Countrywide Home Loans, Inc. a Seller Park Monaco Inc. a Seller CWHEQ, Inc. Purchaser Amendment no. 1 Dated as of June 20, 2007 to the Purchase Agreement Dated as of March 30, 2007 REVOLVING HOME EQUITY LOAN ASSET BACKED NOTES Series 2007-C
EXHIBIT
99.1
Countrywide
Home Loans, Inc.
a
Seller
Park
Monaco Inc.
a
Seller
CWHEQ,
Inc.
Purchaser
__________________________________
Amendment
no. 1
Dated
as
of June 20, 2007
to
the Purchase
Agreement
Dated
as
of March 30, 2007
__________________________________
REVOLVING
HOME EQUITY LOAN ASSET BACKED NOTES
Series
2007-C
This
AMENDMENT NO. 1, dated as of June 20, 2007 (this
“Amendment”), to the Purchase Agreement between
COUNTRYWIDE HOME LOANS, INC., a New York corporation, as seller
(“CHL” or a “Seller”),
PARK MONACO INC., a Delaware corporation, as a seller (“Park
Monaco” or a “Seller,” and together with
CHL, the “Sellers”), and CWHEQ, Inc., a Delaware
corporation (the “Purchaser”);
WITNESSETH
:
WHEREAS,
the Sellers and the Purchaser entered into a Purchase Agreement, dated as
of
March 30, 2007 (the “Purchase Agreement”);
and
WHEREAS,
Section 7.01 of the Purchase Agreement provides that the Purchase Agreement
may
be amended by the Sellers and the Purchaser, with the written consent of
the
Credit Enhancer; and
WHEREAS,
the Sellers and the Purchaser desire to amend the Purchase Agreement by
replacing Annex 1 in it entirety, and the Credit Enhancer consents to this
amendment;
NOW,
THEREFORE, the parties agree as follows.
SECTION
1. Defined
terms.
All
capitalized terms used in this Amendment without definition have the meanings
given to them in the Purchase Agreement.
SECTION
2. Amendment.
Effective
as of the date of the Purchase Agreement, Annex 1 of the Purchase Agreement
is
replaced in its entirety with the following:
“Adoption
Annex
The
purchase price for the Mortgage Loans pursuant to Section 2.03 is the transfer
to the Seller on the Closing Date of the Transferor Certificates and the
proceeds from the sale of the Notes.
The
items
referred to in the representations and warranties in Section 3.02(a)
are:
(12) 0.00% of
the Mortgage Loans being transferred on the relevant date (by Cut-off Date
Loan
Balance) were 30-59 days delinquent as of the Cut-off Date.
(18) As
of the Cut-off Date no more than 0.32% of the Mortgage Loans, by aggregate
principal balance, are secured by Mortgaged Properties located in one United
States postal zip code.
(19) The
Combined Loan-to-Value Ratio for each Mortgage Loan was not in excess of
100.00%.
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(30) The
weighted average remaining term to maturity of the Mortgage Loans on a
contractual basis as of the Cut-off Date is approximately 298 months. The
Loan
Rate Caps for the Mortgage Loans range between 0.260% and 14.750%, and the
weighted average Loan Rate Cap is approximately 8.516%. The Gross Margins
for
the Mortgage Loans range between -2.000% and 9.625%, and the weighted average
Gross Margin is approximately 1.914% as of the Cut-off Date for the Mortgage
Loans. The Loan Rates on the Mortgage Loans range between 2.750% and 17.625%,
and the weighted average Loan Rate on the Mortgage Loans is approximately
9.729%.
(32) No
more than 37.55% (by Cut-off Date Loan Balance) of the Mortgage Loans are
secured by real property improved by individual condominium units, units
in
planned unit developments, townhouses, or two-to-four family residences erected
on them, and at least 62.45% (by Cut-off Date Loan Balance) of the Mortgage
Loans are secured by real property with a detached one-family residence erected
on them.
(33) The
Credit Limits on the Mortgage Loans range between approximately $6,720 and
$3,359,790, with an average of approximately $78,587 with respect to the
Mortgage Loans. As of the Cut-off Date, no Mortgage Loan had a principal
balance
in excess of approximately $1,430,000 and the average principal balance of
the
Mortgage Loans is equal to approximately $63,482 with respect to the Mortgage
Loans.
(34) Approximately
1.26% and 98.74% of the Mortgage Loans, by aggregate principal balance as
of the
Cut-off Date for the Mortgage Loans, are secured by first and second liens,
respectively.
(35) As
of the Closing Date, no more than 12.60% of the Mortgage Loans, by aggregate
principal balance, were appraised electronically.
(40) As
of the Cut-off Date (based on the aggregate drawn balances), the Mortgage
Loans
had a weighted average Combined Loan-to-Value Ratio of 87.03%; a range of
Combined Loan-to-Value Ratios between 2.53% and 100.00%; a percentage of
primary
residences of 85.48%; a weighted average FICO score of 711; a range of FICO
scores between 573 and 832; a Weighted Average Net Loan Rate of 9.225%; a
range
of net Loan Rates between 2.246% and 17.121%; a weighted average original
stated
term to maturity of 300 months; a range of original term to maturity between
180
and 360 months; a range of remaining term to maturity between 163 and 360
months; an average drawn balance of $63,482; an average utilization ratio
of
83.43%; and 62.69% of the Mortgage Loans have their respective Mortgaged
Properties located in the top five states, measured by aggregate drawn
balances.”
SECTION
3. Effect
of Amendment.
Upon
execution of this Amendment, the Purchase Agreement shall be amended in
accordance with this Amendment and the respective rights and obligations
of the
Sellers and the Purchaser, shall hereafter be subject in all respects to
this
Amendment, and all the terms of this Amendment shall be part of the Purchase
Agreement for all purposes. Except as expressly amended by this
Amendment, the Purchase Agreement is in all respects ratified and confirmed,
and
remains in full force.
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SECTION
4. Binding
Effect.
This
Amendment shall bind and inure to the benefit of the Sellers, the Purchaser,
the
Trust, the Indenture Trustee, and the Credit Enhancer.
SECTION
5. Governing
Law.
THIS
AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS
OF THE
STATE OF NEW YORK, WITHOUT REFERENCE TO ITS PROVISIONS THAT WOULD RESULT
IN THE
APPLICATION OF THE LAWS OF ANOTHER STATE.
SECTION
6. Severability
of Provisions.
Any
provisions of this Amendment that are invalid for any reason or unenforceable
in
any jurisdiction shall, as to that jurisdiction, be ineffective to the extent
of
the invalidity or unenforceability without invalidating the remaining provisions
of this Amendment, and the prohibition or unenforceability in a jurisdiction
shall not invalidate or render unenforceable that provision in any other
jurisdiction.
SECTION
7. Counterparts.
This
Amendment may be executed in any number of copies, and by the different parties
on the same or separate counterparts, each of which shall be considered to
be an
original instrument. Any signature page to this Amendment containing a manual
signature may be delivered by facsimile transmission or other electronic
communication device capable of transmitting or creating a printable written
record, and when so delivered shall have the effect of delivery of an original
manually signed signature page.
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IN
WITNESS WHEREOF, the Sellers and the Purchaser have caused this Amendment
to be
duly executed by their respective officers as of the day and year first above
written.
|
CWHEQ,
Inc.
as
Purchaser
By:
/s/ Xxxxxx Xxxxx
Name:
Xxxxxx Xxxxx
Title:
Executive Vice President
|
|
|
COUNTRYWIDE
HOME LOANS, INC.
as
Seller
By:
/s/ Xxxxxx
Xxxxx
Name:
Xxxxxx Xxxxx
Title:
Executive Vice President
|
|
|
PARK
MONACO INC.
as
Seller
By:
/s/ Xxxxxx
Xxxxx
Name:
Xxxxxx Xxxxx
Title:
Vice President
|
Consented
to by:
FINANCIAL
GUARANTY INSURANCE COMPANNY
as
Credit
Enhancer
By:
/s/ Xxxxx
Xxxxxxxx
Name:
Xxxxx Xxxxxxxx
Title: Vice
President
4
