FIRST HORIZON ASSET SECURITIES INC. MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006-RE1 TERMS AGREEMENT (to Underwriting Agreement, dated May 26, 2006 between the Company and the Underwriter)
Execution
FIRST
HORIZON ASSET SECURITIES INC.
MORTGAGE
PASS-THROUGH CERTIFICATES
SERIES
2006-RE1
(to
Underwriting Agreement,
dated
May
26, 2006
between
the Company and the Underwriter)
First Horizon Asset Securities Inc.
0000 Xxxxxxx Xxx
Xxxxxx,
Xxxxx 00000
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New
York, New York
May
26, 2006
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Citigroup
Global Markets Inc.
(the
“Underwriter”)
agrees, subject to the terms and provisions herein and of the captioned
Underwriting Agreement (the “Underwriting
Agreement”),
to
purchase such Classes of Series 2006-RE1 Certificates specified in Section
2(a)
hereof (the “Offered
Certificates”).
This
letter supplements and modifies the Underwriting Agreement solely as it relates
to the purchase and sale of the Offered Certificates described below. The Series
2006-RE1 Certificates are registered with the Securities and Exchange Commission
by means of an effective Registration Statement (No. 333-132046). Capitalized
terms used and not defined herein have the meanings given them in the
Underwriting Agreement.
Section
1. The
Underlying Certificates:
The
Series 2006-RE1 Certificates shall evidence a beneficial ownership interest
in
two classes of previously issued non-agency mortgage backed securities (the
“Underlying
Certificates”)
evidencing an undivided beneficial interest in a pool (the “Mortgage
Pool”)
of
conventional, fixed rate, first lien, fully amortizing, one- to four-family
residential mortgage loans (the “Mortgage Loans”) having the following
characteristics as of May 1, 2006 (the “Cut-off
Date”):
(a) Aggregate
Principal Amount of the Mortgage Pools:
Approximately $181,084,545.22 aggregate principal balance as of the Cut-off
Date, subject to an upward or downward variance of up to 5%, the precise
aggregate principal balance to be determined by the Company.
(b) Original
Terms to Maturity:
The
original term to maturity of each Mortgage Loan shall range from 240 to 360
months.
Section
2. The
Certificates:
The
Offered Certificates shall be issued as follows:
(a) Classes:
The
Offered Certificates shall be issued with the following Class designation,
interest rate and principal balance, subject in the aggregate to the variance
referred to in Section 1(a) and, as to any particular Class, to an upward or
downward variance of up to 5%:
Class
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Class
Principal Balance ($)
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Pass-Through
Rate (%)
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Class
Purchase Price Percentage (%)
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Required
Ratings
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|||||||||||||||
S&P
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Fitch
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Xxxxx’x
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Class
A-1
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97,771,194
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5.50000
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N/A
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|
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AAA
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|
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AAA
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N/A
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(b) The
Offered Certificates shall have such other characteristics as described in
the
related Prospectus.
Section
3. Purchase
Price:
The
Purchase Price shall not be applicable to this transaction. The shelf rental
and
shelf amortization fees associated with the offering of the Offered Certificates
which are payable by the Underwriter to First Horizon Asset Securities Inc.
shall
be
$47,612.48. The Underwriter shall also pay all other reasonable fees and
expenses associated with the offering of the Offered Certificates.
Section
4. Required
Ratings:
The
Offered Certificates shall have received at least the Required Ratings from
Standard & Poor’s Ratings Group, a division of The XxXxxx-Xxxx Companies,
Inc. (“S&P”)
and
Fitch, Inc. (“Fitch”)
set
forth in 2(a) above.
Section
5. Tax
Treatment:
One or
more elections will be made to treat the assets of the Trust Fund as a
REMIC.
2
If
the
foregoing is in accordance with your understanding of our agreement, please
sign
and return to the undersigned a counterpart hereof, whereupon this letter and
your acceptance shall represent a binding agreement between the Underwriter
and
the Company.
Very
truly yours,
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CITIGROUP
GLOBAL MARKETS INC.
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By: | ||
Name:
Title:
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The
foregoing Agreement is
hereby
confirmed and accepted
as
of the
date first above written.
FIRST
HORIZON ASSET SECURITIES INC.
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By: | |
Name: Xxxxxx Xxxxx
Title: Vice
President
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FIRST
HORIZON HOME LOAN CORPORATION
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By: | |
Name: Xxxxx
X. XxXxx
Title:
Executive
Vice President
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