FIRST HORIZON ASSET SECURITIES INC. MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2007-AR3 TERMS AGREEMENT (to Underwriting Agreement, dated March 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-AR3
(to
Underwriting Agreement,
dated
March 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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Xxxxxxxxx,
Xxxxx Xxxxxxxx
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September
24, 2007
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Xxxxxx,
Xxxxx 00000
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Banc
of
America Securities 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-AR3 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-AR3 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 Pools:
The
Series 2007-AR3 Certificates shall evidence the entire beneficial ownership
interest in three mortgage pools (collectively, the “Mortgage
Pools”)
of
primarily 30-year adjustable rate, first lien, one-to-four family residential
mortgage loans (the “Mortgage
Loans”)
having
the following characteristics as of September 1, 2007 (the “Cut-off
Date”):
(a) Aggregate
Principal Amount of the Mortgage Pools:
Approximately $456,774,313 aggregate principal balance as of the Cut-off Date,
subject to an upward or downward variance of up to 5%, the precise aggregate
principal balance to be determined by the Company.
(b) Original
Terms to Maturity:
The
original term to maturity of each Mortgage Loan included in Mortgage Pools
shall
be 360 months.
Section
2. The
Certificates:
The
Offered Certificates shall be issued as follows:
(a) Classes:
The
Offered Certificates shall be issued with the following Class designations,
interest rates and principal balances, subject in the aggregate to the variance
referred to in Section 1(a) and, as to any particular Class, to an upward or
downward variance of up to 5%:
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Class
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Class Principal
Balance
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Initial
Pass-
Through
Rate
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Class
Purchase
Price Percentage
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Required Ratings
S&P
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Class
B-1
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$
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9,135,000.00
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6.2098%(0)
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00.000000000
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%
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AA
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Class
B-2
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$
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2,741,000.00
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6.2098%(0)
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00.000000000
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%
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A
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Class
B-3
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$
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1,599,000.00
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6.2098%(0)
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00.000000000
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%
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BBB
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________________________
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(1)
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The
pass-through rates for each class of certificates listed above for
each
distribution date will be variable and will be calculated as described
under “Description
of the Certificates - Distributions on the Certificates -
Interest”
in
the prospectus supplement.
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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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Series
2007-AR3
Designation
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Banc of America Securities LLC ($)
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Class
B-1
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$
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9,135,000.00
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Class
B-2
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$
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2,741,000.00
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Class
B-3
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$
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1,599,000.00
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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, September 27, 2007 (the “Closing
Date”).
Section
4. Required
Ratings:
The
Offered Certificates shall have received at least the Required Ratings from
Standard & Poor’s, a division of The XxXxxx-Xxxx Companies, Inc.
(“S&P”)
set
forth in the table in Section 2(a).
Section
5. Tax
Treatment:
One or
more elections will be made to treat the assets of the Trust Fund as a
REMIC.
-2-
Section
6. Acknowledgment
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.
-3-
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 Loans, a division of First Tennessee Bank National Association,
and
the Company
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Very
truly yours,
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BANC
OF AMERICA SECURITIES LLC
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By:
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Name:
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Title:
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The
foregoing Agreement is
hereby
confirmed and accepted
as
of the
date first above written.
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By:
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Name:
Xxxxxx Xxxxx
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Title:
Vice President
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FIRST
HORIZON HOME LOANS, a division of
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First
Tennessee Bank National Association
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By:
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Name:
Xxxxx X. XxXxx
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Title:
Executive Vice President
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