FREMONT HOME LOAN TRUST 2006-2 AMENDMENT NO. 1 TO POOLING AND SERVICING AGREEMENT Dated as of July 20, 2006 Fremont Home Loan Trust 2006-2 Asset-Backed Certificates, Series 2006-2
_____________________
AMENDMENT
NO. 1 TO POOLING AND SERVICING AGREEMENT
Dated
as
of July 20, 2006
_________________________
Asset-Backed
Certificates, Series 2006-2
AMENDMENT
NO. 1
AMENDMENT
NO. 1 (this “Amendment”) effective as of April 1, 2006, among Financial Asset
Securities Corp., as depositor (the “Depositor”), Fremont Investment & Loan,
as servicer (the “Servicer”), Xxxxx Fargo Bank, N.A., as master servicer and
trust administrator (the “Master Servicer” and “Trust Administrator”) and
Deutsche Bank National Trust Company, as trustee (the “Trustee”).
PRELIMINARY
STATEMENT
WHEREAS,
the Depositor, the Servicer, the Master Servicer, the Trust Administrator and
the Trustee, are parties to the Pooling and Servicing Agreement, dated as of
April 1, 2006 (the “Agreement”);
WHEREAS,
Section 11.01 of the Agreement provides that the Agreement may be amended by
the
Depositor, the Servicer, the Master Servicer, the Trust Administrator and the
Trustee; and
NOW,
THEREFORE, in consideration of the foregoing and of other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged,
the
parties hereto agree as follows:
1. Capitalized
terms used but not defined herein shall have the meanings ascribed to such
terms
in the Agreement.
2. Amendments
The
definitions of Group I Principal Remittance Amount and Group II Principal
Remittance Amount in Section 1.01 shall be revised as follows (old language
appears in strikethrough and new language appears in bold
underline):
“Group
I
Principal Remittance Amount”: With respect to any Distribution Date, that
portion of Available Funds equal to the sum of (i) each scheduled payment of
principal collected or advanced on the Group I Mortgage Loans by the Servicer
that were due during the related Due Period, (ii) the principal portion of
all
full Principal Prepayments of the Group I Mortgage Loans applied by the Servicer
during the related Prepayment Period, (iii) the principal portion of all related
partial Principal Prepayments, Net Liquidation Proceeds, Insurance Proceeds
and
Subsequent Recoveries received during the prior calendar month with respect
to
the Group I Mortgage Loans, (iv) that portion of the Purchase Price,
representing principal of any repurchased Group I Mortgage Loan, deposited
to
the Collection Account during the related
Prepayment Period,
(v) the
principal portion of any related Substitution Adjustments deposited in the
Collection Account during the related
Prepayment Period
with
respect to the Group I Mortgage Loans and (vi) on the Distribution Date on
which
the Trust Fund is to be terminated pursuant to Section 10.01, that portion
of
the Termination Price, in respect of principal on the Group I Mortgage
Loans.
“Group
II
Principal Remittance Amount”: With respect to any Distribution Date, that
portion of Available Funds equal to the sum of (i) each scheduled payment of
principal collected or advanced on the Group II Mortgage Loans by the Servicer
that were due during the related Due Period, (ii) the principal portion of
all
full Principal Prepayments of the Group II Mortgage Loans applied by the
Servicer during the related Prepayment Period, (iii) the principal portion
of
all related partial Principal Prepayments, Net Liquidation Proceeds, Insurance
Proceeds and Subsequent Recoveries received during the prior calendar month
with
respect to the Group II Mortgage Loans, (iv) that portion of the Purchase Price,
representing principal of any repurchased Group II Mortgage Loan, deposited
to
the Collection Account during the related
Prepayment Period,
(v) the
principal portion of any related Substitution Adjustments deposited in the
Collection Account during the related
Prepayment Period
with
respect to the Group II Mortgage Loans and (vi) on the Distribution Date on
which the Trust Fund is to be terminated pursuant to Section 10.01, that portion
of the Termination Price, in respect of principal on the Group II Mortgage
Loans.
3. Except
as
expressly modified or amended in this Amendment, all of the terms, covenants,
provisions, agreements and conditions of the Agreement are hereby ratified
and
confirmed in every respect and shall remain unmodified and unchanged and shall
continue in full force and effect.
4. The
Depositor certifies that all conditions for the execution of this Amendment
have
been satisfied.
5. This
Amendment shall become effective as of the date hereof when, and only when,
the
Agent shall have received executed counterparts of this Amendment from the
parties hereto.
6. This
Amendment may be executed in counterparts, each of which shall be an original
but all of which, taken together, shall constitute one and the same instrument.
This Amendment shall be construed in accordance with the laws of the State
of
New York (excluding provisions regarding conflicts of laws) and the obligations,
rights and remedies of the parties hereunder shall be determined in accordance
with such laws.
IN
WITNESS WHEREOF, the parties have duly executed this Amendment No. 1 as of
the
date first above written.
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FINANCIAL
ASSET SECURITIES CORP., as
Depositor
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By:
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/s/
Xxx Xxxxxxxxxx
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Name:
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Xxx
Xxxxxxxxxx
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Title:
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Vice
President
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FREMONT
INVESTMENT & LOAN, as Servicer
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By:
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/s/
Xxxx Xxxxxxxxxxx
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Name:
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Xxxx
Xxxxxxxxxxx
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Title:
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Senior
Vice President
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XXXXX
FARGO BANK, N.A., as Master Servicer and Trust
Administrator
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By:
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/s/
Xxxx Xxxxx
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Name:
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Xxxx
Xxxxx
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Title:
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Vice
President
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DEUTSCHE
BANK NATIONAL TRUST COMPANY,
as Trustee
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By:
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/s/
Xxxx Xxxxxxx
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Name:
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Xxxx
Xxxxxxx
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Title:
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Associate
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By:
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/s/
Xxxxxxx Xxxxx
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Name:
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Xxxxxxx
Xxxxx
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Title:
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Vice
President
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