June 1, 2003
Colonial Savings, F.A.
0000 Xxxx Xxxxxxx
Xxxx Xxxxx, Xxxxx 00000
Attention: X. Xxxxx Xxxxxxx
Reference is made to that certain Correspondent Servicing Agreement,
dated as of June 26, 2002 (the "Servicing Agreement") annexed as Exhibit C, by
and between the Colonial Savings, F.A. (the "Servicer"), Xxxxxx Brothers Bank,
FSB (the "Bank") and Aurora Loan Services Inc. (the "Master Servicer"). This
notice constitutes a "Transfer Notice" as contemplated by Section 7.01 of the
Servicing Agreement. Capitalized terms used herein without definition and
defined in the Servicing Agreement are used herein as defined therein. Reference
is also made to that certain Assignment and Assumption Agreement, dated as of
June 1, 2003 (the "Assignment") annexed as Exhibit A, by and between the Bank
and Xxxxxx Brothers Holdings Inc. (the "Owner") pursuant to which the Owner
acquired from the Bank all of the Bank's right, title and interest in and to
certain of the Mortgage Loans currently serviced under the Servicing Agreement
and assumed for the benefit of the Servicer and the Bank the rights and
obligations of the Bank as owner of such Mortgage Loans pursuant to the
Servicing Agreement.
The Servicer is hereby notified that the Owner has effected a
Reconstitution with respect to the mortgage loans listed on the attached
schedule (the "Mortgage Loans"). The Servicer is hereby advised of the following
with respect to such Reconstitution and the related Mortgage Loans:
Effective Date of Reconstitution: June 1, 2003
Cut-Off Date: June 1, 2003
New Owner: HSBC Bank USA, as trustee for the Structured Asset
Securities Corporation, Series 2003-22A Certificateholders
Master Servicer: Aurora Loan Services Inc.
The Servicer is also hereby advised that a REMIC election has been made
with respect to the Mortgage Loans subject to the Reconstitution.
By countersigning this notice and returning it to the Master Servicer
named above, the Servicer hereby acknowledges and agrees that, from and after
the Effective Date, the Servicer shall service the Mortgage Loans in accordance
with the terms of the Servicing Agreement for the benefit of the New Owner named
above, as the Owner of the Mortgage Loans. From and after the Effective Date,
the New Owner named above shall have the same rights under the Servicing
Agreement as the Initial Owner named therein with respect to the Mortgage Loans.
1
In addition to the terms and conditions set forth in the Servicing
Agreement, the Servicer hereby acknowledges and agrees that on or before the
last day of February of each year, beginning with February 28, 2004, the
Servicer, at its own expense, will deliver to the Owner and the Master Servicer
a Servicing Officer's certificate stating, as to each signer thereof, that (i) a
review of the activities of the Servicer during such preceding fiscal year and
of performance under this Agreement has been made under such officers'
supervision, and (ii) to the best of such officers' knowledge, based on such
review, the Servicer has fulfilled all its obligations under this Agreement for
such year, or, if there has been a default in the fulfillment of all such
obligations, specifying each such default known to such officer and the nature
and status thereof including the steps being taken by the Servicer to remedy
such default.
For so long as a certificate under the Xxxxxxxx-Xxxxx Act of 2002, as
amended, ("Xxxxxxxx-Xxxxx") is required to be given on behalf of Structured
Asset Securities Corporation, Mortgage Pass-Through Certificates, Series
2003-22A (the "Trust Fund,") no later than March 15th of each year (or if not a
Business Day, the immediately preceding Business Day), or at any other time that
the Master Servicer, Structured Asset Securities Corporation (the "Depositor")
or HSBC Bank USA (the "Trustee") provides a certification pursuant to
Xxxxxxxx-Xxxxx and upon thirty (30) days written request of such parties, an
officer of the Servicer shall execute and deliver an Officer's Certificate to
the Master Servicer, the Trustee and the Depositor for the benefit of the Trust
Fund and the Master Servicer, the Trustee and the Depositor and their officers,
directors and affiliates, in the form of Exhibit B hereto.
[Signature Page Immediately Follows]
2
XXXXXX BROTHERS HOLDINGS, INC., as Owner
By:______________________________________
Name: Xxxxxxx X. Xxxxxxxxxx
Title: Authorized Signatory
Acknowledged by:
COLONIAL SAVINGS, F.A.,
as Servicer
By:_______________________________
Name:
Title:
3
EXHIBIT A
Assignment Agreement
[INTENTIONALLY OMITTED]
A-1
EXHIBIT B
Structured Asset Securities Corporation
000 Xxxxxxx Xxxxxx, 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Aurora Loan Services, Inc.
0000 Xxxxx Xxxxxx Xxxx, Xxxxx 000X
Xxxxxx, Xxxxxxxx 00000
Re: Structured Asset Securities Corporation, Mortgage Pass-Through Certificates,
Series 2003-22A
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Reference is made to the Transfer Notice, dated as of June 1, 2003 (the
"Notice"), by and among Xxxxxx Brothers Holdings Inc., as owner and Colonial
Savings, F.A., as servicer (the "Servicer"). I, [identify the certifying
individual], a [title] of the Servicer, hereby certify to HSBC Bank USA, as
trustee (the "Trustee"), Aurora Loan Services Inc., as master servicer (the
"Master Servicer") and Structured Asset Securities Corporation, as depositor
(the "Depositor"), and their respective officers, directors and affiliates, and
with the knowledge and intent that they will rely upon this certification, that:
1. I have reviewed the information required to be delivered to the Master
Servicer pursuant to the Servicing Agreement (the "Servicing Information");
2. Based on my knowledge, the Servicing Information does not contain any
material untrue information or omit to state information necessary to make
the Servicing Information, in light of the circumstances under which such
information was provided, not misleading as of the date of this
certification;
3. Based on my knowledge, the Servicing Information has been provided to the
Master Servicer when and as required under the Servicing Agreement;
4. I am responsible for reviewing the activities performed by the Servicer
under the Servicing Agreement, and based upon the review required
thereunder, and except as disclosed in writing to you on or prior to the
date of this certification ( a copy of which disclosure is attached
hereto), the Servicer has, as of the date of this certification, fulfilled
its obligations under this Servicing Agreement; and
5. I have disclosed to the accountants conducting the annual review required
under Section 6.05 of the Servicing Agreement all significant deficiencies
relating to the Servicer's compliance with the Servicing Agreement.
COLONIAL SAVINGS, F.A.
Name: __________________________
Title: __________________________
Date: __________________________
B-1
EXHIBIT C
Servicing Agreement
See Exhibit 99.8
C-1
