FIRST HORIZON ASSET SECURITIES INC. MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2007-6 TERMS AGREEMENT (to Underwriting Agreement, dated February 24, 2006 among the Company, First Horizon Home Loan Corporation and the Underwriter)
EXECUTION
FIRST
HORIZON ASSET SECURITIES INC.
MORTGAGE
PASS-THROUGH CERTIFICATES
SERIES
2007-6
(to
Underwriting Agreement,
dated
February 24, 2006
among
the
Company, First Horizon
Home
Loan
Corporation
and
the
Underwriter)
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First
Horizon Asset Securities Inc.
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Xxx
Xxxx, Xxx Xxxx
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December
20, 2007
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Xxxxxx,
Xxxxx 00000
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Credit
Suisse Securities (USA) LLC (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 2007-6 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 2007-6 Certificates
are registered with the Securities and Exchange Commission by means of an
effective Registration Statement (No. 333-143015). Capitalized terms used and
not defined herein have the meanings given them in the Underwriting
Agreement.
Section
1. The
Mortgage Pool:
The
Series 2007-6 Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the “Mortgage Pool”) of conventional, fixed rate,
first lien, one- to four-family residential mortgage loans (the “Mortgage
Loans”) having the following characteristics as of December 1, 2007 (the
“Cut-off Date”):
(a) Aggregate
Principal Amount of the Mortgage Pool:
Approximately $274,635,892 aggregate principal balance as of the Cut-off Date,
subject to an upward or downward variance of up to 5%, the precise aggregate
principal balance to be determined by the Company.
(b) Original
Terms to Maturity:
The
original terms to maturity of each Mortgage Loan included in the Mortgage Pool
shall be 360 months.
Section
2. The
Certificates:
The
Offered Certificates shall be issued as follows:
(a) Classes:
The
Offered Certificates shall be issued with the following Class designations,
interest rates and principal balances, subject in the aggregate to the variance
referred to in Section 1(a)and, as to any particular Class, to an upward or
downward variance of up to 5%:
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Required
Ratings
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Class
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Class Principal
Balance
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Pass-Through
Rate
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Class Purchase Price
Percentage
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S&P
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Fitch
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Class
A-1
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$
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200,000,000
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6.25
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%
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99.718750000
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%
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AAA
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AAA
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Class
A-2
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$
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54,800,000
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6.25
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%
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99.718750000
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%
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AAA
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AAA
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Class-A-3
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$
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9,639,900
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6.25
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%
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99.718750000
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%
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AAA
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AAA
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Class
A-R
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$
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100
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6.25
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%
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99.718750000
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%
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AAA
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AAA
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(b) The
Offered Certificates shall have such other characteristics as described in
the
related Prospectus.
The
Underwriter agrees, subject to the terms and conditions contained herein and
in
the Underwriting Agreement, to purchase the principal balances of the Classes
of
Certificates specified opposite its name below:
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Class
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Credit Suisse Securities (USA) LLC
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Class
A-1
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$
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200,000,000
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Class
A-2
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$
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54,800,000
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Class-A-3
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$
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9,639,900
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Class
A-R
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$
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100
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Section
3. Purchase
Price:
The
Purchase Price for each Class of the Offered Certificates shall be the Class
Purchase Price Percentage therefor (as set forth in Section 2(a) above) of
the
initial Class Principal Balance thereof plus accrued interest at the applicable
per annum Pass-Through Rate set forth in 2(a) above from and including the
Cut-off Date up to, but not including, December 28, 2007 (the “Closing
Date”).
Section
4. Required
Ratings:
The
Offered Certificates shall have received at least the Required Ratings from
Standard & Poor’s Ratings Services, a division of the XxXxxx-Xxxx Companies
(“S&P”) and Fitch Ratings, Inc. (“Fitch”) set forth in Section 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.
Section
6. Amendment
to Section 1(b) of the Underwriting Agreement :
Solely
with respect to the Offered Certificates, the definition of “Underwriter
Information” in the second sentence of Section 1(b) of the Underwriting
Agreement is hereby amended and restated in its entirety to read as
follows:
“Underwriter
Information” shall mean any information contained in or omitted from the
portions of such Prospectus (or amendment or supplement thereto) set forth
in
the first sentence of the last paragraph of the cover page thereof and the
second sentence of the first paragraph and the first sentence of the second
paragraph, in each case, under the caption “Underwriting” therein, except, in
each case, to the extent that such information relates to FTN Financial
Securities Corp.
Section
7. Acknowledgement
of Merger:
The
Underwriter hereby acknowledges that, effective May 31, 2007, First Horizon
Home
Loan Corporation merged with and into First Tennessee Bank National Association.
All references in the Underwriting Agreement to First Horizon Home Loan
Corporation shall be deemed to refer to First Horizon Home Loans, a division
of
First Tennessee Bank National Association, as successor by merger to First
Horizon Home Loan Corporation.
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 among the Underwriter,
First
Horizon Home Loan Corporation and the Company.
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Very
truly yours,
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CREDIT
SUISSE SECURITIES (USA) LLC, as Underwriter
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By:
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Name:
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Title:
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hereby
confirmed and accepted
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as
of the date first above written.
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FIRST
HORIZON ASSET SECURITIES INC.
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By:
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Name:
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Xxxxxx
Xxxxx
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Title:
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Vice
President
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FIRST
HORIZON HOME LOAN CORPORATION
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By:
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Name:
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Xxxxxx
Xxxxx
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Title:
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Vice
President
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