Exhibit 99.7
RECONSTITUTED SERVICING AGREEMENT
THIS RECONSTITUTED SERVICING AGREEMENT (the "Agreement") is dated as of
December 1, 2005, by and among Taberna Realty Holdings Trust, having an address
at 0000 Xxxxxx Xxxxxx, Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 ("TRHT"), and PHH
Mortgage Corporation (the "Servicer") and acknowledged by Xxxxxxx Xxxxx Mortgage
Investors, Inc. and Xxxxx Fargo Bank, N.A., as master servicer.
WHEREAS, the Servicer and TRHT, as owner, entered into that certain
Mortgage Loan Servicing Agreement, dated as of October 1, 2005 (the "Servicing
Agreement"); and
WHEREAS, the Servicer has agreed to service those mortgage loans identified
on Exhibit A attached hereto (the "Mortgage Loans") in accordance with the
servicing provisions contained in the Servicing Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which hereby are acknowledged, and of the mutual covenants herein
contained, the parties hereto hereby agree as follows:
1. Defined terms used in this Agreement and not otherwise defined herein
shall have the meaning set forth in the Servicing Agreement.
2. TRHT warrants and represents to the Servicer as of the date hereof:
(a) Attached hereto as Exhibit B is a true and accurate copy of the
Servicing Agreement, which agreement is in full force and effect as of
the date hereof and the provisions of which have not been waived,
amended or modified by TRHT in any respect, nor has any notice of
termination been given by TRHT thereunder;
(b) TRHT is duly organized, validly existing and in good standing under
the laws of the jurisdiction of its organization, and has all
requisite power and authority to acquire, own and sell the Mortgage
Loans;
(c) TRHT has full organizational power and authority to execute, deliver
and perform its obligations under this Agreement, and to consummate
the transactions set forth herein. The consummation of the
transactions contemplated by this Agreement is in the ordinary course
of TRHT's business and will not conflict with, or result in a breach
of, any of the terms, conditions or provisions of TRHT's charter or
by-laws or any legal restriction, or any material agreement or
instrument to which TRHT is now a party or by which it is bound, or
result in the violation of any law, rule, regulation, order, judgment
or decree to which TRHT or its property is subject. The execution,
delivery and performance by TRHT of this Agreement and the
consummation by it of the transactions contemplated hereby, have been
duly authorized by all necessary corporate action on part of TRHT.
This Agreement has been duly executed and delivered by TRHT and, upon
the due authorization, execution and delivery by the Servicer, will
constitute the valid and
legally binding obligation of TRHT enforceable against TRHT in
accordance with its terms except as enforceability may be limited by
bankruptcy, reorganization, insolvency, moratorium or other similar
laws now or hereafter in effect relating to creditors' rights
generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law; and
(d) No consent, approval, order or authorization of, or declaration,
filing or registration with, any governmental entity is required to be
obtained or made by TRHT in connection with the execution, delivery or
performance by TRHT of this Agreement, or the consummation by it of
the transactions contemplated hereby.
3. The Servicer warrants and represents to, and covenants with, TRHT as of
the date hereof:
(a) Attached hereto as Exhibit B is a true and accurate copy of the
Servicing Agreement which agreement is in full force and effect as of
the date hereof and the provisions of which have not been waived,
amended or modified in any respect, nor has any notice of termination
been given thereunder;
(b) The Servicer is duly organized, validly existing and in good standing
under the laws of the jurisdiction of its incorporation, and the
Servicer has all requisite power and authority to service the Mortgage
Loans and the Servicer has all requisite power and authority to
perform its obligations under the Servicing Agreement;
(c) The Servicer has full corporate power and authority to execute,
deliver and perform its obligations under this Agreement, and to
consummate the transactions set forth herein. The consummation of the
transactions contemplated by this Agreement is in the ordinary course
of the Servicer's business and will not conflict with, or result in a
breach of, any of the terms, conditions or provisions of its charter
or by-laws or any legal restriction, or any material agreement or
instrument to which it is now a party or by which it is bound, or
result in the violation of any law, rule, regulation, order, judgment
or decree to which the Servicer or its property is subject. The
execution, delivery and performance by the Servicer of this Agreement
and the consummation by it of the transactions contemplated hereby,
have been duly authorized by all necessary corporate action on the
part of the Servicer. This Agreement has been duly executed and
delivered by the Servicer, and, upon the due authorization, execution
and delivery by TRHT, will constitute the valid and legally binding
obligation of the Servicer, enforceable against the Servicer in
accordance with its terms except as enforceability may be limited by
bankruptcy, reorganization, insolvency, moratorium or other similar
laws now or hereafter in effect relating to creditors' rights
generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law;
(d) No consent, approval, order or authorization of, or declaration,
filing or registration with, any governmental entity is required to be
obtained or made by
TRHT in connection with the execution, delivery or performance by the
Servicer of this Agreement, or the consummation by it of the
transactions contemplated hereby; and
(e) The Servicer shall establish a Collection Account and an Escrow
Account as described under the Servicing Agreement in favor of Xxxxxxx
Xxxxx Mortgage Investors Trust, Series 2005-A9 (the "Trust") with
respect to the Mortgage Loans separate from the Collection Account and
Escrow Account previously established under the Servicing Agreement in
favor of TRHT.
4. The Servicer hereby acknowledges that Xxxxx Fargo Bank, N.A. (the
"Master Servicer") has been appointed as the master servicer of the Mortgage
Loans pursuant to the Sale and Servicing Agreement (the "Sale and Servicing
Agreement"), dated as of December 1, 2005, among TRHT, Xxxxxxx Xxxxx Mortgage
Investors Trust, Xxxxxxx Xxxxx Mortgage Investors, Inc., Series 2005-A9,
Wachovia Bank, National Association and the Master Servicer. The Servicer shall
deliver all reports required to be delivered under the Servicing Agreement to:
Xxxxx Fargo Bank, N.A.
0000 Xxx Xxxxxxxxx Xxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xxxxxxx Xxxxx Mortgage Investors, Inc., Series 2005-A9
Recognition of TRHT
5. The Servicer hereby acknowledges that from and after the date hereof,
the Mortgage Loans will be subject to the terms and conditions of the Sale and
Servicing Agreement pursuant to which the Master Servicer has the right to
monitor the performance by the Servicer of its servicing obligations under the
Servicing Agreement. Such right will include, without limitation, the right to
terminate the Servicer under the Servicing Agreement upon the occurrence of an
event of default thereunder, the right to receive all remittances required to be
made by the Servicer under the Servicing Agreement, the right to receive all
monthly reports and other data required to be delivered by the Servicer under
the Servicing Agreement, the right to examine the books and records of the
Servicer, indemnification rights, and the right to exercise certain rights of
consent and approval relating to actions taken by the Servicer. In connection
therewith, the Servicer hereby agrees to make all remittances required under the
Servicing Agreement with respect to the Mortgage Loans to the Master Servicer
for the benefit of the Trust in accordance with the following wire transfer
instructions:
Xxxxx Fargo Bank, N.A.
ABA #000-000-000
Account Name: Corporate Trust Clearing
Account # 0000000000
For Further Credit to: MLMI 2005-A9, Account # [____________]
Applicable statements should be mailed to Xxxxx Fargo Bank, N.A., 0000 Xxx
Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx, 00000, Attention: Xxxxxxx Xxxxx Mortgage
Investors, Inc., Series
2005-A9.
It is the intention of the Servicer and TRHT that this Agreement will be a
separate and distinct servicing agreement between TRHT and the Servicer and
shall be binding upon and for the benefit of the respective successors and
assigns of the parties hereto. Neither the Servicer nor TRHT shall amend or
agree to amend, modify, waive, or otherwise alter any of the terms or provisions
of the Servicing Agreement which amendment, modification, waiver or other
alteration would in any way affect the Mortgage Loans without the prior written
consent of TRHT.
6. Modification of the Servicing Agreement:
The Servicer and TRHT hereby amend the Servicing Agreement as follows:
The following definitions are added to Section 1.01:
Master Servicer: Xxxxx Fargo Bank, N.A. or its successors in interest.
Prepayment Interest Shortfall: With respect to any Remittance Date,
for each Mortgage Loan that was the subject of a Principal Prepayment in
full or in part during the related Monthly Period, an amount equal to the
excess of one month's interest at the applicable Note Rate on the amount of
such Principal Prepayment over the amount of interest (adjusted to the Note
Rate) actually paid by the related Mortgagor with respect to such Monthly
Period.
Trustee: Wachovia Bank, National Association.
The definition of Business Day is deleted in its entirety and replaced with
the following:
"Business Day: Any day other than (i) a Saturday or Sunday, or (ii) a day
on which the Federal Reserve is closed, or (iii) a day on which banking
institutions in the jurisdiction in which the Master Servicer is authorized or
obligated by law or executive order to be closed."
The definition of Eligible Account is deleted in its entirety and replaced
with the following:
"Eligible Account: An account that is any of the following: (i) maintained
with a depository institution the short term debt obligations of which have been
rated by each Rating Agency in its highest rating category available, or (ii) an
account or accounts in a depository institution in which such accounts are fully
insured to the limits established by the FDIC, provided that any deposits not so
insured shall, to the extent acceptable to each Rating Agency, as evidenced in
writing, be maintained such that (as evidenced by an Opinion of Counsel
delivered to the Indenture Trustee and each Rating Agency) the Indenture Trustee
have a claim
with respect to the funds in such account or a perfected first priority security
interest against any collateral (which shall be limited to Permitted
Investments) securing such funds that is superior to claims of any other
depositors or creditors of the depository institution with which such account is
maintained, or (iii) in the case of the Master Servicer Collection Account and
the Payment Account, a trust account or accounts (or a sub-account of such)
maintained in the corporate trust division of the Master Servicer or Securities
Administrator, or (iv) an account or accounts of a depository institution
acceptable to each Rating Agency (as evidenced in writing by each Rating Agency
that use of any such account as the Master Servicer Collection Account or the
Payment Account will not reduce the rating assigned to any of the Notes by such
Rating Agency as of the Closing Date by such Rating Agency).
The following is added as clause (10) to Section 4.04 of the Servicing
Agreement:
"(10) with respect to each Principal Prepayment in full or in part, any
Prepayment Interest Shortfall, to the extent of the Servicer's aggregate
Servicing Fee received with respect to the related Monthly Period."
The following sentence is added to the end of the first paragraph of
Section 5.02 of the Servicing Agreement:
"In addition, no later than the fifth (5th) business day of each month (or
if such fifth day is not a Business Day, the Business Day immediately preceding
such fifth business day), the Servicer shall forward to the Master Servicer
reports in the format set forth in Exhibit C and Exhibit D to the Reconstituted
Servicing Agreement, dated as of December 1, 2005, TRHT and the Servicer, with
respect to defaulted Mortgage Loans and realized loss calculations,
respectively."
All references in Section 6.02 of the Servicing Agreement to "Purchaser"
shall be deleted and replaced with "Purchaser or its designee."
The references to "March 15" in Section 6.04 of the Servicing Agreement
shall be deleted and replaced with "February 28."
Section 6.05 shall be deleted, and replaced with the following:
"(a) On or before February 28 of each year beginning February 28, 2006, the
Servicer at its expense shall cause a firm of independent public accountants
which is a member of the American Institute of Certified Public Accountants to
furnish a statement to the Trust in a form acceptable for filing with the
Securities and Exchange Commission as an exhibit to a Form 10-K to the effect
that such firm has examined certain documents and records relating to the
servicing of mortgage loans generally by the Servicer that include a sampling of
the Mortgage Loans, the provisions of Article VI have been complied with and, on
the basis of such an examination conducted substantially in accordance with the
Uniform Single Attestation Program for Mortgage Bankers, such servicing has been
conducted in compliance with this Agreement, except for (i) such exceptions as
such firm shall believe to be immaterial, and (ii) such other exceptions as
shall be set forth in such statement.
(b) For so long as the Mortgage Loans are being master serviced by a master
servicer in a
securitization transaction (the "Master Servicer"), by February 28th of each
year (or if not a Business Day, the immediately preceding Business Day), or at
any other time upon thirty (30) days written request, an officer of the Servicer
shall execute and deliver an Officer's Certificate to the Master Servicer for
the benefit of such Master Servicer and its affiliates, and in each case, its
officers, directors and affiliates, certifying as to the following matters:
(i) Based on my knowledge, the information in the Annual Statement of
Compliance, and the Annual Independent Public Accountant's Servicing
Report and all servicing reports, officer's certificates and other
information relating to the servicing of the Mortgage Loans submitted
to the Master Servicer by the Servicer, does not contain any untrue
statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading, as of the last
day of the period covered by the Annual Statement of Compliance;
(ii) Based on my knowledge, the servicing information required to be
provided to the Master Servicer by the Servicer under the Agreement
has been provided to the Master Servicer;
(iii) I am responsible for reviewing the activities performed by the
Servicer under this Agreement and based upon the review required by
this Agreement, and except as disclosed in the Annual Statement of
Compliance, the Annual Independent Public Accountant's Servicing
Report, or otherwise disclosed in a writing submitted to the Master
Servicer, the Servicer has, as of last day of the period covered by
the Annual Statement of Compliance, fulfilled its obligations under
this Agreement; and
(iv) I have disclosed to the Master Servicer all significant
deficiencies relating to the Servicer's compliance with the minimum
servicing standards as determined in accordance with a review
conducted in compliance with the Uniform Single Attestation Program
for Mortgage Bankers as set forth in this Agreement.
(c) The Servicer shall indemnify and hold harmless the Master Servicer and its
affiliates, and in each case, its officers, directors and agents from and
against any losses, damages, penalties, fines, forfeitures, reasonable legal
fees and related costs, judgments and other costs and expenses arising out of or
based upon a breach by the Servicer or any of its officers, directors, agents or
affiliates of its obligations under Section 6.04 and Section 6.05 or the gross
negligence, bad faith or willful misconduct of the Servicer in connection
therewith. If the indemnification provided for herein is unavailable or
insufficient to hold harmless the Master Servicer, then the Servicer agrees that
it shall contribute to the amount paid or payable by the Master Servicer as a
result of the losses, claims, damages or liabilities of the Master Servicer in
such proportion as is appropriate to reflect the relative fault of the Master
Servicer on the one hand and the Servicer on the other in connection with a
breach of the Servicer's obligations under Section 6.04 and Section 6.05 or the
Servicer's gross negligence, bad faith or willful misconduct in connection
therewith."
The following Subsection shall be added to Section 9.01:
"(9) failure by the Servicer to duly perform, within the required time
period, its obligations under Section 6.04 and Section 6.05 which failure
continues unremedied for a period of fifteen (15) days after the date on which
written notice of such failure, requiring the same to be remedied, shall have
been given to the Servicer by any party to this Servicing Agreement or by any
master servicer responsible for master servicing the Mortgage Loans pursuant to
a securitization of such Mortgage Loans;"
The following shall be added as Section 11.12 of the Servicing Agreement:
"Third Party Beneficiary. For purposes of this Agreement, any Master
Servicer shall be considered a third party beneficiary to this Agreement
entitled to all the rights and benefits accruing to any Master Servicer herein
as if it were a direct party to this Agreement."
7. Indemnification by Master Servicer.
The Master Servicer shall indemnify and hold harmless the Servicer and its
affiliates, and in each case, its officers, directors and agents from and
against any losses, damages, penalties, fines, forfeitures, reasonable legal
fees and related costs, judgments and other costs and expenses arising out of or
based upon a breach by the Master Servicer or any of its officers, directors,
agents or affiliates of its obligations in connection with the preparation,
filing and certification of any Form 10-K under Section 3.17 of the Sale and
Servicing Agreement or the negligence, bad faith or willful misconduct of the
Master Servicer in connection therewith. In addition, the Master Servicer shall
indemnify and hold harmless the Servicer and its affiliates, and in each case,
its officers, directors and agents from and against any losses, damages,
penalties, fines, forfeitures, reasonable legal fees and related costs,
judgments and other costs and expenses arising out of or based upon a breach by
any Servicer (as defined in the Sale and Servicing Agreement), other than the
Servicer (as defined in this Agreement), of its obligations in connection with
any back-up certification (or any other back-up documents) to any certification
of any Form 10-K required to be provided by the Master Servicer, but solely to
the extent the Master Servicer receives amounts from such Servicer in connection
with any indemnification provided by such Servicer (in each case as defined in
the Sale and Servicing Agreement) to the Master Servicer.
8. Notice Addresses.
If to TRHT:
Taberna Realty Holdings Trust
0000 Xxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Attention: Xxxx Xxxxxx
with a copy to:
Taberna Realty Holdings Trust
0000 Xxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Attention: Xxxxxxx Xxxxx
If to the Servicer:
PHH Mortgage Corporation
0000 Xxxxxxxxxx Xxxx
Mail Stop SVPM
Xx. Xxxxxx, Xxx Xxxxxx 00000
Attention: Xxxx Xxxxxx
If to the Master Servicer:
Xxxxx Fargo Bank, N.A.
0000 Xxx Xxxxxxxxx Xxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xxxxxxx Xxxxx Mortgage Investors, Inc., Series 2005-A9
If to Xxxxxxx Xxxxx Mortgage Investors, Inc.:
Xxxxxxx Xxxxx Mortgage Investors, Inc.
World Financial Center
Xxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: MLMI 2005-A9
9. This Agreement shall be construed in accordance with the substantive
laws of the State of New York and the obligations, rights and remedies of the
parties hereunder shall be determined in accordance with such laws, except to
the extent preempted by federal law.
10. From and after the date hereof, the Servicer, as servicer, shall
recognize the Trust as the owner of the Mortgage Loans, and the Servicer will
service the Mortgage Loans in accordance with the servicing provisions contained
in the Servicing Agreement for the benefit of the Trust, and shall look solely
to the Trust for performance of the obligations of Purchaser under the Servicing
Agreement with respect to the Mortgage Loans. From and after the date hereof,
the Trust shall recognize the Servicer as the servicer of the Mortgage Loans,
and shall look solely to the Servicer for performance of the obligations of the
Servicer under the Servicing Agreement with respect to the Mortgage Loans.
11. This Agreement shall inure to the benefit of the successors and assigns
of the parties hereto. Any entity into which the Servicer or TRHT may be merged
or consolidated shall, without the requirement for any further writing, be
deemed the Servicer or TRHT, respectively, hereunder.
12. No term or provision of this Agreement may be waived or modified unless
such
waiver or modification is in writing and signed by the parties hereto, including
the acknowledgment parties.
13. This Agreement may be executed simultaneously in any number of
counterparts, each of which counterparts shall be deemed to be an original, and
such counterparts shall constitute and be one and the same instrument.
[SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have caused this Reconstituted Servicing
Agreement to be executed by their duly authorized officers as of the date first
above written.
TABERNA REALTY HOLDINGS TRUST
By:
---------------------------------
Name:
-------------------------------
Title:
------------------------------
PHH MORTGAGE CORPORATION,
THE SERVICER
By:
---------------------------------
Name:
-------------------------------
Title:
------------------------------
ACKNOWLEDGED AND AGREED
XXXXX FARGO BANK, N.A.
By:
---------------------------------
Name:
-------------------------------
Title:
------------------------------
XXXXXXX XXXXX MORTGAGE INVESTORS, INC.
By:
---------------------------------
Name:
-------------------------------
Title:
------------------------------
EXHIBIT A
Mortgage Loan Schedule
[Intentionally Omitted]
EXHIBIT B
Mortgage Loan Flow Servicing Agreement, dated as of October 1, 2005.
See Exhibit 99.8
EXHIBIT C
REPORTING DATA FOR DEFAULTED LOANS
Data must be submitted to Xxxxx Fargo Bank in an EXCEL spreadsheet format with
fixed field names and data type. The EXCEL spreadsheet should be used as a
template consistently every month when submitting data.
TABLE: DELINQUENCY
NAME TYPE SIZE
---- ---- ----
SERVICER LOAN # NUMBER 8
(DOUBLE)
INVESTOR LOAN # NUMBER 8
(DOUBLE)
BORROWER NAME TEXT 20
ADDRESS TEXT 30
STATE TEXT 2
Due Date Date/Time 8
ACTION CODE TEXT 2
FC Received Date/Time 8
File Referred to Atty Date/Time 8
NOD Date/Time 8
Complaint Filed Date/Time 8
Sale Published Date/Time 8
Target Sale Date Date/Time 8
Actual Sale Date Date/Time 8
Loss Mit Approval Date Date/Time 8
Loss Mit Type Text 5
Loss Mit Estimated Completion Date/Time 8
Date
Loss Mit Actual Completion Date Date/Time 8
Loss Mit Broken Plan Date Date/Time 8
BK Chapter Text 6
BK Filed Date Date/Time 8
Post Petition Due Date/Time 8
Motion for Relief Date/Time 8
Lift of Stay Date/Time 8
RFD Text 10
Occupant Code Text 10
Eviction Start Date Date/Time 8
Eviction Completed Date Date/Time 8
List Price Currency 8
List Date Date/Time 8
Accepted Offer Price Currency 8
Accepted Offer Date Date/Time 8
Estimated REO Closing Date Date/Time 8
Actual REO Sale Date Date/Time 8
- ITEMS IN BOLD ARE MANDATORY FIELDS. WE MUST RECEIVE INFORMATION IN THOSE
FIELDS EVERY MONTH IN ORDER FOR YOUR FILE TO BE ACCEPTED.
The Action Code Field should show the applicable numeric code to indicate that a
special action is being taken. The Action Codes are the following:
12-RELIEF PROVISIONS
15-BANKRUPTCY/LITIGATION
20-REFERRED FOR DEED-IN-LIEU
30-REFERRED FORE FORECLOSURE
00-XXXXXX
00-XXXXXXXXXX
00-XXX-XXXX FOR SALE
71-THIRD PARTY SALE/CONDEMNATION
72-REO-PENDING CONVEYANCE-POOL INSURANCE CLAIM FILED
Xxxxx Fargo Bank will accept alternative Action Codes to those above, provided
that the Codes are consistent with industry standards. If Action Codes other
than those above are used, the Servicer must supply Xxxxx Fargo Bank with a
description of each of the Action Codes prior to sending the file.
Description of Action Codes:
ACTION CODE 12 - To report a Mortgage Loan for which the Borrower has been
granted relief for curing a delinquency. The Action Date is the date the relief
is expected to end. For military indulgence, it will be three months after the
Borrower's discharge from military service.
ACTION CODE 15 - To report the Borrower's filing for bankruptcy or instituting
some other type of litigation that will prevent or delay liquidation of the
Mortgage Loan. The Action Date will be either the date that any repayment plan
(or forbearance) instituted by the bankruptcy court will expire or an additional
date by which the litigation should be resolved.
ACTION CODE 20 - To report that the Borrower has agreed to a deed-in-lieu or an
assignment of the property. The Action Date is the date the Servicer decided to
pursue a deed-in-lieu or the assignment.
ACTION CODE 30 - To report that the decision has been made to foreclose the
Mortgage Loan. The
Action Date is the date the Servicer referred the case to the foreclosure
attorney.
ACTION CODE 60 - To report that a Mortgage Loan has been paid in full either at,
or prior to, maturity. The Action Date is the date the pay-off funds were
remitted to the Master Servicer.
ACTION CODE 65 - To report that the Servicer is repurchasing the Mortgage Loan.
The Action Date is the date the repurchase proceeds were remitted to the Master
Servicer.
ACTION CODE 70 - To report that a Mortgage Loan has been foreclosed or a
deed-in-lieu of foreclosure has been accepted, and the Servicer, on behalf of
the owner of the Mortgage Loan, has acquired the property and may dispose of it.
The Action Date is the date of the foreclosure sale or, for deeds-in-lieu, the
date the deed is recorded on behalf of the owner of the Mortgage Loan.
ACTION CODE 71 - To report that a Mortgage Loan has been foreclosed and a third
party acquired the property, or a total condemnation of the property has
occurred. The Action Date is the date of the foreclosure sale or the date the
condemnation award was received.
ACTION CODE 72 - To report that a Mortgage Loan has been foreclosed, or a
deed-in-lieu has been accepted, and the property may be conveyed to the mortgage
insurer and the pool insurance claim has been filed. The Action Date is the date
of the foreclosure sale, or, for deeds-in-lieu, the date of the deed for
conventional mortgages.
The Loss Mit Type field should show the approved Loss Mitigation arrangement.
The following are acceptable:
ASUM-APPROVED ASSUMPTION
BAP-BORROWER ASSISTANCE PROGRAM
CO-CHARGE OFF
DIL-DEED-IN-LIEU
FFA-FORMAL FORBEARANCE AGREEMENT
MOD-LOAN MODIFICATION
PRE-PRE-SALE
SS-SHORT SALE
MISC-ANYTHING ELSE APPROVED BY THE PMI OR POOL INSURER
Xxxxx Fargo Bank will accept alternative Loss Mitigation Types to those above,
provided that they are consistent with industry standards. If Loss Mitigation
Types other than those above are used, the Servicer must supply Xxxxx Fargo Bank
with a description of each of the Loss Mitigation Types prior to sending the
file.
The Occupant Code field should show the current status of the property. The
acceptable codes are:
MORTGAGOR
TENANT
UNKNOWN
VACANT
EXHIBIT D
REALIZED LOSS CALCULATION INFORMATION
XXXXX FARGO BANK, N.A. Form 332
Calculation of Realized Loss
Purpose
To provide the Servicer with a form for the calculation of any Realized Loss (or
gain) as a result of a Mortgage Loan having been foreclosed and Liquidated.
Distribution
The Servicer will prepare the form in duplicate and send the original together
with evidence of conveyance of title and appropriate supporting documentation to
the Master Servicer with the Monthly Accounting Reports which supports the
Mortgage Loan's removal from the Mortgage Loan Activity Report. The Servicer
will retain the duplicate for its own records.
Due Date
With respect to any liquidated Mortgage Loan, the form will be submitted to the
Master Servicer no later than the date on which statements are due to the Master
Servicer under Section 4.02 of this Agreement (the "Statement Date") in the
month following receipt of final liquidation proceeds and supporting
documentation relating to such liquidated Mortgage Loan; provided, that if such
Statement Date is not at least 30 days after receipt of final liquidation
proceeds and supporting documentation relating to such liquidated Mortgage Loan,
then the form will be submitted on the first Statement Date occurring after the
30th day following receipt of final liquidation proceeds and supporting
documentation.
Preparation Instructions
The numbers on the form correspond with the numbers listed below.
1. The actual Unpaid Principal Balance of the Mortgage Loan.
2. The Total Interest Due less the aggregate amount of servicing fee that
would have been earned if all delinquent payments had been made as agreed.
3-7. Complete as necessary. All line entries must be supported by copies of
appropriate statements, vouchers, receipts, canceled checks, etc., to
document the expense. Entries not properly documented will not be
reimbursed to the Servicer.
8. Accrued Servicing Fees based upon the Scheduled Principal Balance of the
Mortgage Loan as calculated on a monthly basis.
10. The total of lines 1 through 9.
Credits
11-17. Complete as necessary. All line entries must be supported by copies of
the appropriate claims forms, statements, payment checks, etc. to document
the credit. If the Mortgage Loan is subject to a Bankruptcy Deficiency, the
difference between the Unpaid Principal Balance of the Note prior to the
Bankruptcy Deficiency and the Unpaid Principal Balance as reduced by the
Bankruptcy Deficiency should be input on line 16.
18. The total of lines 11 through 17.
Total Realized Loss (or Amount of Any Gain)
19. The total derived from subtracting line 18 from 10. If the amount
represents a realized gain, show the amount in parenthesis ( ).
XXXXX FARGO BANK, N.A.
CALCULATION OF REALIZED LOSS
XXXXX FARGO BANK, N.A. Trust: ___________________________
Prepared by: __________________ Date: _______________
Phone: ______________________
Servicer Loan No. ____ Servicer Name ________ Servicer Address ___________
XXXXX FARGO BANK, N.A.
Loan No. ____________________________
Borrower's Name: _______________________________________________________________
Property Address: ______________________________________________________________
LIQUIDATION AND ACQUISITION EXPENSES:
Actual Unpaid Principal Balance of Mortgage Loan $________________(1)
Interest accrued at Net Rate ________________(2)
Attorney's Fees ________________(3)
Taxes ________________(4)
Property Maintenance ________________(5)
MI/Hazard Insurance Premiums ________________(6)
Hazard Loss Expenses ________________(7)
Accrued Servicing Fees ________________(8)
Other (itemize) ________________(9)
$___________________
TOTAL EXPENSES $________________(10)
CREDITS:
Escrow Balance $________________(11)
HIP Refund ________________(12)
Rental Receipts ________________(13)
Hazard Loss Proceeds ________________(14)
Primary Mortgage Insurance Proceeds ________________(15)
Proceeds from Sale of Acquired Property ________________(16)
Other (itemize) ________________(17)
________________
TOTAL CREDITS $________________(18)
TOTAL REALIZED LOSS (OR Amount OF GAIN) $___________________
