AMENDMENT TO THE POOLING AND SERVICING AGREEMENTS
Exhibit
4.2
AMENDMENT
TO
THE
Amendment,
dated as of November 1, 2007 (the “Amendment”),
to
the Pooling and Servicing Agreements (the “Agreements”)
listed
on Schedule I hereto, each among NovaStar Mortgage Funding Corporation (the
“Depositor”),
NovaStar Mortgage, Inc., as sponsor and servicer (the “Sponsor”
or
“Servicer”),
U.S.
Bank National Association, as custodian (the “Custodian”),
and
Deutsche Bank National Trust Company, as trustee (the “Trustee”).
Capitalized terms used and not defined herein shall have the meaning set
forth
in the Agreements and Appendix A thereto.
WHEREAS,
the parties hereto have entered into the Agreements;
WHEREAS,
the purpose of this Amendment is to cure certain ambiguities in the wording
of
each Agreement.
NOW,
THEREFORE, in consideration of the promises and mutual agreements contained
herein, the parties hereto agree to amend the Agreements pursuant to Section
12.01 thereof as follows:
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1.
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Revised
Section 7.02(a).
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In
Section 7.02(a) of each Agreement, the following sentence shall be added
as the
third to last sentence of such section:
“In
accordance with any successor Servicer not being liable for any acts or
omissions of any predecessor Servicer, the Servicing Defaults set forth in
subsections 7.01(a)(v), 7.01(a)(vi) and 7.01(a)(vii) shall apply to a successor
Servicer that succeeds to the servicing of the Mortgage Loans pursuant to
this
Agreement including, without limitation, Sections 3.28, 6.02, 6.04, 7.01
or 7.02
herein, only in the event of any withdrawal or downgrade by two or more levels
(i.e., from "Above Average" to "Below Average" or the equivalent) of such
successor Servicer’s rating as of the date of such succession, that results in a
downgrade, qualification or withdrawal of the rating assigned to any Class
of
Certificates by any Rating Agency.”
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2.
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Condition
to Effectiveness.
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As
a
condition to the effectiveness of this Amendment, an Opinion of Counsel
satisfying the requirements of Section 12.01 of each Agreement has been received
by the parties hereto.
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3.
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Effect
of Amendment.
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This
Amendment to the Agreements shall be effective and the Agreements shall be
deemed to be modified and amended in accordance herewith as of the date hereof.
The respective rights, limitations, obligations, duties, liabilities and
immunities of the Company, the Sponsor, the Servicer, the Custodian and the
Trustee shall hereafter be determined, exercised and enforced subject in
all
respects to such modifications and amendments, and all the terms and conditions
of this Amendment shall be and be deemed to be part of the terms and conditions
of the Agreements for any and all purposes. The Agreements, as amended hereby,
are hereby ratified and confirmed in all respects.
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4.
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The
Agreements in Full Force and Effect as Amended.
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Except
as
specifically amended hereby, all the terms and conditions of the Agreements
shall remain in full force and effect and, except as expressly provided herein,
the effectiveness of this Amendment shall not operate as, or constitute a
waiver
or modification of, any right, power or remedy of any party to the Agreements.
All references to the Agreements in any other document or instrument shall
be
deemed to mean the Agreements as amended by this Amendment.
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5.
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Counterparts.
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This
Amendment may be executed by the parties in several counterparts, each of
which
shall be deemed to be an original and all of which shall constitute together
but
one and the same agreement. This Amendment shall become effective when
counterparts hereof executed on behalf of such party shall have been received.
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6.
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Governing
Law.
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This
Amendment shall be construed in accordance with and governed by the laws
of the
State of New York applicable to agreements made and to be performed
therein.
2
IN
WITNESS WHEREOF, the Sponsor, the Servicer, the Depositor, the Trustee and
the
Custodian, have caused this Amendment to be duly executed by their officers
thereunto duly authorized, all as of the day and year first above
written.
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DB
STRUCTURED PRODUCTS, INC.
hereby
consents to the foregoing Amendment as lender under certain financing
facilities:
By:__/s/
Xxxxx Xxxxxxx __________________
Name:
Xxxxx Xxxxxxx
Title:
Director
WACHOVIA
BANK, N.A.
hereby
consents to the foregoing Amendment as lender under certain financing
facilities:
By:__/s/
Xxxxxx X. Xxxxx _______________
Name:
Xxxxxx X. Xxxxx
Title:
Director
WACHOVIA
CAPITAL MARKETS, LLC
hereby
consents to the foregoing Amendment as lender under certain financing
facilities:
By:___/s/
Xxxxx Xxxxxx __________________
Name:
Xxxxx Xxxxxx
Title:
Vice President
WACHOVIA
INVESTMENT HOLDINGS, LLC
hereby
consents to the foregoing Amendment as lender under certain financing
facilities:
By:__/s/
Xxxxx Xxxxxx ___________________
Name:
Xxxxx Xxxxxx
Title:
Vice President
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NOVASTAR
MORTGAGE FUNDING CORPORATION,
as
Depositor
By: /s/
Xxxx Xxxxxxxxxxxx
Name: Xxxx
Xxxxxxxxxxxx
Title: Vice
President
NOVASTAR
MORTGAGE, INC.,
as
Servicer and as Sponsor
By: /s/
Xxxx Xxxxxxxxxxxx
Name: Xxxx
Xxxxxxxxxxxx
Title: Vice
President
U.S.
BANK NATIONAL ASSOCIATION, as Custodian
By: /s/
Xxxxxxx Rhode
Name:
Xxxxxxx Rhode
Title:
Assistant Vice President
DEUTSCHE
BANK NATIONAL TRUST COMPANY,
as
Trustee
By: /s/
Xxx Xxxxx
Name:
Xxx Xxxxx
Title:
Authorized Signer
By: /s/
Xxxxxxx Xxxxx
Name:
Xxxxxxx Xxxxx
Title:
Vice President
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[Signature
Page for Amendment to the Pooling and Servicing Agreements -
DBNTC’s]
Schedule
I
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1.
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Pooling
and Servicing Agreement, dated as of August 1, 2006, by and among
NovaStar
Mortgage Funding Corporation, as Depositor, NovaStar Mortgage,
Inc., as
Servicer and as Sponsor, U.S. Bank National Association, as Custodian
and
Deutsche Bank National Trust Company, as Trustee, relating to NovaStar
Mortgage Funding Trust, Series 2006-4, NovaStar Home Equity Loan
Asset-Backed Certificates, Series
2006-4.
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2.
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Pooling
and Servicing Agreement, dated as of September 1, 2006, by and
among
NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage,
Inc., as Servicer and as Sponsor, U.S. Bank National Association,
as
Custodian and Deutsche Bank National Trust Company, as Trustee,
relating
to NovaStar Mortgage Funding Trust, Series 2006-5, NovaStar Home
Equity
Loan Asset-Backed Certificates, Series
2006-5.
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3.
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Pooling
and Servicing Agreement, dated as of November 1, 2006, by and among
NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage,
Inc., as Servicer and as Sponsor, U.S. Bank National Association,
as
Custodian and Deutsche Bank National Trust Company, as Trustee,
relating
to NovaStar Mortgage Funding Trust, Series 2006-6, NovaStar Home
Equity
Loan Asset-Backed Certificates, Series
2006-6.
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4.
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Pooling
and Servicing Agreement, dated as of February 1, 2007, by and among
NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage,
Inc., as Servicer and as Sponsor, U.S. Bank National Association,
as
Custodian and Deutsche Bank National Trust Company, as Trustee,
relating
to NovaStar Mortgage Funding Trust, Series 2007-1, NovaStar Home
Equity
Loan Asset-Backed Certificates, Series
2007-1.
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5.
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Pooling
and Servicing Agreement, dated as of May 1, 2007, by and among
NovaStar
Mortgage Funding Corporation, as Depositor, NovaStar Mortgage,
Inc., as
Servicer and as Sponsor, U.S. Bank National Association, as Custodian
and
Deutsche Bank National Trust Company, as Trustee, relating to NovaStar
Mortgage Funding Trust, Series 2007-2, NovaStar Home Equity Loan
Asset-Backed Certificates, Series
2007-2.
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