500 .0000 2.9500
3.9500 .0000
8413806 .5000 13.7500
80,896.34 .0500 13.7000
8.2500 .0000 13.7000
7.7500 .0000 8.3250
7.7000 .0000 8.3250
7.7000 .0000
8415226 .2500 10.7500
62,249.73 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8415338 .5000 14.8750
71,927.00 .0500 14.8250
9.3750 .0000 14.8250
8.8750 .0000 9.1350
8.8250 .0000 9.1350
8.8250 .0000
8416200 .5000 14.4500
75,873.22 .0500 14.4000
8.9500 .0000 14.4000
8.4500 .0000 7.9000
8.4000 .0000 7.9000
8.4000 .0000
1
8416204 .5000 14.7500
88,261.44 .0500 14.7000
9.2500 .0000 14.7000
8.7500 .0000 8.2000
8.7000 .0000 8.2000
8.7000 .0000
8419068 .2500 10.2500
321,150.35 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
8420088 .2500 10.1250
124,762.35 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
4.0750 .0000 2.9500
4.0750 .0000
8420194 .2500 10.0000
300,169.13 .0500 9.9500
4.2500 .0000 9.9500
4.0000 .0000 2.9500
3.9500 .0000 2.9500
3.9500 .0000
8420238 .5000 13.5000
108,853.25 .0500 13.4500
8.0000 .0000 13.4500
7.5000 .0000 8.3250
7.4500 .0000 8.3250
7.4500 .0000
8421183 .5000 15.3750
146,738.82 .0500 15.3250
8.8750 .0000 15.3250
8.3750 .0000 6.7050
8.3250 .0000 6.7050
8.3250 .0000
8422166 .5000 14.3800
194,481.34 .0500 14.3300
7.8800 .0000 14.3300
7.3800 .0000 7.4500
7.3300 .0000 7.4500
7.3300 .0000
1
8422224 .5000 13.9900
87,619.09 .0500 13.9400
7.4900 .0000 13.9400
6.9900 .0000 7.3300
6.9400 .0000 7.3300
6.9400 .0000
8423090 .2500 10.5000
169,386.62 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8423570 .2500 10.7500
219,470.22 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8423618 .2500 11.0000
215,503.40 .0500 10.9500
5.2500 .0000 10.9500
5.0000 .0000 2.9500
4.9500 .0000 2.9500
4.9500 .0000
8423626 .2500 10.3750
271,098.91 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8424522 .2500 12.2500
107,804.21 .0500 12.2000
6.5000 .0000 12.2000
6.2500 .0000 2.7000
6.2000 .0000 2.7000
6.2000 .0000
8425788 .5000 14.7500
116,750.38 .0500 14.7000
8.2500 .0000 14.7000
7.7500 .0000 8.7000
7.7000 .0000 8.7000
7.7000 .0000
1
8426326 .5000 15.3500
185,229.95 .0500 15.3000
9.8500 .0000 15.3000
9.3500 .0000 8.1000
9.3000 .0000 8.1000
9.3000 .0000
8426694 .2500 10.5000
267,739.24 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8427714 .2500 10.3750
116,698.22 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8428456 .5000 14.1500
135,839.67 .0500 14.1000
8.6500 .0000 14.1000
8.1500 .0000 6.9400
8.1000 .0000 6.9400
8.1000 .0000
8430248 .5000 11.4000
114,766.04 .0500 11.3500
5.9000 .0000 11.3500
5.4000 .0000 7.4400
5.3500 .0000 7.4400
5.3500 .0000
8430404 .2500 10.3750
238,682.73 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8430560 .3750 10.5000
231,428.32 .0500 10.4500
4.8750 .0000 10.4500
4.5000 .0000 2.8250
4.4500 .0000 2.8250
4.4500 .0000
1
8430640 .2500 10.5000
189,520.96 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8430974 .5000 11.3750
136,719.96 .0500 11.3250
5.8750 .0000 11.3250
5.3750 .0000 7.4400
5.3250 .0000 7.4400
5.3250 .0000
8431000 .2500 9.8750
115,507.99 .0500 9.8250
4.1250 .0000 9.8250
3.8750 .0000 2.9500
3.8250 .0000 2.9500
3.8250 .0000
8434324 .2500 10.1250
288,410.98 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
4.0750 .0000 2.9500
4.0750 .0000
8440588 .5000 12.6250
324,740.10 .0500 12.5750
7.1250 .0000 12.5750
6.6250 .0000 6.8250
6.5750 .0000 6.8250
6.5750 .0000
8440668 .2500 10.2500
179,525.05 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
8440792 .2500 10.6250
215,734.41 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
1
8440794 .3750 10.5000
241,902.44 .0500 10.4500
4.8750 .0000 10.4500
4.5000 .0000 2.8250
4.4500 .0000 2.8250
4.4500 .0000
8440798 .5000 13.3750
147,046.67 .0500 13.3250
7.8750 .0000 13.3250
7.3750 .0000 7.9500
7.3250 .0000 7.9500
7.3250 .0000
8440802 .3750 13.6250
284,808.77 .0500 13.5750
8.0000 .0000 13.5750
7.6250 .0000 8.3250
7.5750 .0000 8.3250
7.5750 .0000
8441642 .5000 13.3500
144,673.91 .0500 13.3000
7.8500 .0000 13.3000
7.3500 .0000 7.5000
7.3000 .0000 7.5000
7.3000 .0000
8442146 .5000 11.9900
250,048.01 .0500 11.9400
6.4900 .0000 11.9400
5.9900 .0000 5.8500
5.9400 .0000 5.8500
5.9400 .0000
8443090 .2500 10.0000
124,827.73 .0500 9.9500
4.2500 .0000 9.9500
4.0000 .0000 2.9500
3.9500 .0000 2.9500
3.9500 .0000
8443218 .5000 13.5000
129,425.50 .0500 13.4500
8.0000 .0000 13.4500
7.5000 .0000 7.7600
7.4500 .0000 7.7600
7.4500 .0000
1
8444166 .2500 10.5000
164,374.74 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8444410 .5000 14.1000
116,860.62 .0500 14.0500
8.6000 .0000 14.0500
8.1000 .0000 7.3000
8.0500 .0000 7.3000
8.0500 .0000
8444530 .5000 14.5500
166,577.38 .0500 14.5000
9.0500 .0000 14.5000
8.5500 .0000 7.7500
8.5000 .0000 7.7500
8.5000 .0000
8444638 .5000 13.9000
51,204.14 .0500 13.8500
8.4000 .0000 13.8500
7.9000 .0000 7.3500
7.8500 .0000 7.3500
7.8500 .0000
8444724 .5000 14.4500
98,790.41 .0500 14.4000
8.9500 .0000 14.4000
8.4500 .0000 7.9000
8.4000 .0000 7.9000
8.4000 .0000
8444746 .5000 14.8500
62,935.79 .0500 14.8000
9.3500 .0000 14.8000
8.8500 .0000 8.0500
8.8000 .0000 8.0500
8.8000 .0000
8444892 .5000 15.2500
109,896.94 .0500 15.2000
9.7500 .0000 15.2000
9.2500 .0000 10.4500
9.2000 .0000 10.4500
9.2000 .0000
1
8444992 .5000 14.1250
94,887.42 .0500 14.0750
8.6250 .0000 14.0750
8.1250 .0000 8.9300
8.0750 .0000 8.9300
8.0750 .0000
8445190 .2500 10.0000
181,749.24 .0500 9.9500
4.2500 .0000 9.9500
4.0000 .0000 2.9500
3.9500 .0000 2.9500
3.9500 .0000
8446660 .5000 13.8750
90,387.09 .0500 13.8250
8.3750 .0000 13.8250
7.8750 .0000 9.0650
7.8250 .0000 9.0650
7.8250 .0000
8448112 .2500 9.2500
156,543.58 .0500 9.2000
4.5000 .0000 9.2000
4.2500 .0000 1.9500
4.2000 .0000 1.9500
4.2000 .0000
8448212 .5000 13.6250
145,729.61 .0500 13.5750
8.1250 .0000 13.5750
7.6250 .0000 8.3250
7.5750 .0000 8.3250
7.5750 .0000
8448282 .2500 10.5000
161,796.18 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8451586 .2500 10.5000
294,003.01 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
1
8451594 .5000 13.0000
35,473.66 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 7.8250
6.9500 .0000 7.8250
6.9500 .0000
8452428 .5000 12.9500
187,356.40 .0500 12.9000
6.4500 .0000 12.9000
5.9500 .0000 5.6500
5.9000 .0000 5.6500
5.9000 .0000
8452970 .5000 14.7400
88,828.22 .0500 14.6900
8.2400 .0000 14.6900
7.7400 .0000 5.3250
7.6900 .0000 5.3250
7.6900 .0000
8452978 .5000 17.0000
82,367.14 .0500 16.9500
10.5000 .0000 16.9500
10.0000 .0000 6.4500
9.9500 .0000 6.4500
9.9500 .0000
8455302 .5000 13.9900
189,716.53 .0500 13.9400
7.4900 .0000 13.9400
6.9900 .0000 6.1900
6.9400 .0000 6.1900
6.9400 .0000
8455338 .5000 15.2900
73,672.73 .0500 15.2400
8.7900 .0000 15.2400
8.2900 .0000 8.2400
8.2400 .0000 8.2400
8.2400 .0000
8456498 .3750 13.0000
52,210.24 .0500 12.9500
7.3750 .0000 12.9500
7.0000 .0000 7.7000
6.9500 .0000 7.7000
6.9500 .0000
1
8456552 .3750 12.3750
112,792.79 .0500 12.3250
6.7500 .0000 12.3250
6.3750 .0000 7.5750
6.3250 .0000 7.5750
6.3250 .0000
8456604 .3750 9.7500
119,830.92 .0500 9.7000
4.1250 .0000 9.7000
3.7500 .0000 2.8250
3.7000 .0000 2.8250
3.7000 .0000
8456752 .2500 10.2500
90,280.96 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
8456798 .2500 10.1250
311,579.73 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
4.0750 .0000 2.9500
4.0750 .0000
8458098 .5000 13.5000
124,302.52 .0500 13.4500
8.6250 .0000 13.4500
8.1250 .0000 7.7000
8.0750 .0000 7.7000
8.0750 .0000
8459234 .5000 13.3750
116,838.41 .0500 13.3250
7.8750 .0000 13.3250
7.3750 .0000 7.2000
7.3250 .0000 7.2000
7.3250 .0000
8461728 .2500 10.8750
220,018.98 .0500 10.8250
5.1250 .0000 10.8250
4.8750 .0000 2.9500
4.8250 .0000 2.9500
4.8250 .0000
1
8461926 .2500 10.3750
269,652.45 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8461970 .2500 10.3750
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1
8493344 .5000 13.6500
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1
8493424 .5000 15.0000
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1
8493556 .5000 14.9000
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1
8493700 .5000 14.2500
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1
8493770 .5000 13.1500
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8493786 .5000 14.5500
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1
8493840 .5000 14.1500
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1
8493936 .5000 14.7500
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1
8494076 .5000 13.8000
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1
8494214 .5000 15.0000
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1
8494398 .5000 13.0000
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1
8495350 .5000 13.2500
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8495436 .3750 13.3750
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1
8495518 .5000 14.3750
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1
8496856 .5000 12.7500
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1
8498036 .5000 14.1000
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1
8498790 .5000 15.1250
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1
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1
8499866 .5000 14.2500
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8533734 .5000 13.6400
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8533820 .5000 14.3000
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8533892 .3750 12.5000
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1
8533940 .2500 9.2500
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8534006 .3750 12.2500
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1
8534086 .5000 14.1500
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8534150 .5000 13.9500
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1
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1
8534300 .5000 14.7500
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1
8534348 .5000 13.1000
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1
8534418 .5000 13.5000
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1
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1
8534562 .5000 14.1500
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1
8534688 .5000 14.0000
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1
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1
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1
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8535920 .5000 14.4500
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8536000 .5000 14.0000
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8536108 .5000 12.6500
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1
8536418 .5000 14.7500
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1
8536550 .5000 13.6250
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1
8536652 .5000 13.1250
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1
8536770 .5000 15.2000
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1
8536856 .5000 12.8500
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1
8537078 .5000 12.0000
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1
8537152 .5000 15.1200
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1
8537230 .5000 14.7500
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1
8537258 .5000 15.1300
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1
8537308 .5000 15.6300
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1
8537380 .5000 16.2800
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1
8537422 .5000 14.6000
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1
8537474 .3750 12.5350
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1
8537510 .5000 15.5000
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1
8537550 .3750 14.0050
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8537596 .5000 14.2500
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1
8537628 .5000 15.8800
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1
8537662 .3750 13.8550
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1
8537716 .5000 15.2500
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1
8537758 .3750 13.8750
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8537762 .5000 14.2400
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8537770 .5000 14.3500
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8537798 .5000 14.3500
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1
8537816 .3750 13.7550
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8537818 .5000 15.2600
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8537834 .5000 15.5000
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8537850 .5000 14.2500
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1
8537870 .3750 14.2500
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8537884 .3750 13.5050
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8537896 .5000 14.1300
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1
8537918 .5000 13.7500
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1
8537948 .5000 16.3800
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1
8539370 .2500 11.0000
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1
8539766 .5000 14.4900
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1
8539872 .5000 14.2500
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8539922 .5000 17.3400
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1
8539932 .5000 14.1900
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1
8539990 .5000 13.0000
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1
8542454 .5000 15.2500
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8543242 .3750 12.6250
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1
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8559406 .5000 12.2400
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1
8559454 .5000 14.1400
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1
8559474 .5000 13.0400
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8559476 .5000 14.6900
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8559478 .5000 13.8400
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8559480 .5000 12.4900
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8559490 .5000 14.4900
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1
8559494 .5000 13.4900
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8559496 .5000 15.1000
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8559504 .5000 13.4400
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8559506 .5000 12.7900
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8559508 .5000 14.0000
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8559510 .5000 12.6400
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8559512 .5000 12.9300
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1
8559514 .5000 13.4900
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8559520 .5000 13.1000
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8559522 .5000 12.9400
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8559524 .5000 13.0000
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8559526 .5000 12.4500
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8559530 .5000 13.8900
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8559534 .5000 13.5900
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1
8559540 .5000 14.4900
116,563.76 .0500 14.4400
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8559544 .5000 12.9300
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8559546 .5000 12.6900
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8559556 .5000 14.7900
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8559558 .5000 12.4900
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8559566 .5000 14.1400
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8559568 .5000 13.0900
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1
8559576 .5000 13.5700
303,596.45 .0500 13.5200
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8559578 .5000 14.8900
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8559620 .5000 12.4900
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8559622 .5000 14.1900
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8559634 .5000 15.4000
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8559638 .5000 12.9400
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8559642 .5000 13.4400
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1
8559650 .5000 14.7700
211,817.86 .0500 14.7200
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8559666 .5000 13.7500
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8559674 .5000 13.6900
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8559678 .5000 13.6900
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8559682 .5000 13.4900
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8559686 .5000 12.9900
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8559696 .5000 12.7500
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1
8559702 .5000 13.3900
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8559708 .5000 13.7500
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8559716 .5000 14.0900
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8559726 .5000 12.8400
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8559730 .5000 13.5900
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8559732 .5000 13.4900
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8559740 .3750 12.1250
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6.0750 .0000
1
8559750 .5000 13.5900
152,374.55 .0500 13.5400
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8559754 .5000 13.8900
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8559764 .5000 14.4200
161,699.51 .0500 14.3700
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8559768 .5000 12.9900
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8559776 .5000 15.0000
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8559782 .5000 11.4900
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8559798 .3750 12.3750
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1
8559802 .5000 13.8400
175,367.39 .0500 13.7900
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8559806 .5000 12.2500
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8559812 .2500 10.6250
178,500.00 .0500 10.5750
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8559818 .5000 12.4900
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8559822 .5000 12.7900
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8559826 .5000 13.4400
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8559828 .5000 14.0000
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7.9500 .0000
1
8559836 .5000 12.7400
101,759.37 .0500 12.6900
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8559840 .5000 13.3400
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8559842 .5000 12.4900
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8559846 .5000 13.4900
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8559856 .5000 13.0900
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8559866 .5000 14.4900
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8559870 .5000 11.8750
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5.8250 .0000
1
8559882 .5000 12.9200
89,448.22 .0500 12.8700
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8559890 .5000 14.3200
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8559892 .5000 13.7800
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8559898 .5000 13.4900
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8559936 .5000 14.3700
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8559940 .5000 13.7400
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8559960 .5000 14.3700
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1
8559964 .5000 13.7000
113,852.62 .0500 13.6500
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7.6500 .0000
8559970 .5000 12.6000
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8559974 .5000 13.0900
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8559982 .5000 13.0900
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8560004 .5000 13.1900
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1
8560012 .5000 13.7400
140,727.84 .0500 13.6900
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8560016 .5000 12.9400
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8560020 .3750 14.0000
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8560024 .5000 14.7500
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1
8560040 .5000 13.0000
51,850.00 .0500 12.9500
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8560042 .5000 13.9400
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8560052 .5000 14.6400
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8560064 .3750 11.7500
154,800.00 .0500 11.7000
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8560074 .5000 12.4900
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8560104 .5000 15.4400
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1
8560126 .5000 14.2500
156,659.81 .0500 14.2000
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8560128 .5000 12.4900
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6.4400 .0000
8560130 .3750 12.6250
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8560132 .5000 12.9300
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8560140 .5000 13.4900
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8560150 .3750 12.6250
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1
8560154 .5000 14.9400
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8560158 .5000 14.2500
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8560164 .5000 13.6400
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8560166 .5000 14.8400
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8560168 .5000 14.0500
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8.0000 .0000
8560172 .5000 12.8900
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6.8400 .0000
1
8560182 .5000 14.0400
109,184.36 .0500 13.9900
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7.9900 .0000 7.7400
7.9900 .0000
8560186 .5000 14.2500
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8560188 .5000 11.9900
166,099.42 .0500 11.9400
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8560192 .5000 14.0000
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8560194 .5000 13.8400
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7.7900 .0000
8560196 .5000 12.5000
194,590.36 .0500 12.4500
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6.5000 .0000 6.2000
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8560198 .5000 12.9900
198,253.76 .0500 12.9400
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1
8560200 .5000 13.4400
99,682.24 .0500 13.3900
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7.4400 .0000 7.1400
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8560206 .5000 13.4900
161,282.10 .0500 13.4400
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7.4900 .0000 7.1900
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8560248 .5000 13.4900
123,891.64 .0500 13.4400
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7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8560250 .5000 14.1400
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8560252 .5000 13.9400
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8560254 .5000 12.4900
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8560256 .5000 13.3900
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1
8560258 .5000 13.9400
142,313.51 .0500 13.8900
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7.8900 .0000 7.6400
7.8900 .0000
8560260 .5000 13.1200
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8560262 .5000 15.3400
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8560264 .5000 13.5000
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8560270 .5000 12.4900
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8560274 .5000 12.9900
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8560276 .5000 13.4900
128,163.77 .0500 13.4400
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1
8560290 .5000 14.3900
67,424.26 .0500 14.3400
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8.3900 .0000 8.1900
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8.3400 .0000
8560294 .5000 14.5400
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8560304 .5000 12.3500
194,325.38 .0500 12.3000
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6.3500 .0000 6.0500
6.3000 .0000 6.0500
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8560308 .5000 14.4400
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8.3900 .0000
8560310 .3750 14.7500
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8560318 .5000 12.4000
247,084.99 .0500 12.3500
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6.4000 .0000 6.2000
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8560322 .5000 14.1400
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1
8560326 .5000 12.9900
219,836.40 .0500 12.9400
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6.9900 .0000 6.6900
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6.9400 .0000
8560330 .5000 15.0000
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9.0000 .0000 8.8000
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8560334 .5000 13.2500
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8560340 .5000 15.2500
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9.2500 .0000 8.9500
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8560362 .5000 12.4900
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6.4900 .0000 6.1900
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6.4400 .0000
8560368 .5000 12.4000
255,336.35 .0500 12.3500
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6.4000 .0000 6.1000
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8560372 .5000 14.1400
106,274.29 .0500 14.0900
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8.0900 .0000
1
8560382 .5000 13.1900
125,220.25 .0500 13.1400
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7.1900 .0000 6.8900
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7.1400 .0000
8560388 .5000 14.0000
118,605.61 .0500 13.9500
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8.0000 .0000 7.7000
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8560390 .5000 14.1900
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8.1900 .0000 7.8900
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8560396 .5000 13.8400
123,327.74 .0500 13.7900
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8560398 .5000 13.5900
193,069.40 .0500 13.5400
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8560408 .5000 12.5900
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6.5900 .0000 6.2900
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8560412 .5000 12.8900
94,927.92 .0500 12.8400
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6.8400 .0000
1
8560416 .5000 14.2900
89,744.96 .0500 14.2400
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8.2400 .0000
8560420 .5000 14.8900
137,680.65 .0500 14.8400
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8.8900 .0000 8.5900
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8.8400 .0000
8560424 .5000 13.0000
130,053.41 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 6.7000
6.9500 .0000 6.7000
6.9500 .0000
8560426 .5000 15.0700
116,886.11 .0500 15.0200
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9.0700 .0000 8.8700
9.0200 .0000 8.8700
9.0200 .0000
8560432 .5000 15.2900
150,030.56 .0500 15.2400
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9.2900 .0000 8.9900
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8560450 .5000 12.9400
155,882.82 .0500 12.8900
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6.9400 .0000 6.6400
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8560456 .5000 12.9900
154,768.74 .0500 12.9400
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6.9400 .0000
1
8560460 .5000 13.6250
115,592.00 .0500 13.5750
8.1250 .0000 13.5750
7.6250 .0000 8.2000
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7.5750 .0000
8560466 .5000 13.5900
296,679.41 .0500 13.5400
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7.5900 .0000 7.2900
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8560476 .5000 13.1400
100,627.33 .0500 13.0900
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7.1400 .0000 6.8400
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7.0900 .0000
8560486 .5000 14.3900
308,403.60 .0500 14.3400
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8560492 .5000 13.9400
247,894.47 .0500 13.8900
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8560496 .5000 12.4900
154,872.70 .0500 12.4400
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6.4900 .0000 6.1900
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6.4400 .0000
8560502 .5000 14.1400
111,227.00 .0500 14.0900
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8.1400 .0000 7.7900
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8.0900 .0000
1
8560504 .5000 12.6800
184,853.66 .0500 12.6300
7.1800 .0000 12.6300
6.6800 .0000 6.4800
6.6300 .0000 6.4800
6.6300 .0000
8560508 .5000 13.7700
218,221.50 .0500 13.7200
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7.7200 .0000
8560512 .5000 13.1800
71,791.85 .0500 13.1300
7.6800 .0000 13.1300
7.1800 .0000 6.9800
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7.1300 .0000
8560526 .5000 13.4900
90,316.23 .0500 13.4400
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7.4400 .0000
8560530 .5000 14.8900
50,324.65 .0500 14.8400
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8560534 .5000 13.5900
109,854.55 .0500 13.5400
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7.5400 .0000
8560538 .5000 13.0000
134,400.00 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 7.0750
6.9500 .0000 7.0750
6.9500 .0000
1
8560544 .5000 12.9900
170,872.84 .0500 12.9400
7.4900 .0000 12.9400
6.9900 .0000 6.6900
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6.9400 .0000
8560546 .5000 14.2900
256,206.21 .0500 14.2400
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8560550 .5000 13.3400
149,891.24 .0500 13.2900
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7.2900 .0000
8560554 .5000 12.4900
224,815.21 .0500 12.4400
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6.4900 .0000 6.1900
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6.4400 .0000
8560558 .5000 13.9900
227,722.20 .0500 13.9400
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7.9900 .0000 7.6900
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7.9400 .0000
8560568 .5000 13.3400
133,382.49 .0500 13.2900
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7.3400 .0000 7.0400
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8560572 .5000 14.4500
128,784.78 .0500 14.4000
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8.4500 .0000 8.2500
8.4000 .0000 8.2500
8.4000 .0000
1
8560574 .5000 12.0900
214,616.97 .0500 12.0400
6.5900 .0000 12.0400
6.0900 .0000 5.8900
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6.0400 .0000
8560578 .5000 12.8400
86,333.79 .0500 12.7900
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6.8400 .0000 6.2900
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6.7900 .0000
8560588 .5000 12.7400
60,800.00 .0500 12.6900
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6.7400 .0000 6.4400
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8560616 .5000 13.4900
315,573.65 .0500 13.4400
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7.4900 .0000 7.1900
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7.4400 .0000
8560618 .3750 13.3750
137,750.00 .0500 13.3250
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7.3750 .0000 7.8250
7.3250 .0000 7.8250
7.3250 .0000
8560680 .5000 15.3200
73,931.68 .0500 15.2700
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9.3200 .0000 9.1200
9.2700 .0000 9.1200
9.2700 .0000
8560682 .2500 10.1250
148,700.00 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
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4.0750 .0000
1
8560684 .3750 13.1250
141,550.00 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 7.3250
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7.0750 .0000
8560686 .5000 13.4900
78,743.61 .0500 13.4400
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7.4900 .0000 7.1900
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7.4400 .0000
8560690 .5000 13.7500
113,500.00 .0500 13.7000
8.2500 .0000 13.7000
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7.7000 .0000
8560694 .5000 13.7000
117,552.82 .0500 13.6500
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7.7000 .0000 7.4000
7.6500 .0000 7.4000
7.6500 .0000
8560698 .5000 14.4400
230,722.31 .0500 14.3900
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8560702 .5000 13.4900
166,887.71 .0500 13.4400
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7.4400 .0000
8560712 .5000 13.4900
296,200.71 .0500 13.4400
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7.4900 .0000 7.1900
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7.4400 .0000
1
8560716 .5000 14.0900
75,809.39 .0500 14.0400
8.5900 .0000 14.0400
8.0900 .0000 7.7900
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8.0400 .0000
8560720 .5000 13.8500
284,821.94 .0500 13.8000
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7.8500 .0000 7.5500
7.8000 .0000 7.5500
7.8000 .0000
8560728 .5000 12.4400
132,889.68 .0500 12.3900
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8560732 .5000 12.2900
189,837.68 .0500 12.2400
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6.2400 .0000
8560736 .5000 14.3400
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8560740 .5000 12.9500
123,314.26 .0500 12.9000
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6.9500 .0000 6.6500
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6.9000 .0000
8560744 .5000 13.4900
298,846.26 .0500 13.4400
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7.4400 .0000
1
8560750 .5000 13.6900
90,191.74 .0500 13.6400
8.1900 .0000 13.6400
7.6900 .0000 7.4900
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7.6400 .0000
8560752 .3750 12.1250
188,000.00 .0500 12.0750
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6.0750 .0000
8560770 .5000 12.0000
237,085.48 .0500 11.9500
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6.0000 .0000 5.7000
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5.9500 .0000
8560774 .5000 13.3900
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8560778 .5000 13.1250
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8560782 .5000 13.5900
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8560800 .5000 11.7900
159,545.67 .0500 11.7400
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5.7400 .0000
1
8560804 .5000 14.1400
90,143.38 .0500 14.0900
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8560806 .3750 12.0000
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8560810 .5000 13.4900
293,153.95 .0500 13.4400
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7.4400 .0000
8560814 .5000 12.4400
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8560818 .5000 14.7900
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8560838 .5000 14.1700
86,348.50 .0500 14.1200
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8560846 .5000 14.3400
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1
8560850 .5000 12.2500
123,393.67 .0500 12.2000
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6.2500 .0000 5.9500
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6.2000 .0000
8560860 .5000 13.2400
52,213.04 .0500 13.1900
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7.1900 .0000
8560870 .5000 14.3700
141,759.15 .0500 14.3200
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8.3200 .0000
8560886 .5000 14.7900
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8560892 .5000 13.4900
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8560910 .5000 13.0900
205,799.88 .0500 13.0400
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8560912 .5000 14.7500
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8.7000 .0000
1
8560918 .5000 13.3900
322,255.73 .0500 13.3400
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7.3400 .0000
8560920 .5000 13.7400
229,705.05 .0500 13.6900
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7.6900 .0000
8560922 .5000 13.1500
137,550.96 .0500 13.1000
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7.1500 .0000 6.8500
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8560924 .5000 13.4900
221,850.74 .0500 13.4400
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7.4400 .0000
8560926 .5000 14.7900
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8.7400 .0000
8560928 .5000 12.2900
170,666.92 .0500 12.2400
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6.2400 .0000
8560930 .5000 13.4900
200,178.98 .0500 13.4400
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7.4900 .0000 7.1900
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7.4400 .0000
1
8560940 .5000 11.7900
211,998.97 .0500 11.7400
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5.7900 .0000 5.4900
5.7400 .0000 5.4900
5.7400 .0000
8560946 .5000 14.1200
129,521.17 .0500 14.0700
8.6200 .0000 14.0700
8.1200 .0000 7.9200
8.0700 .0000 7.9200
8.0700 .0000
8560952 .5000 12.2900
108,214.26 .0500 12.2400
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6.2400 .0000 6.0400
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8560958 .5000 14.1400
85,449.67 .0500 14.0900
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8560962 .5000 12.0000
156,608.29 .0500 11.9500
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6.0000 .0000 5.9500
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5.9500 .0000
8560964 .5000 13.2900
264,263.85 .0500 13.2400
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8560966 .5000 13.6900
296,208.66 .0500 13.6400
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1
8560970 .5000 14.3400
112,986.15 .0500 14.2900
8.8400 .0000 14.2900
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8.2900 .0000
8560974 .5000 13.0900
131,903.78 .0500 13.0400
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7.0400 .0000 6.7900
7.0400 .0000
8560978 .5000 13.4900
130,448.76 .0500 13.4400
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7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8560980 .5000 11.9900
75,786.24 .0500 11.9400
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5.9400 .0000 5.6900
5.9400 .0000
8560986 .5000 12.4900
308,241.36 .0500 12.4400
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8560992 .5000 13.2900
124,749.49 .0500 13.2400
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8560994 .5000 13.8400
121,268.63 .0500 13.7900
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1
8561002 .5000 12.9900
104,344.08 .0500 12.9400
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6.9400 .0000 6.6900
6.9400 .0000
8561004 .5000 13.4900
303,795.60 .0500 13.4400
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7.4400 .0000
8561010 .5000 14.1200
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8.0700 .0000 7.9200
8.0700 .0000
8561014 .5000 13.2400
236,382.71 .0500 13.1900
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7.1900 .0000 6.0900
7.1900 .0000
8561018 .5000 13.0900
223,087.28 .0500 13.0400
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7.0400 .0000
8561022 .5000 13.0400
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8561028 .5000 12.9400
204,691.09 .0500 12.8900
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6.8900 .0000
1
8561032 .5000 14.8700
119,778.29 .0500 14.8200
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8.8200 .0000 8.5700
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8561034 .5000 15.3200
95,861.42 .0500 15.2700
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9.3200 .0000 8.1200
9.2700 .0000 8.1200
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8561036 .5000 13.9400
113,844.56 .0500 13.8900
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7.8900 .0000 7.6400
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8561038 .5000 13.6400
114,799.56 .0500 13.5900
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8561086 .5000 14.4400
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8561090 .5000 12.3400
141,879.87 .0500 12.2900
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8561094 .5000 14.3830
81,971.10 .0500 14.3330
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1
8561096 .5000 13.6900
104,832.28 .0500 13.6400
8.1900 .0000 13.6400
7.6900 .0000 7.3900
7.6400 .0000 7.3900
7.6400 .0000
8561098 .5000 12.4900
133,889.94 .0500 12.4400
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6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
8561102 .5000 12.7400
87,761.20 .0500 12.6900
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6.7400 .0000 6.4400
6.6900 .0000 6.4400
6.6900 .0000
8561106 .5000 14.9900
98,652.72 .0500 14.9400
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8.9400 .0000
8561110 .5000 12.5900
139,773.85 .0500 12.5400
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6.5900 .0000 6.2900
6.5400 .0000 6.2900
6.5400 .0000
8561116 .5000 13.6400
209,863.05 .0500 13.5900
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7.6400 .0000 7.3400
7.5900 .0000 7.3400
7.5900 .0000
8561120 .5000 12.3900
177,700.94 .0500 12.3400
6.8900 .0000 12.3400
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6.3400 .0000
1
8561128 .5000 15.1200
79,762.62 .0500 15.0700
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9.1200 .0000 8.9200
9.0700 .0000 8.9200
9.0700 .0000
8561130 .5000 12.8400
135,790.94 .0500 12.7900
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6.8400 .0000 6.5400
6.7900 .0000 6.5400
6.7900 .0000
8561134 .5000 15.9100
112,908.04 .0500 15.8600
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9.9100 .0000 9.7100
9.8600 .0000 9.7100
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8561136 .5000 13.4900
97,767.90 .0500 13.4400
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7.4900 .0000 7.1900
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7.4400 .0000
8561142 .5000 14.7900
284,853.48 .0500 14.7400
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8.7400 .0000
8561146 .5000 14.5400
92,898.86 .0500 14.4900
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8.4900 .0000
8561148 .5000 14.7900
115,840.41 .0500 14.7400
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1
8561150 .5000 13.1400
155,687.57 .0500 13.0900
7.6400 .0000 13.0900
7.1400 .0000 6.8400
7.0900 .0000 6.8400
7.0900 .0000
8561156 .5000 12.9300
88,633.24 .0500 12.8800
7.4300 .0000 12.8800
6.9300 .0000 6.6300
6.8800 .0000 6.6300
6.8800 .0000
8561158 .5000 13.8000
203,991.27 .0500 13.7500
8.3000 .0000 13.7500
7.8000 .0000 7.5000
7.7500 .0000 7.5000
7.7500 .0000
8561160 .5000 14.6700
97,798.41 .0500 14.6200
9.1700 .0000 14.6200
8.6700 .0000 8.4700
8.6200 .0000 8.4700
8.6200 .0000
8561164 .5000 14.0900
118,679.38 .0500 14.0400
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8.0900 .0000 7.7900
8.0400 .0000 7.7900
8.0400 .0000
8561168 .5000 14.7900
169,824.53 .0500 14.7400
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8.7900 .0000 8.4900
8.7400 .0000 8.4900
8.7400 .0000
8561170 .5000 13.3900
184,173.54 .0500 13.3400
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7.3400 .0000
1
8561174 .5000 13.0400
63,805.61 .0500 12.9900
7.5400 .0000 12.9900
7.0400 .0000 6.7400
6.9900 .0000 6.7400
6.9900 .0000
8561176 .5000 12.9400
94,928.64 .0500 12.8900
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6.9400 .0000 6.6400
6.8900 .0000 6.6400
6.8900 .0000
8561182 .5000 13.9900
166,047.42 .0500 13.9400
8.4900 .0000 13.9400
7.9900 .0000 7.7900
7.9400 .0000 7.7900
7.9400 .0000
8561192 .5000 13.4900
313,861.41 .0500 13.4400
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7.4400 .0000
8561194 .5000 12.9400
131,731.20 .0500 12.8900
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6.9400 .0000 6.6400
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6.8900 .0000
8561196 .5000 12.4900
161,367.36 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
8561198 .5000 13.5900
226,900.42 .0500 13.5400
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7.5400 .0000
1
8561202 .5000 14.4500
194,783.92 .0500 14.4000
8.9500 .0000 14.4000
8.4500 .0000 8.2500
8.4000 .0000 8.2500
8.4000 .0000
8561210 .5000 13.8900
144,220.41 .0500 13.8400
8.3900 .0000 13.8400
7.8900 .0000 7.5900
7.8400 .0000 7.5900
7.8400 .0000
8561214 .5000 12.4900
166,363.24 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
8561216 .5000 12.8400
121,812.45 .0500 12.7900
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6.8400 .0000 6.5400
6.7900 .0000 6.5400
6.7900 .0000
8561218 .5000 14.1900
121,457.80 .0500 14.1400
8.6900 .0000 14.1400
8.1900 .0000 7.8900
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8.1400 .0000
8561228 .5000 12.8400
151,883.52 .0500 12.7900
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6.8400 .0000 6.5400
6.7900 .0000 6.5400
6.7900 .0000
8561238 .5000 12.3900
265,777.18 .0500 12.3400
6.8900 .0000 12.3400
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6.3400 .0000
1
8561242 .5000 12.4900
222,882.21 .0500 12.4400
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6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
8561248 .5000 12.8900
59,908.68 .0500 12.8400
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6.8900 .0000 6.6900
6.8400 .0000 6.6900
6.8400 .0000
8561264 .5000 12.4100
183,691.61 .0500 12.3600
6.9100 .0000 12.3600
6.4100 .0000 6.2100
6.3600 .0000 6.2100
6.3600 .0000
8561268 .5000 14.1400
95,418.80 .0500 14.0900
8.6400 .0000 14.0900
8.1400 .0000 7.8400
8.0900 .0000 7.8400
8.0900 .0000
8561286 .5000 13.6700
236,691.70 .0500 13.6200
8.1700 .0000 13.6200
7.6700 .0000 7.4700
7.6200 .0000 7.4700
7.6200 .0000
8561288 .5000 12.7500
145,886.10 .0500 12.7000
7.2500 .0000 12.7000
6.7500 .0000 6.4500
6.7000 .0000 6.4500
6.7000 .0000
8561292 .5000 13.9900
146,026.85 .0500 13.9400
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7.9400 .0000
1
8561302 .5000 13.2500
165,265.61 .0500 13.2000
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7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8561304 .5000 13.8900
174,596.74 .0500 13.8400
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7.8900 .0000 7.5900
7.8400 .0000 7.5900
7.8400 .0000
8561308 .5000 13.9000
109,573.72 .0500 13.8500
8.4000 .0000 13.8500
7.9000 .0000 7.6000
7.8500 .0000 7.6000
7.8500 .0000
8561312 .5000 13.0200
109,754.51 .0500 12.9700
7.5200 .0000 12.9700
7.0200 .0000 6.8200
6.9700 .0000 6.8200
6.9700 .0000
8561314 .5000 13.0900
85,867.60 .0500 13.0400
7.5900 .0000 13.0400
7.0900 .0000 6.7900
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7.0400 .0000
8561318 .5000 13.6900
306,302.14 .0500 13.6400
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8561322 .5000 12.4900
249,588.14 .0500 12.4400
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6.4400 .0000
1
8561324 .5000 11.9000
157,254.92 .0500 11.8500
6.4000 .0000 11.8500
5.9000 .0000 5.6000
5.8500 .0000 5.6000
5.8500 .0000
8561328 .5000 13.2900
181,669.43 .0500 13.2400
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7.2900 .0000 6.9900
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7.2400 .0000
8561330 .5000 14.1500
131,022.99 .0500 14.1000
8.6500 .0000 14.1000
8.1500 .0000 7.8500
8.1000 .0000 7.8500
8.1000 .0000
8561336 .5000 14.3900
117,209.32 .0500 14.3400
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8.3400 .0000
8561338 .5000 14.6000
194,684.66 .0500 14.5500
9.1000 .0000 14.5500
8.6000 .0000 8.4000
8.5500 .0000 8.4000
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8561342 .5000 13.9900
244,326.93 .0500 13.9400
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7.9400 .0000
8561344 .5000 14.0000
80,622.51 .0500 13.9500
8.5000 .0000 13.9500
8.0000 .0000 7.8000
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7.9500 .0000
1
8561346 .5000 13.2400
169,858.61 .0500 13.1900
7.7400 .0000 13.1900
7.2400 .0000 6.9400
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7.1900 .0000
8561352 .5000 16.0200
56,953.94 .0500 15.9700
10.5200 .0000 15.9700
10.0200 .0000 8.8200
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8561354 .5000 13.4900
160,442.06 .0500 13.4400
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7.4400 .0000
8561356 .5000 14.0900
64,522.88 .0500 14.0400
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8561362 .5000 13.9900
153,712.48 .0500 13.9400
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8561364 .5000 12.9400
108,918.12 .0500 12.8900
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6.9400 .0000 6.6400
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6.8900 .0000
8561366 .5000 13.9400
109,297.10 .0500 13.8900
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7.8900 .0000
1
8561370 .5000 14.2900
75,956.63 .0500 14.2400
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8.2400 .0000
8561374 .5000 15.0000
118,632.70 .0500 14.9500
9.5000 .0000 14.9500
9.0000 .0000 8.7000
8.9500 .0000 8.7000
8.9500 .0000
8561380 .5000 13.4900
172,783.75 .0500 13.4400
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7.4400 .0000
8561384 .5000 12.9400
124,356.52 .0500 12.8900
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6.9400 .0000 6.6400
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6.8900 .0000
8561390 .5000 12.2400
92,036.80 .0500 12.1900
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6.2400 .0000 5.9400
6.1900 .0000 5.9400
6.1900 .0000
8561398 .5000 12.7900
208,432.90 .0500 12.7400
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6.7400 .0000
8561420 .5000 14.4900
234,521.56 .0500 14.4400
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8.4400 .0000
1
8561424 .5000 13.9200
118,603.21 .0500 13.8700
8.4200 .0000 13.8700
7.9200 .0000 7.7200
7.8700 .0000 7.7200
7.8700 .0000
8561428 .5000 14.2100
132,922.84 .0500 14.1600
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8.2100 .0000 8.0100
8.1600 .0000 8.0100
8.1600 .0000
8561446 .5000 13.8900
79,900.50 .0500 13.8400
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7.8900 .0000 7.5900
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7.8400 .0000
8561452 .5000 12.9400
207,843.77 .0500 12.8900
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6.9400 .0000 6.6400
6.8900 .0000 6.6400
6.8900 .0000
8561454 .5000 13.9200
80,650.19 .0500 13.8700
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7.8700 .0000
8561458 .5000 14.2500
224,889.97 .0500 14.2000
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8.2000 .0000
8561468 .5000 13.8900
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7.8400 .0000
1
8561472 .5000 12.9800
110,834.06 .0500 12.9300
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6.9800 .0000 6.7800
6.9300 .0000 6.7800
6.9300 .0000
8561478 .5000 13.1100
184,594.54 .0500 13.0600
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7.1100 .0000 6.9100
7.0600 .0000 6.9100
7.0600 .0000
8561490 .5000 13.5400
80,642.14 .0500 13.4900
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7.4900 .0000
8561500 .5000 15.0400
83,108.60 .0500 14.9900
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8.9900 .0000
8561502 .5000 14.1900
161,405.92 .0500 14.1400
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8561508 .5000 15.2500
144,264.71 .0500 15.2000
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9.2000 .0000
8561516 .5000 14.4900
69,870.47 .0500 14.4400
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8.4400 .0000
1
8561520 .5000 13.3900
278,064.09 .0500 13.3400
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7.3400 .0000
8561526 .5000 13.1900
142,398.20 .0500 13.1400
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7.1400 .0000
8561536 .5000 15.1600
155,575.93 .0500 15.1100
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9.1600 .0000 8.9600
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9.1100 .0000
8561538 .5000 14.4900
293,513.58 .0500 14.4400
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8.4400 .0000
8561570 .5000 13.9400
83,497.08 .0500 13.8900
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7.8900 .0000
8561576 .5000 13.4900
146,102.09 .0500 13.4400
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7.4400 .0000
8561582 .5000 14.4400
88,726.37 .0500 14.3900
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8.3900 .0000
1
8561592 .5000 13.7000
257,117.15 .0500 13.6500
8.2000 .0000 13.6500
7.7000 .0000 7.4000
7.6500 .0000 7.4000
7.6500 .0000
8561596 .5000 14.1400
85,183.82 .0500 14.0900
8.6400 .0000 14.0900
8.1400 .0000 7.8400
8.0900 .0000 7.8400
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8561604 .5000 14.8700
140,212.54 .0500 14.8200
9.3700 .0000 14.8200
8.8700 .0000 8.6800
8.8200 .0000 8.6800
8.8200 .0000
8561614 .5000 14.2400
116,640.21 .0500 14.1900
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8.2400 .0000 7.6900
8.1900 .0000 7.6900
8.1900 .0000
8561618 .5000 12.3400
107,816.45 .0500 12.2900
6.8400 .0000 12.2900
6.3400 .0000 6.0400
6.2900 .0000 6.0400
6.2900 .0000
8561630 .5000 14.4200
88,490.82 .0500 14.3700
8.9200 .0000 14.3700
8.4200 .0000 8.2200
8.3700 .0000 8.2200
8.3700 .0000
8561634 .5000 12.9400
268,747.99 .0500 12.8900
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6.9400 .0000 6.7400
6.8900 .0000 6.7400
6.8900 .0000
1
8561638 .5000 14.6400
77,217.67 .0500 14.5900
9.1400 .0000 14.5900
8.6400 .0000 8.3400
8.5900 .0000 8.3400
8.5900 .0000
8561642 .5000 14.2900
199,885.88 .0500 14.2400
8.7900 .0000 14.2400
8.2900 .0000 7.9900
8.2400 .0000 7.9900
8.2400 .0000
8561646 .5000 14.4900
197,382.85 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.1900
8.4400 .0000 8.1900
8.4400 .0000
8561654 .5000 14.5000
96,394.16 .0500 14.4500
9.0000 .0000 14.4500
8.5000 .0000 8.2000
8.4500 .0000 8.2000
8.4500 .0000
8561658 .5000 13.8900
145,096.33 .0500 13.8400
8.3900 .0000 13.8400
7.8900 .0000 7.5900
7.8400 .0000 7.5900
7.8400 .0000
8561664 .5000 13.0000
119,611.17 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 6.8100
6.9500 .0000 6.8100
6.9500 .0000
8561668 .5000 13.2500
223,882.50 .0500 13.2000
7.7500 .0000 13.2000
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7.2000 .0000
1
8561686 .5000 13.9200
90,194.41 .0500 13.8700
8.4200 .0000 13.8700
7.9200 .0000 7.6200
7.8700 .0000 7.6200
7.8700 .0000
8561700 .5000 13.9900
247,799.48 .0500 13.9400
8.4900 .0000 13.9400
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7.9400 .0000 7.6400
7.9400 .0000
8561708 .5000 13.1800
138,699.58 .0500 13.1300
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7.1800 .0000 6.9800
7.1300 .0000 6.9800
7.1300 .0000
8561724 .5000 13.2900
116,835.64 .0500 13.2400
7.7900 .0000 13.2400
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7.2400 .0000 7.0900
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8561726 .5000 12.6900
300,762.37 .0500 12.6400
7.1900 .0000 12.6400
6.6900 .0000 6.3900
6.6400 .0000 6.3900
6.6400 .0000
8561728 .5000 14.3400
242,215.11 .0500 14.2900
8.8400 .0000 14.2900
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8561734 .5000 13.5900
196,520.44 .0500 13.5400
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7.5400 .0000
1
8561738 .5000 13.4900
208,718.01 .0500 13.4400
7.9900 .0000 13.4400
7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8561740 .5000 13.3100
89,374.68 .0500 13.2600
7.8100 .0000 13.2600
7.3100 .0000 7.1100
7.2600 .0000 7.1100
7.2600 .0000
8561748 .5000 14.3500
124,741.70 .0500 14.3000
8.8500 .0000 14.3000
8.3500 .0000 8.0500
8.3000 .0000 8.0500
8.3000 .0000
8561750 .5000 14.4900
161,322.52 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.1900
8.4400 .0000 8.1900
8.4400 .0000
8561752 .5000 13.7500
102,368.83 .0500 13.7000
8.2500 .0000 13.7000
7.7500 .0000 7.4500
7.7000 .0000 7.4500
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8561754 .5000 13.1400
164,880.93 .0500 13.0900
7.6400 .0000 13.0900
7.1400 .0000 6.8400
7.0900 .0000 6.8400
7.0900 .0000
8561756 .5000 12.7400
104,235.53 .0500 12.6900
7.2400 .0000 12.6900
6.7400 .0000 6.4400
6.6900 .0000 6.4400
6.6900 .0000
1
8561760 .5000 14.5700
67,113.85 .0500 14.5200
9.0700 .0000 14.5200
8.5700 .0000 8.2700
8.5200 .0000 8.2700
8.5200 .0000
8561764 .5000 12.4300
245,881.85 .0500 12.3800
6.9300 .0000 12.3800
6.4300 .0000 6.2300
6.3800 .0000 6.2300
6.3800 .0000
8561768 .5000 13.4900
131,058.82 .0500 13.4400
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7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8561770 .5000 14.8900
188,005.30 .0500 14.8400
9.3900 .0000 14.8400
8.8900 .0000 8.4900
8.8400 .0000 8.4900
8.8400 .0000
8561774 .5000 12.4900
201,234.59 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
8561776 .5000 14.1800
113,866.42 .0500 14.1300
8.6800 .0000 14.1300
8.1800 .0000 7.9800
8.1300 .0000 7.9800
8.1300 .0000
8561778 .5000 13.8900
114,807.02 .0500 13.8400
8.3900 .0000 13.8400
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7.8400 .0000 7.5900
7.8400 .0000
1
8561780 .5000 13.2800
301,360.28 .0500 13.2300
7.7800 .0000 13.2300
7.2800 .0000 7.0800
7.2300 .0000 7.0800
7.2300 .0000
8561786 .5000 13.1900
212,340.99 .0500 13.1400
7.6900 .0000 13.1400
7.1900 .0000 6.9900
7.1400 .0000 6.9900
7.1400 .0000
8561790 .5000 14.6000
151,741.86 .0500 14.5500
9.1000 .0000 14.5500
8.6000 .0000 8.4000
8.5500 .0000 8.4000
8.5500 .0000
8561792 .5000 12.1900
141,666.78 .0500 12.1400
6.6900 .0000 12.1400
6.1900 .0000 5.8900
6.1400 .0000 5.8900
6.1400 .0000
8561806 .5000 12.4900
317,725.71 .0500 12.4400
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6.4900 .0000 6.2900
6.4400 .0000 6.2900
6.4400 .0000
8561808 .5000 13.4900
220,251.81 .0500 13.4400
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7.4400 .0000
8561810 .5000 14.2900
145,155.99 .0500 14.2400
8.7900 .0000 14.2400
8.2900 .0000 7.9900
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8.2400 .0000
1
8561812 .5000 15.8900
187,834.37 .0500 15.8400
10.3900 .0000 15.8400
9.8900 .0000 9.5900
9.8400 .0000 9.5900
9.8400 .0000
8561816 .5000 12.7400
97,913.41 .0500 12.6900
7.2400 .0000 12.6900
6.7400 .0000 6.4400
6.6900 .0000 6.4400
6.6900 .0000
8561822 .5000 13.4900
231,643.15 .0500 13.4400
7.9900 .0000 13.4400
7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8561824 .5000 14.2500
165,904.49 .0500 14.2000
8.7500 .0000 14.2000
8.2500 .0000 7.9500
8.2000 .0000 7.9500
8.2000 .0000
8561834 .5000 14.0900
115,761.65 .0500 14.0400
8.5900 .0000 14.0400
8.0900 .0000 7.7900
8.0400 .0000 7.7900
8.0400 .0000
8561836 .5000 13.8900
131,493.47 .0500 13.8400
8.3900 .0000 13.8400
7.8900 .0000 7.5900
7.8400 .0000 7.5900
7.8400 .0000
8561840 .5000 12.5400
306,749.33 .0500 12.4900
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6.5400 .0000 6.2400
6.4900 .0000 6.2400
6.4900 .0000
1
8561842 .5000 13.4300
75,644.21 .0500 13.3800
7.9300 .0000 13.3800
7.4300 .0000 7.2300
7.3800 .0000 7.2300
7.3800 .0000
8561844 .5000 14.5400
50,959.51 .0500 14.4900
9.0400 .0000 14.4900
8.5400 .0000 8.2400
8.4900 .0000 8.2400
8.4900 .0000
8561846 .5000 13.1800
149,784.55 .0500 13.1300
7.6800 .0000 13.1300
7.1800 .0000 6.9800
7.1300 .0000 6.9800
7.1300 .0000
8561854 .5000 14.4900
130,006.99 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.2900
8.4400 .0000 8.2900
8.4400 .0000
8561856 .5000 13.4900
287,611.43 .0500 13.4400
7.9900 .0000 13.4400
7.4900 .0000 7.2900
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7.4400 .0000
8561858 .5000 13.6900
298,552.14 .0500 13.6400
8.1900 .0000 13.6400
7.6900 .0000 7.3900
7.6400 .0000 7.3900
7.6400 .0000
8561860 .5000 14.0900
141,650.71 .0500 14.0400
8.5900 .0000 14.0400
8.0900 .0000 7.7900
8.0400 .0000 7.7900
8.0400 .0000
1
8561864 .5000 14.4900
156,527.80 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.2900
8.4400 .0000 8.2900
8.4400 .0000
8561868 .5000 12.6900
132,040.67 .0500 12.6400
7.1900 .0000 12.6400
6.6900 .0000 6.3900
6.6400 .0000 6.3900
6.6400 .0000
8561872 .5000 13.4900
108,153.87 .0500 13.4400
7.9900 .0000 13.4400
7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8561874 .5000 12.2900
129,888.94 .0500 12.2400
6.7900 .0000 12.2400
6.2900 .0000 5.9900
6.2400 .0000 5.9900
6.2400 .0000
8561876 .5000 11.7400
161,845.99 .0500 11.6900
6.2400 .0000 11.6900
5.7400 .0000 5.4400
5.6900 .0000 5.4400
5.6900 .0000
8561882 .5000 13.2400
227,838.75 .0500 13.1900
7.7400 .0000 13.1900
7.2400 .0000 6.8800
7.1900 .0000 6.8800
7.1900 .0000
8561886 .5000 12.4900
204,831.63 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
1
8561892 .5000 13.4900
211,157.93 .0500 13.4400
7.9900 .0000 13.4400
7.4900 .0000 7.1900
7.4400 .0000 7.1900
7.4400 .0000
8561894 .5000 13.3900
280,447.45 .0500 13.3400
7.8900 .0000 13.3400
7.3900 .0000 7.1900
7.3400 .0000 7.1900
7.3400 .0000
8561898 .5000 13.0400
82,507.96 .0500 12.9900
7.5400 .0000 12.9900
7.0400 .0000 6.8400
6.9900 .0000 6.8400
6.9900 .0000
8561906 .5000 15.3400
79,689.51 .0500 15.2900
9.8400 .0000 15.2900
9.3400 .0000 9.1400
9.2900 .0000 9.1400
9.2900 .0000
8561908 .5000 12.7400
161,246.76 .0500 12.6900
7.2400 .0000 12.6900
6.7400 .0000 6.4400
6.6900 .0000 6.4400
6.6900 .0000
8561910 .5000 14.8200
104,392.80 .0500 14.7700
9.3200 .0000 14.7700
8.8200 .0000 8.6200
8.7700 .0000 8.6200
8.7700 .0000
8561912 .5000 14.4400
115,771.32 .0500 14.3900
8.9400 .0000 14.3900
8.4400 .0000 8.1400
8.3900 .0000 8.1400
8.3900 .0000
1
8561914 .5000 14.4900
111,976.82 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.1900
8.4400 .0000 8.1900
8.4400 .0000
8561916 .5000 13.4400
218,202.20 .0500 13.3900
7.9400 .0000 13.3900
7.4400 .0000 7.2400
7.3900 .0000 7.2400
7.3900 .0000
8561918 .5000 13.0900
161,382.28 .0500 13.0400
7.5900 .0000 13.0400
7.0900 .0000 6.7900
7.0400 .0000 6.7900
7.0400 .0000
8561922 .5000 13.7400
190,753.41 .0500 13.6900
8.2400 .0000 13.6900
7.7400 .0000 7.4900
7.6900 .0000 7.4900
7.6900 .0000
8561924 .5000 14.2900
154,822.29 .0500 14.2400
8.7900 .0000 14.2400
8.2900 .0000 7.9900
8.2400 .0000 7.9900
8.2400 .0000
8561926 .5000 12.7000
127,899.15 .0500 12.6500
7.2000 .0000 12.6500
6.7000 .0000 6.5000
6.6500 .0000 6.5000
6.6500 .0000
8561930 .5000 13.3400
67,406.11 .0500 13.2900
7.8400 .0000 13.2900
7.3400 .0000 7.1400
7.2900 .0000 7.1400
7.2900 .0000
1
8561934 .5000 12.0600
292,738.19 .0500 12.0100
6.5600 .0000 12.0100
6.0600 .0000 5.7600
6.0100 .0000 5.7600
6.0100 .0000
8561944 .5000 13.2900
144,796.30 .0500 13.2400
7.7900 .0000 13.2400
7.2900 .0000 6.9900
7.2400 .0000 6.9900
7.2400 .0000
8561946 .5000 14.7900
152,792.13 .0500 14.7400
9.2900 .0000 14.7400
8.7900 .0000 8.4900
8.7400 .0000 8.4900
8.7400 .0000
8561948 .5000 12.5400
251,295.47 .0500 12.4900
7.0400 .0000 12.4900
6.5400 .0000 6.3400
6.4900 .0000 6.3400
6.4900 .0000
8561950 .5000 14.1400
120,697.23 .0500 14.0900
8.6400 .0000 14.0900
8.1400 .0000 7.8400
8.0900 .0000 7.8400
8.0900 .0000
8561952 .5000 12.4900
65,211.39 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 6.1900
6.4400 .0000 6.1900
6.4400 .0000
8561956 .5000 15.2700
83,442.71 .0500 15.2200
9.7700 .0000 15.2200
9.2700 .0000 9.0700
9.2200 .0000 9.0700
9.2200 .0000
1
8561962 .5000 13.2500
199,120.61 .0500 13.2000
7.7500 .0000 13.2000
7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8561964 .5000 13.9700
56,930.26 .0500 13.9200
8.4700 .0000 13.9200
7.9700 .0000 7.7700
7.9200 .0000 7.7700
7.9200 .0000
8562192 .5000 14.0000
80,651.81 .0500 13.9500
8.5000 .0000 13.9500
8.0000 .0000 7.2000
7.9500 .0000 7.2000
7.9500 .0000
8562212 .5000 12.5000
152,874.59 .0500 12.4500
7.0000 .0000 12.4500
6.5000 .0000 6.0750
6.4500 .0000 6.0750
6.4500 .0000
8562306 .5000 12.4900
112,314.66 .0500 12.4400
6.9900 .0000 12.4400
6.4900 .0000 7.3250
6.4400 .0000 7.3250
6.4400 .0000
8562802 .5000 12.5000
96,840.52 .0500 12.4500
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6.5000 .0000 6.0750
6.4500 .0000 6.0750
6.4500 .0000
8563340 .2500 10.5000
180,500.00 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 1.9500
4.4500 .0000 1.9500
4.4500 .0000
1
8563348 .3750 13.3750
239,000.00 .0500 13.3250
7.7500 .0000 13.3250
7.3750 .0000 8.3250
7.3250 .0000 8.3250
7.3250 .0000
8563350 .5000 13.1250
87,400.00 .0500 13.0750
7.6250 .0000 13.0750
7.1250 .0000 8.2000
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7.0750 .0000
8563374 .3750 13.0000
110,200.00 .0500 12.9500
7.3750 .0000 12.9500
7.0000 .0000 7.5750
6.9500 .0000 7.5750
6.9500 .0000
8563390 .2500 10.3750
80,000.00 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8563392 .2500 11.1250
160,000.00 .0500 11.0750
5.3750 .0000 11.0750
5.1250 .0000 2.9500
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5.0750 .0000
8563396 .5000 13.6250
158,308.38 .0500 13.5750
8.1250 .0000 13.5750
7.6250 .0000 8.0750
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7.5750 .0000
8563424 .3750 12.8750
65,400.00 .0500 12.8250
7.2500 .0000 12.8250
6.8750 .0000 7.5750
6.8250 .0000 7.5750
6.8250 .0000
1
8563426 .2500 11.0000
210,000.00 .0500 10.9500
5.2500 .0000 10.9500
5.0000 .0000 2.9500
4.9500 .0000 2.9500
4.9500 .0000
8563492 .3750 13.1250
135,000.00 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 7.5750
7.0750 .0000 7.5750
7.0750 .0000
8563540 .5000 13.8750
153,500.00 .0500 13.8250
8.3750 .0000 13.8250
7.8750 .0000 8.9500
7.8250 .0000 8.9500
7.8250 .0000
8563552 .3750 12.1250
130,855.75 .0500 12.0750
6.5000 .0000 12.0750
6.1250 .0000 7.0750
6.0750 .0000 7.0750
6.0750 .0000
8563650 .3750 13.1250
235,000.00 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 8.3250
7.0750 .0000 8.3250
7.0750 .0000
8563662 .3750 11.7500
202,500.00 .0500 11.7000
6.1250 .0000 11.7000
5.7500 .0000 6.9500
5.7000 .0000 6.9500
5.7000 .0000
8563670 .2500 10.3750
213,750.00 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 1.9500
4.3250 .0000 1.9500
4.3250 .0000
1
8563672 .5000 13.6250
135,000.00 .0500 13.5750
8.1250 .0000 13.5750
7.6250 .0000 8.7000
7.5750 .0000 8.7000
7.5750 .0000
8563698 .3750 13.2500
93,510.00 .0500 13.2000
7.6250 .0000 13.2000
7.2500 .0000 7.8250
7.2000 .0000 7.8250
7.2000 .0000
8563700 .2500 10.5000
100,000.00 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8563720 .3750 12.2500
178,500.00 .0500 12.2000
6.6250 .0000 12.2000
6.2500 .0000 6.7000
6.2000 .0000 6.7000
6.2000 .0000
8563730 .3750 12.3750
186,800.00 .0500 12.3250
6.7500 .0000 12.3250
6.3750 .0000 7.2000
6.3250 .0000 7.2000
6.3250 .0000
8563732 .2500 10.1250
167,000.00 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
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4.0750 .0000
8563802 .3750 12.2500
284,525.00 .0500 12.2000
6.6250 .0000 12.2000
6.2500 .0000 7.5750
6.2000 .0000 7.5750
6.2000 .0000
1
8563804 .3750 12.5000
109,900.00 .0500 12.4500
6.8750 .0000 12.4500
6.5000 .0000 7.5750
6.4500 .0000 7.5750
6.4500 .0000
8563810 .5000 14.0000
159,978.00 .0500 13.9500
8.5000 .0000 13.9500
8.0000 .0000 8.5750
7.9500 .0000 8.5750
7.9500 .0000
8563822 .3750 13.1250
199,500.00 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 7.7000
7.0750 .0000 7.7000
7.0750 .0000
8563830 .5000 13.2500
175,750.00 .0500 13.2000
7.7500 .0000 13.2000
7.2500 .0000 7.5750
7.2000 .0000 7.5750
7.2000 .0000
8563834 .5000 14.0000
222,965.00 .0500 13.9500
8.5000 .0000 13.9500
8.0000 .0000 8.0750
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7.9500 .0000
8563850 .3750 13.3750
261,000.00 .0500 13.3250
7.7500 .0000 13.3250
7.3750 .0000 7.7000
7.3250 .0000 7.7000
7.3250 .0000
8563854 .5000 13.3750
134,500.00 .0500 13.3250
7.8750 .0000 13.3250
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7.3250 .0000
1
8563864 .3750 13.5000
61,750.00 .0500 13.4500
7.8750 .0000 13.4500
7.5000 .0000 7.7000
7.4500 .0000 7.7000
7.4500 .0000
8563880 .5000 13.3750
92,000.00 .0500 13.3250
7.8750 .0000 13.3250
7.3750 .0000 7.7000
7.3250 .0000 7.7000
7.3250 .0000
8563888 .3750 11.8750
94,000.00 .0500 11.8250
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8566034 .5000 15.0000
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8566426 .5000 13.8750
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8567852 .5000 14.6250
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8574830 .5000 14.2500
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1
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1
8575910 .3750 11.8750
310,500.00 .0500 11.8250
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1
8576188 .5000 13.8500
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1
8579172 .5000 15.6300
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1
8579436 .5000 14.3750
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1
8579576 .3750 13.2500
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8579580 .2500 10.6250
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8579584 .5000 13.1250
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8579744 .2500 10.5000
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1
8579746 .3750 14.3750
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8579750 .5000 14.2500
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8579780 .5000 14.5000
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8579824 .2500 10.0000
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1
8580010 .5000 12.8750
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1
8580254 .5000 12.8400
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8580264 .5000 14.3900
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1
8580314 .5000 13.3400
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8580392 .5000 14.4400
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1
8580416 .5000 12.5300
284,299.20 .0500 12.4800
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8580426 .5000 13.9900
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8580436 .5000 12.4400
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8580460 .5000 13.3900
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1
8580566 .5000 14.3900
139,500.00 .0500 14.3400
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8580616 .5000 13.7400
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8580630 .5000 13.8400
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8580650 .5000 12.4900
242,800.42 .0500 12.4400
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1
8580702 .5000 11.7400
310,204.81 .0500 11.6900
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8580710 .5000 14.1400
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8580712 .5000 13.2900
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8580734 .5000 12.3750
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1
8580736 .5000 15.1200
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8580740 .5000 13.1400
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1
8580784 .5000 13.8900
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8580786 .5000 12.9900
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1
8580812 .5000 11.9900
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8580842 .5000 11.8900
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1
8580962 .5000 13.2000
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1
8581018 .5000 14.1000
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8585040 .5000 14.9900
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8585048 .5000 15.0000
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8585050 .5000 13.8700
125,763.15 .0500 13.8200
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1
8585052 .5000 16.2000
123,108.01 .0500 16.1500
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8585256 .3750 13.5000
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8585300 .5000 13.1250
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8585324 .5000 13.3750
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8585372 .2500 11.2500
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8585522 .3750 12.1250
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1
8585658 .3750 13.1250
81,000.00 .0500 13.0750
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8585670 .5000 12.5000
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8585680 .2500 10.2500
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8585684 .2500 10.6250
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8585708 .2500 10.6250
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8585730 .5000 13.2500
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7.2000 .0000
1
8585746 .5000 13.3750
181,874.75 .0500 13.3250
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8585750 .3750 12.6250
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8585754 .3750 12.0000
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8585776 .3750 13.2500
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8585786 .5000 12.7500
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8585798 .5000 13.3750
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1
8585806 .5000 13.1250
121,000.00 .0500 13.0750
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8585844 .2500 10.7500
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8585850 .5000 13.3750
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8585974 .5000 14.0000
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8586006 .5000 12.1250
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8586008 .5000 13.8750
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8586012 .5000 13.8750
180,000.00 .0500 13.8250
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7.8250 .0000
1
8586018 .5000 13.2500
132,906.13 .0500 13.2000
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8586172 .5000 13.8750
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8586296 .2500 11.0000
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8586548 .5000 15.4500
99,610.45 .0500 15.4000
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8586550 .5000 15.0500
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9.0500 .0000 8.5000
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8586568 .5000 14.1000
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8586570 .5000 14.5000
87,352.26 .0500 14.4500
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8.5000 .0000 7.9500
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8.4500 .0000
1
8586578 .5000 14.2000
122,228.91 .0500 14.1500
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8.1500 .0000
8586584 .5000 14.2000
112,434.61 .0500 14.1500
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8.1500 .0000
8586592 .5000 14.2000
123,927.92 .0500 14.1500
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8.1500 .0000
8586608 .5000 14.5000
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8586630 .5000 14.0000
105,935.78 .0500 13.9500
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8586636 .5000 15.4500
84,512.20 .0500 15.4000
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8586644 .5000 15.3500
104,852.08 .0500 15.3000
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9.3500 .0000 8.8000
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9.3000 .0000
1
8586654 .5000 13.7400
150,282.43 .0500 13.6900
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6.7400 .0000 6.4400
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8586676 .5000 14.0000
148,410.03 .0500 13.9500
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8586680 .5000 16.7500
165,230.68 .0500 16.7000
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8586696 .5000 12.7500
295,619.24 .0500 12.7000
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8586808 .5000 14.5000
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8586814 .5000 14.1000
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8586872 .5000 13.7000
140,759.26 .0500 13.6500
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7.6500 .0000
1
8586880 .5000 15.4500
113,949.03 .0500 15.4000
9.9500 .0000 15.4000
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8586890 .5000 15.4500
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8586898 .5000 13.9000
128,170.69 .0500 13.8500
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7.8500 .0000
8586908 .5000 15.0500
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9.0500 .0000 8.5000
9.0000 .0000 8.5000
9.0000 .0000
8586916 .5000 13.8000
109,181.05 .0500 13.7500
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7.8000 .0000 7.2500
7.7500 .0000 7.2500
7.7500 .0000
8586918 .2500 9.8750
287,444.42 .0500 9.8250
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3.8750 .0000 2.9500
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3.8250 .0000
8586946 .5000 14.4500
149,917.21 .0500 14.4000
8.9500 .0000 14.4000
8.4500 .0000 7.9000
8.4000 .0000 7.9000
8.4000 .0000
1
8587030 .5000 13.4000
237,837.03 .0500 13.3500
7.9000 .0000 13.3500
7.4000 .0000 6.8500
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8587034 .5000 13.7500
180,985.00 .0500 13.7000
8.2500 .0000 13.7000
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7.7000 .0000
8587044 .5000 14.5000
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8.5000 .0000 7.9500
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8.4500 .0000
8587054 .5000 14.7000
81,957.05 .0500 14.6500
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8.7000 .0000 8.1500
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8.6500 .0000
8587134 .5000 13.2500
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7.2000 .0000
8587136 .5000 12.7500
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6.7000 .0000
8587248 .5000 12.7500
102,000.00 .0500 12.7000
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6.7000 .0000
1
8587264 .5000 14.2000
87,449.14 .0500 14.1500
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8.1500 .0000
8587276 .5000 14.1000
191,786.11 .0500 14.0500
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8587286 .5000 14.9000
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8587376 .5000 14.1000
91,200.00 .0500 14.0500
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8.1000 .0000 7.5500
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8587426 .5000 15.1000
90,956.17 .0500 15.0500
9.6000 .0000 15.0500
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8587442 .5000 14.5400
117,736.19 .0500 14.4900
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8587448 .5000 14.7500
132,931.05 .0500 14.7000
9.2500 .0000 14.7000
8.7500 .0000 8.2000
8.7000 .0000 8.2000
8.7000 .0000
1
8587480 .5000 14.5000
67,862.91 .0500 14.4500
9.0000 .0000 14.4500
8.5000 .0000 7.9500
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8.4500 .0000
8587522 .5000 13.8500
117,210.30 .0500 13.8000
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6.8500 .0000 6.5500
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6.8000 .0000
8587590 .5000 13.1400
138,255.66 .0500 13.0900
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6.1400 .0000 5.8400
6.0900 .0000 5.8400
6.0900 .0000
8587632 .5000 14.1000
208,860.00 .0500 14.0500
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8.1000 .0000 7.5500
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8587674 .5000 14.1000
156,656.98 .0500 14.0500
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8587690 .5000 14.5000
218,500.00 .0500 14.4500
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8.4500 .0000
8587700 .5000 13.8000
127,219.65 .0500 13.7500
8.3000 .0000 13.7500
7.8000 .0000 7.2500
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7.7500 .0000
1
8587708 .5000 14.1000
137,750.00 .0500 14.0500
8.6000 .0000 14.0500
8.1000 .0000 7.5500
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8587716 .5000 15.4500
74,100.00 .0500 15.4000
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8587726 .5000 15.4500
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8587742 .5000 14.7500
227,881.80 .0500 14.7000
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8587748 .5000 14.2000
89,447.98 .0500 14.1500
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8587754 .5000 14.5000
118,685.14 .0500 14.4500
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8.5000 .0000 7.9500
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8587766 .5000 14.1000
127,224.46 .0500 14.0500
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1
8587920 .5000 14.2000
112,934.31 .0500 14.1500
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8.1500 .0000
8587924 .5000 15.4500
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8587986 .5000 14.7200
118,688.05 .0500 14.6700
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8587998 .5000 13.8400
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6.7900 .0000
8588000 .5000 14.5000
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8588040 .5000 13.4900
105,737.29 .0500 13.4400
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6.4400 .0000
8588142 .5000 13.5000
197,674.45 .0500 13.4500
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6.5000 .0000 6.2000
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6.4500 .0000
1
8588256 .5000 14.6250
107,792.61 .0500 14.5750
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8.6250 .0000 8.3250
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8588302 .2500 9.8750
247,299.94 .0500 9.8250
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3.8250 .0000
8588378 .5000 13.0000
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8588536 .5000 13.0000
190,858.25 .0500 12.9500
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8588548 .5000 12.7500
225,150.00 .0500 12.7000
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8589326 .2500 11.2500
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1
8589580 .2500 11.7500
94,306.02 .0500 11.7000
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8589604 .2500 11.7500
259,219.63 .0500 11.7000
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8589736 .5000 13.9900
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8589800 .2500 10.2500
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8589826 .2500 16.2500
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8589836 .2500 16.2500
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1
8589840 .2500 16.1250
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8589844 .2500 15.3750
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8589846 .2500 16.5000
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8589860 .2500 15.2500
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8590470 .2500 9.7500
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3.7000 .0000
8590628 .2500 10.5000
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1
8590808 .2500 10.7500
85,200.00 .0500 10.7000
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8590822 .3750 12.5000
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8590852 .3750 12.8750
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8590874 .3750 12.6250
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8590878 .2500 11.2500
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8590894 .3750 12.8750
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6.8250 .0000
1
8590962 .5000 13.0000
101,650.00 .0500 12.9500
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8593342 .3750 11.7250
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1
8593388 .2500 12.0000
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8593422 .3750 11.8750
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1
8593486 .2500 11.6250
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1
8593516 .3750 13.6250
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1
8593544 .2500 11.1000
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1
8593604 .2500 12.6000
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1
8593638 .3750 12.1000
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1
8593658 .3750 13.3750
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1
8593700 .3750 12.5750
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1
8593760 .3750 13.6750
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1
8593802 .2500 11.9500
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1
8593874 .3750 12.9250
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8593902 .3750 12.2750
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1
8593938 .2500 11.2500
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1
8593990 .3750 12.9750
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1
8594054 .2500 12.4500
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5.1250 .0000 10.8250
4.8750 .0000 2.9500
4.8250 .0000 2.9500
4.8250 .0000
8756917 .2500 11.0000
149,880.21 .0500 10.9500
5.2500 .0000 10.9500
5.0000 .0000 2.9500
4.9500 .0000 2.9500
4.9500 .0000
8757203 .2500 10.7500
175,064.00 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8759569 .2500 11.0000
255,115.19 .0500 10.9500
5.2500 .0000 10.9500
5.0000 .0000 2.9500
4.9500 .0000 2.9500
4.9500 .0000
8760663 .3750 13.0000
65,399.43 .0500 12.9500
7.3750 .0000 12.9500
7.0000 .0000 7.5750
6.9500 .0000 7.5750
6.9500 .0000
1
8762219 .2500 10.5000
298,813.38 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8763943 .2500 10.5000
194,258.99 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8766093 .2500 9.5000
112,609.23 .0500 9.4500
3.7500 .0000 9.4500
3.5000 .0000 2.9500
3.4500 .0000 2.9500
3.4500 .0000
8769621 .2500 10.7500
259,058.86 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8771945 .2500 10.5000
107,468.16 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.4500
4.4500 .0000 2.4500
4.4500 .0000
8773579 .2500 10.0000
320,664.39 .0500 9.9500
4.2500 .0000 9.9500
4.0000 .0000 2.9500
3.9500 .0000 2.9500
3.9500 .0000
8777315 .2500 10.5000
54,262.83 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
1
8777411 .2500 10.6250
142,390.67 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
8777803 .2500 11.0000
319,264.29 .0500 10.9500
5.2500 .0000 10.9500
5.0000 .0000 2.9500
4.9500 .0000 2.9500
4.9500 .0000
8778169 .3750 13.0000
115,238.82 .0500 12.9500
7.3750 .0000 12.9500
7.0000 .0000 7.9500
6.9500 .0000 7.9500
6.9500 .0000
8778201 .2500 10.6250
119,692.63 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
8780825 .5000 15.7500
109,860.43 .0500 15.7000
10.2500 .0000 15.7000
9.7500 .0000 9.3500
9.7000 .0000 9.3500
9.7000 .0000
8780981 .5000 14.6250
75,927.66 .0500 14.5750
9.1250 .0000 14.5750
8.6250 .0000 8.2250
8.5750 .0000 8.2250
8.5750 .0000
8782773 .2500 10.3750
300,223.59 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
1
8782979 .2500 10.6250
205,642.01 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
8783059 .2500 10.3750
99,742.06 .0500 10.3250
4.6250 .0000 10.3250
4.3750 .0000 2.9500
4.3250 .0000 2.9500
4.3250 .0000
8784841 .5000 14.0000
143,804.56 .0500 13.9500
8.5000 .0000 13.9500
8.0000 .0000 8.2000
7.9500 .0000 8.2000
7.9500 .0000
8785953 .5000 12.9900
304,594.67 .0500 12.9400
7.4900 .0000 12.9400
6.9900 .0000 7.4400
6.9400 .0000 7.4400
6.9400 .0000
8786391 .5000 13.9000
251,529.22 .0500 13.8500
8.4000 .0000 13.8500
7.9000 .0000 7.8500
7.8500 .0000 7.8500
7.8500 .0000
8786517 .2500 10.2500
103,118.19 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
8787825 .2500 10.7500
101,754.37 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
1
8789771 .5000 15.0000
67,349.56 .0500 14.9500
9.5000 .0000 14.9500
9.0000 .0000 8.0750
8.9500 .0000 8.0750
8.9500 .0000
8789887 .5000 14.5000
114,823.96 .0500 14.4500
9.0000 .0000 14.4500
8.5000 .0000 8.9500
8.4500 .0000 8.9500
8.4500 .0000
8790371 .2500 14.1250
71,864.81 .0500 14.0750
8.3750 .0000 14.0750
8.1250 .0000 6.5750
8.0750 .0000 6.5750
8.0750 .0000
8790531 .5000 14.7500
62,002.68 .0500 14.7000
9.2500 .0000 14.7000
8.7500 .0000 8.2000
8.7000 .0000 8.2000
8.7000 .0000
8790599 .5000 13.8750
171,950.31 .0500 13.8250
8.3750 .0000 13.8250
7.8750 .0000 7.8250
7.8250 .0000 7.8250
7.8250 .0000
8796541 .2500 10.1250
240,549.01 .0500 10.0750
4.3750 .0000 10.0750
4.1250 .0000 2.9500
4.0750 .0000 2.9500
4.0750 .0000
8797617 .2500 10.7500
147,843.12 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
1
8799597 .5000 14.4500
104,589.11 .0500 14.4000
8.9500 .0000 14.4000
8.4500 .0000 7.9000
8.4000 .0000 7.9000
8.4000 .0000
8799603 .5000 16.7000
83,913.18 .0500 16.6500
11.2000 .0000 16.6500
10.7000 .0000 10.1500
10.6500 .0000 10.1500
10.6500 .0000
8800363 .2500 10.6250
246,391.36 .0500 10.5750
4.8750 .0000 10.5750
4.6250 .0000 2.9500
4.5750 .0000 2.9500
4.5750 .0000
8800391 .2500 10.5000
309,218.40 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8800571 .2500 10.5000
105,303.64 .0500 10.4500
4.7500 .0000 10.4500
4.5000 .0000 2.9500
4.4500 .0000 2.9500
4.4500 .0000
8802025 .2500 10.7500
169,590.61 .0500 10.7000
5.0000 .0000 10.7000
4.7500 .0000 2.9500
4.7000 .0000 2.9500
4.7000 .0000
8802277 .2500 10.2500
179,325.57 .0500 10.2000
4.5000 .0000 10.2000
4.2500 .0000 2.9500
4.2000 .0000 2.9500
4.2000 .0000
1
8802597 .5000 14.2500
157,549.57 .0500 14.2000
7.7500 .0000 14.2000
7.2500 .0000 6.7000
7.2000 .0000 6.7000
7.2000 .0000
8802931 .5000 15.3750
79,727.20 .0500 15.3250
9.8750 .0000 15.3250
9.3750 .0000 8.4500
9.3250 .0000 8.4500
9.3250 .0000
8804789 .5000 14.6250
229,744.29 .0500 14.5750
9.1250 .0000 14.5750
8.6250 .0000 8.3250
8.5750 .0000 8.3250
8.5750 .0000
8804791 .5000 15.6250
201,825.26 .0500 15.5750
10.1250 .0000 15.5750
9.6250 .0000 9.3250
9.5750 .0000 9.3250
9.5750 .0000
8804817 .5000 15.7500
67,942.72 .0500 15.7000
10.2500 .0000 15.7000
9.7500 .0000 9.4500
9.7000 .0000 9.4500
9.7000 .0000
8804883 .5000 14.0000
83,498.36 .0500 13.9500
8.5000 .0000 13.9500
8.0000 .0000 7.7000
7.9500 .0000 7.7000
7.9500 .0000
8805179 .3750 13.3750
154,156.39 .0500 13.3250
7.7500 .0000 13.3250
7.3750 .0000 7.0750
7.3250 .0000 7.0750
7.3250 .0000
1
8805437 .3750 13.5000
146,297.69 .0500 13.4500
7.8750 .0000 13.4500
7.5000 .0000 7.2000
7.4500 .0000 7.2000
7.4500 .0000
8805813 .5000 13.2500
258,832.94 .0500 13.2000
7.7500 .0000 13.2000
7.2500 .0000 6.5750
7.2000 .0000 6.5750
7.2000 .0000
8806421 .5000 12.8750
202,189.49 .0500 12.8250
7.3750 .0000 12.8250
6.8750 .0000 6.0750
6.8250 .0000 6.0750
6.8250 .0000
8808073 .3750 13.6250
87,377.19 .0500 13.5750
8.0000 .0000 13.5750
7.6250 .0000 7.3250
7.5750 .0000 7.3250
7.5750 .0000
8808101 .5000 16.0000
95,923.37 .0500 15.9500
10.5000 .0000 15.9500
10.0000 .0000 9.7000
9.9500 .0000 9.7000
9.9500 .0000
8808151 .3750 14.2500
164,804.48 .0500 14.2000
8.6250 .0000 14.2000
8.2500 .0000 7.9500
8.2000 .0000 7.9500
8.2000 .0000
8808243 .3750 13.5000
151,640.31 .0500 13.4500
7.8750 .0000 13.4500
7.5000 .0000 7.2000
7.4500 .0000 7.2000
7.4500 .0000
1
8808551 .3750 13.5000
223,465.99 .0500 13.4500
7.8750 .0000 13.4500
7.5000 .0000 7.2000
7.4500 .0000 7.2000
7.4500 .0000
8808559 .3750 13.2500
157,271.28 .0500 13.2000
7.6250 .0000 13.2000
7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8808619 .5000 14.4900
212,091.69 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.2000
8.4400 .0000 8.2000
8.4400 .0000
8808625 .5000 13.0000
161,259.55 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 6.7000
6.9500 .0000 6.7000
6.9500 .0000
8808655 .5000 13.2500
71,149.11 .0500 13.2000
7.7500 .0000 13.2000
7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8808657 .5000 13.2500
71,149.11 .0500 13.2000
7.7500 .0000 13.2000
7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8808731 .3750 14.0000
158,452.10 .0500 13.9500
8.3750 .0000 13.9500
8.0000 .0000 7.7000
7.9500 .0000 7.7000
7.9500 .0000
1
8808753 .3750 14.1250
177,434.00 .0500 14.0750
8.5000 .0000 14.0750
8.1250 .0000 7.8250
8.0750 .0000 7.8250
8.0750 .0000
8808969 .3750 13.8750
193,552.01 .0500 13.8250
8.2500 .0000 13.8250
7.8750 .0000 7.5750
7.8250 .0000 7.5750
7.8250 .0000
8808983 .3750 13.3750
145,793.25 .0500 13.3250
7.7500 .0000 13.3250
7.3750 .0000 7.0750
7.3250 .0000 7.0750
7.3250 .0000
8810727 .5000 13.0000
126,492.62 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 6.7000
6.9500 .0000 6.7000
6.9500 .0000
8810753 .5000 14.7500
108,943.49 .0500 14.7000
9.2500 .0000 14.7000
8.7500 .0000 8.4500
8.7000 .0000 8.4500
8.7000 .0000
8810759 .5000 15.7500
136,942.55 .0500 15.7000
10.2500 .0000 15.7000
9.7500 .0000 9.4500
9.7000 .0000 9.4500
9.7000 .0000
8810771 .5000 15.1250
256,876.88 .0500 15.0750
9.6250 .0000 15.0750
9.1250 .0000 8.8250
9.0750 .0000 8.8250
9.0750 .0000
1
8811715 .3750 13.1250
216,838.95 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 6.8250
7.0750 .0000 6.8250
7.0750 .0000
8811935 .3750 13.1250
196,853.80 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 6.9500
7.0750 .0000 6.9500
7.0750 .0000
8812449 .5000 15.0000
71,214.95 .0500 14.9500
9.5000 .0000 14.9500
9.0000 .0000 8.7000
8.9500 .0000 8.7000
8.9500 .0000
8812453 .5000 14.5000
157,413.97 .0500 14.4500
9.0000 .0000 14.4500
8.5000 .0000 8.2000
8.4500 .0000 8.2000
8.4500 .0000
8812471 .5000 13.2500
139,551.44 .0500 13.2000
7.7500 .0000 13.2000
7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8813031 .5000 15.1250
115,444.67 .0500 15.0750
9.6250 .0000 15.0750
9.1250 .0000 8.8250
9.0750 .0000 8.8250
9.0750 .0000
8813033 .5000 13.5000
109,176.69 .0500 13.4500
8.0000 .0000 13.4500
7.5000 .0000 7.2000
7.4500 .0000 7.2000
7.4500 .0000
1
8814133 .3750 14.5000
104,927.74 .0500 14.4500
7.8750 .0000 14.4500
7.5000 .0000 7.8250
7.4500 .0000 7.8250
7.4500 .0000
8814149 .3750 14.5000
87,814.53 .0500 14.4500
7.8750 .0000 14.4500
7.5000 .0000 7.4500
7.4500 .0000 7.4500
7.4500 .0000
8818561 .3750 14.3750
175,625.96 .0500 14.3250
7.7500 .0000 14.3250
7.3750 .0000 7.7030
7.3250 .0000 7.7030
7.3250 .0000
8818583 .5000 14.2500
185,593.91 .0500 14.2000
7.7500 .0000 14.2000
7.2500 .0000 8.0750
7.2000 .0000 8.0750
7.2000 .0000
8818601 .5000 14.2500
161,386.01 .0500 14.2000
7.7500 .0000 14.2000
7.2500 .0000 8.3250
7.2000 .0000 8.3250
7.2000 .0000
8819331 .5000 13.0000
265,802.59 .0500 12.9500
7.5000 .0000 12.9500
7.0000 .0000 6.4500
6.9500 .0000 6.4500
6.9500 .0000
8820207 .3750 13.3750
118,202.51 .0500 13.3250
7.7500 .0000 13.3250
7.3750 .0000 7.0750
7.3250 .0000 7.0750
7.3250 .0000
1
8820209 .3750 13.3750
145,921.94 .0500 13.3250
7.7500 .0000 13.3250
7.3750 .0000 7.0750
7.3250 .0000 7.0750
7.3250 .0000
8820237 .5000 15.4900
54,975.62 .0500 15.4400
9.9900 .0000 15.4400
9.4900 .0000 9.2000
9.4400 .0000 9.2000
9.4400 .0000
8820305 .3750 13.6250
74,949.68 .0500 13.5750
8.0000 .0000 13.5750
7.6250 .0000 7.3250
7.5750 .0000 7.3250
7.5750 .0000
8820309 .5000 14.4900
168,807.55 .0500 14.4400
8.9900 .0000 14.4400
8.4900 .0000 8.2000
8.4400 .0000 8.2000
8.4400 .0000
8820399 .5000 13.1250
173,774.14 .0500 13.0750
7.6250 .0000 13.0750
7.1250 .0000 6.9500
7.0750 .0000 6.9500
7.0750 .0000
8820409 .5000 14.2500
79,953.97 .0500 14.2000
8.7500 .0000 14.2000
8.2500 .0000 7.9500
8.2000 .0000 7.9500
8.2000 .0000
8820413 .5000 13.6250
114,874.81 .0500 13.5750
8.1250 .0000 13.5750
7.6250 .0000 7.3250
7.5750 .0000 7.3250
7.5750 .0000
1
8820417 .5000 14.3750
157,161.84 .0500 14.3250
8.8750 .0000 14.3250
8.3750 .0000 8.2000
8.3250 .0000 8.2000
8.3250 .0000
8820553 .3750 13.7500
174,755.14 .0500 13.7000
7.1250 .0000 13.7000
6.7500 .0000 6.9500
6.7000 .0000 6.9500
6.7000 .0000
8821461 .5000 15.2500
169,121.06 .0500 15.2000
9.7500 .0000 15.2000
9.2500 .0000 8.9500
9.2000 .0000 8.9500
9.2000 .0000
8822073 .5000 14.0000
52,211.22 .0500 13.9500
7.5000 .0000 13.9500
7.0000 .0000 7.3250
6.9500 .0000 7.3250
6.9500 .0000
8822259 .3750 14.3750
95,169.78 .0500 14.3250
7.7500 .0000 14.3250
7.3750 .0000 8.3250
7.3250 .0000 8.3250
7.3250 .0000
8822361 .5000 14.5000
135,920.71 .0500 14.4500
9.0000 .0000 14.4500
8.5000 .0000 8.2000
8.4500 .0000 8.2000
8.4500 .0000
8822363 .5000 14.8750
171,413.39 .0500 14.8250
9.3750 .0000 14.8250
8.8750 .0000 8.5750
8.8250 .0000 8.5750
8.8250 .0000
1
8822365 .5000 13.4900
185,125.45 .0500 13.4400
7.9900 .0000 13.4400
7.4900 .0000 7.2000
7.4400 .0000 7.2000
7.4400 .0000
8822389 .3750 13.5000
170,701.44 .0500 13.4500
7.8750 .0000 13.4500
7.5000 .0000 7.2000
7.4500 .0000 7.2000
7.4500 .0000
8822391 .3750 13.2500
161,882.75 .0500 13.2000
7.6250 .0000 13.2000
7.2500 .0000 6.9500
7.2000 .0000 6.9500
7.2000 .0000
8822395 .3750 13.6250
87,241.42 .0500 13.5750
8.0000 .0000 13.5750
7.6250 .0000 7.3250
7.5750 .0000 7.3250
7.5750 .0000
8822417 .3750 12.7500
135,791.33 .0500 12.7000
7.1250 .0000 12.7000
6.7500 .0000 6.4500
6.7000 .0000 6.4500
6.7000 .0000
8823137 .3750 14.0000
55,957.39 .0500 13.9500
7.3750 .0000 13.9500
7.0000 .0000 7.3250
6.9500 .0000 7.3250
6.9500 .0000
8827611 .3750 14.2500
91,710.00 .0500 14.2000
7.6250 .0000 14.2000
7.2500 .0000 7.5750
7.2000 .0000 7.5750
7.2000 .0000
1
8829245 .3750 13.1250
175,500.00 .0500 13.0750
7.5000 .0000 13.0750
7.1250 .0000 6.8250
7.0750 .0000 6.8250
7.0750 .0000
8829491 .5000 15.0000
68,400.00 .0500 14.9500
8.5000 .0000 14.9500
8.0000 .0000 8.3250
7.9500 .0000 8.3250
7.9500 .0000
TOTAL NUMBER OF LOANS: 2975
TOTAL BALANCE........: 425,532,107.20
RUN ON : 09/24/03 RFC DISCLOSURE SYSTEM RFFSDARM-01
AT : 13.33.03 INITIAL SECURITY FEES AMORTIZED BALANCE
SERIES : RAMP 2003-RS8 CONF ARM SUMMARY REPORT CUTOFF : 09/01/03
POOL : 0004747
:
:
POOL STATUS: F
WEIGHTED AVERAGES FROM TO
---------------------------------------------------------------------------
CURR NOTE RATE 7.4540 3.7500 11.9500
RFC NET RATE 7.0189 3.5000 11.4500
NET MTG RATE(INVSTR RATE) 6.9689 3.4500 11.4000
POST STRIP RATE 6.9689 3.4500 11.4000
SUB SERV FEE .4350 .2500 .5000
MSTR SERV FEE .0500 .0500 .0500
ALL EXP .0000 .0000 .0000
MISC EXP .0000 .0000 .0000
SPREAD .0000 .0000 .0000
STRIP .0000 .0000 .0000
RFC NET CEILING(MX RFC NET RT) 13.1728 8.5000 17.4500
MAX NET MTG RT(MAX INV RT) 13.1228 8.4500 17.4000
MAX POST STRIP RATE 13.1228 8.4500 17.4000
INV RATE MARGIN 6.7064 .9500 11.1100
POST STRIP MARGIN 6.7064 .9500 11.1100
TOTAL NUMBER OF LOANS: 2975
TOTAL BALANCE........: 425,532,107.20
***************************
* END OF REPORT *
***************************
RUN ON : 09/24/03 RFC DISCLOSURE SYSTEM RFFSD175-01
AT : 13.33.03 NONFIXED RATE LOAN LISTING AMORTIZED BALANCE
SERIES : RAMP 2003-RS8 CONFORMING CUTOFF : 09/01/03
POOL : 0004747
:
:
POOL STATUS: F
RFC LOAN # ORIG RATE ORIGINAL BAL MAX NEG AM
MORTGAGOR NAME CURR RATE PRINCIPAL BAL LN FEATURE
CURR NET ORIGINAL P+I # OF UNITS
NOTE CEILING CURRENT P+I LTV
CITY STATE ZIP NET CEILING NOTE DATE
SERVICER LOAN # NOTE FLOOR 1ST PMT DT MI CO CODE
SELLER LOAN # NET FLOOR MATURITY DT MI CVG
INVSTR LOAN # GROSS MARGIN 1ST INTCHGDT NXT INTCHGDT
S/S CODE NET MARGIN 1ST PMTCHGDT NXT PMTCHGDT
INT CHG PRIOR DAYS 1ST YR FLR PMT CAP INCR PMT CAP DECR
PMT TYPE 1ST YR CEIL INT FREQ MOS PMT FREQ MOS
ORIG TERM ADJ INDEX PERIOD INCR PERIOD DECR
NOTE LF INCR RND NOTE TYPE RND NOTE METH RND NOTE FCTR
NET LF INCR RND NET TYPE RND NET METH RND NET FCTR
NOTE LF DECR LOAN PURP CNVRT CODE FROM WINDOW
NET LF DECR PROP TYPE CNVT INDEX TO WINDOW
OCCP CODE CNVT MARGIN
______________________________________________________________________________
1218340 4.7500 160,200.00 100
4.7500 127,585.88 ZZ
4.3750 1,289.01 1
13.6250 907.85 90
XXXX XXXXXX XX 00000 13.2500 09/28/90
320024789 .0000 12/01/90 04
6639666 .0000 11/01/20 17
0 2.5000 05/01/91 11/01/03
150/M32 2.1250 06/01/91 12/01/03
45 8.0000 .0000 .0000
A 10.0000 6 6
360 7 1.0000 1.0000
4.6250 S N .1250
.0000 S N .1250
.0000 1 00 00/00/00
.0000 05 0 00/00/00
O .0000
1
1248996 6.1250 232,800.00 100
6.1250 182,415.37 ZZ
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