ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor as Assignee BANK OF AMERICA, NATIONAL ASSOCIATION, as Seller and Servicer and acknowledged by WELLS FARGO BANK, N.A., as Master Servicer Dated as of...
EXECUTION
among
GS
MORTGAGE SECURITIES CORP.,
as
Assignor
U.S.
BANK NATIONAL ASSOCIATION, AS
TRUSTEE,
as
Assignee
BANK
OF AMERICA, NATIONAL ASSOCIATION,
as
Seller and Servicer
and
acknowledged by
XXXXX
FARGO BANK, N.A.,
as
Master Servicer
Dated
as of
October
1, 2006
ASSIGNMENT,
ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment Agreement”), made as of
this 1st
day of
October, 2006, among Bank of America, National Association, a national banking
association organized and existing under the laws of the United States (“Bank of
America”), as seller and servicer (in such capacity the “Seller” and the
“Servicer,” respectively), U.S.
Bank
National Association, a national banking association, as trustee (the
“Assignee”), GS Mortgage Securities Corp., a Delaware corporation (the
“Assignor”) and as acknowledged by Xxxxx Fargo Bank, N.A., as master servicer
(in such capacity the “Master Servicer”).
WHEREAS,
Xxxxxxx Xxxxx Mortgage Company (“GSMC”) and Bank of America, as Seller and
Servicer, have entered into an Amended and Restated Flow Mortgage Loan Sale
and
Servicing Agreement dated as of July 1, 2005, as amended by Amendment No. 1,
dated August 1, 2006 and by Regulation AB Compliance Addendum, dated March
15,
2006 (the “Sale and Servicing Agreement”), and the related Commitment Letter
dated as of August 8, 2006 (the “Commitment Letter”), pursuant to which Bank of
America sold on a servicing retained basis, certain mortgage loans. (the
“Mortgage Loans”);
WHEREAS,
GSMC, the Assignor and Bank of America have entered into that certain
Assignment, Assumption and Recognition Agreement dated as of October 1, 2006
(the “GSMC Assignment Agreement”), pursuant to which GSMC assigned its right,
title and interest in and to the Mortgage Loans, the Sale and Servicing
Agreement and the Custody Receipt to the Assignor;
WHEREAS,
the Assignee has agreed on certain terms and conditions to purchase from the
Assignor certain of the Mortgage Loans (the “Assigned Mortgage Loans”), which
Assigned Mortgage Loans are subject to the provisions of the Sale and Servicing
Agreement and are included in the Mortgage Loans listed in the mortgage loan
schedule attached to the Custody Receipt, and which Assigned Mortgage Loans
are
together listed on the mortgage loan schedule attached hereto as Exhibit
1
(the
“Mortgage Loan Schedule”);
WHEREAS,
pursuant to a Master Servicing and Trust Agreement, dated as of October
1,
2006
(the “Trust Agreement”), among GS Mortgage Securities Corp., as depositor, U.S.
Bank National Association, as trustee (the “Trustee”), Deutsche Bank National
Trust Company, as custodian, and Xxxxx Fargo Bank, N. A., as securities
administrator and Master Servicer, the Assignor will transfer the Mortgage
Loans
to the Trustee, together with the Assignor’s rights in the Sale and Servicing
Agreement;
NOW
THEREFORE, in consideration of the mutual promises contained herein and for
other good and valuable consideration, the receipt and sufficiency of which
are
hereby acknowledged, the parties agree as follows:
1. Assignment
and Assumption.
(a) The
Assignor hereby assigns to the Assignee all of its right, title and interest
in
and to the Assigned Mortgage Loans, the Sale and Servicing Agreement and the
Custody Receipt, in each case, to the extent relating to the Assigned Mortgage
Loans (other than the rights of the Assignor to indemnification thereunder),
and
the Assignee hereby assumes all of the Assignor’s obligations under the Sale and
Servicing Agreement, to the extent relating to the Assigned Mortgage Loans
from
and after the date hereof, and the Servicer hereby acknowledges such assignment
and assumption and hereby agrees to the release of the Assignor from any
obligations under the Sale and Servicing Agreement from and after the date
hereof, to the extent relating to the Assigned Mortgage Loans. Notwithstanding
the foregoing, it is understood that the Assignor is not released from liability
for any breaches of any representations and warranties by the Assignor made
in
the Sale and Servicing Agreement, and the Assignee is not undertaking any such
liability hereunder.
2
(b) The
Assignor represents and warrants to the Assignee that the Assignor has not
taken
any action that would serve to impair or encumber the Assignor’s ownership
interest in the Assigned Mortgage Loans since the date of the Sale and Servicing
Agreement and the Commitment Letter.
(c) The
Servicer and the Assignor shall have the right to amend, modify or terminate
the
Sale and Servicing Agreement or the Commitment Letter without the joinder of
the
Assignee with respect to mortgage loans not conveyed to the Assignee hereunder;
provided, however, that such amendment, modification or termination shall not
affect or be binding on the Assignee or the Assigned Mortgage Loans.
(d) The
Assignor hereby assigns to the Assignee, any rights of the Assignor with respect
to early payment defaults or first payment defaults in the Commitment Letter,
but only to the extent such provision relates to the Assigned Mortgage Loans.
The foregoing shall constitute the Assignor’s consent to the assignment of the
Commitment Letter (to the extent required by the terms of each Commitment
Letter).
(e) Notwithstanding
any provision of the Commitment Letter to the contrary, in the event any
Assigned Mortgage Loan is repurchased by the Seller pursuant to any early
payment default or first payment default provisions of the Commitment Letter,
the “Repurchase Price” payable to the Assignee shall be an amount equal to the
sum of: (a) the outstanding principal balance of such Assigned Mortgage Loan
as
of the date of such repurchase, (b) accrued interest on such outstanding
principal balance at the applicable Mortgage Interest Rate from the date
interest was last paid through the last day of the month in which such
repurchase takes place, (c) the amount of any outstanding advances owed to
the
servicer (so long as Bank of America is not the servicer), and (d) any
reasonable costs and expenses incurred by any servicer (so long as Bank of
America is not such servicer) or by the Trustee, including without limitation
costs and expenses incurred in the enforcement of the Seller’s repurchase
obligation under the Commitment Letter. It is hereby understood that the right
to any excess over such amount set forth in the definition of “Repurchase Price”
set forth in any Commitment Letter is not being sold or assigned hereunder
and
is being retained by the Assignor.
(f) The
Trust
(including the Trustee and the Master Servicer acting on the Trust’s behalf)
shall have all the rights and remedies available to the Assignor, insofar as
they relate to the Assigned Mortgage Loans, under any early payment default
or
first payment default provisions of the Commitment Letter including, without
limitation, the enforcement of the repurchase requirements set forth therein,
and shall be entitled to enforce all the obligations of the Seller thereunder
insofar as they relate to the Assigned Mortgage Loans.
3
2. Accuracy
of the Sale and Servicing Agreement.
(a) The
Servicer and the Assignor represent and warrant to the Assignee that (i)
attached hereto as Exhibit 2 is a true, accurate and complete copy of the Sale
and Servicing Agreement, (ii) the Sale and Servicing Agreement and the
Commitment Letter are in full force and effect as of the date hereof, (iii)
neither the Sale and Servicing Agreement nor the Commitment Letter has not
been
amended or modified in any respect and (iv) no notice of termination has been
given to the Servicer under the Sale and Servicing Agreement or the Commitment
Letter. The
Servicer, in its capacity as seller under the Sale and Servicing Agreement,
further represents and warrants that the representations and warranties
contained in (i) Section 7.02 of the Sale and Servicing Agreement are true
and
correct on and as of the date of this Assignment Agreement and (ii) Section
7.01
of the Sale and Servicing Agreement are true and correct as of the Closing
Date
(as defined in the Sale and Servicing Agreement).
3. Recognition
of the Assignee; Recognition of the Master Servicer.
(a) From
and
after the date hereof, the Servicer shall note the transfer of the Assigned
Mortgage Loans to the Assignee in its books and records, shall recognize the
Assignee as the owner of the Assigned Mortgage Loans and shall service the
Assigned Mortgage Loans for the benefit of the Assignee pursuant to the Sale
and
Servicing Agreement, the terms of which are incorporated herein by reference.
It
is the intention of the Assignor, the Servicer and the Assignee that the Sale
and Servicing Agreement shall be binding upon and inure to the benefit of the
Servicer and the Assignee and their respective permitted successors and
assigns.
(b) The
Servicer further acknowledges that, from and after the date hereof, it (and
any
of its successors under the Sale and Servicing Agreement) will be subject to
the
supervision of the Master Servicer (except that the Master Servicer shall not
be
responsible for supervising the servicing of defaulted Mortgage Loans and REO
Properties) and that the Master Servicer, acting on behalf of the Trustee as
the
owner of the Mortgage Loans, shall have the same rights as were assigned by
GSMC, in its capacity as the original purchaser under the Sale and Servicing
Agreement, to the Assignor under the GSMC Assignment Agreement, and further
assigned by the Assignor to the Trustee, on behalf of the Trust, hereunder.
Such
rights will include, without limitation, the right to terminate the Servicer
under the Sale and 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 Sale and Servicing Agreement, the right to receive all
monthly reports and other data required to be delivered by the Servicer under
the Sale and Servicing Agreement, indemnification rights and the right to
exercise certain rights of consent and approval relating to actions taken by
the
Servicer.
(c) All
reports, notices and other written information required to be delivered to
the
Trustee, as the successor in interest to GSMC and the Assignor under the Sale
and Servicing Agreement, shall also be delivered to the Master Servicer at
the
address set forth in Section 9 hereof. All remittances required to be made
to
the Trustee, as the successor in interest to GSMC and the Assignor under the
Sale and Servicing Agreement, shall be made instead to the Master Servicer
by
wire transfer to the following account:
4
Xxxxx
Fargo Bank, N.A.
ABA#
000000000
For
credit to: SAS Clearing
Acct
#:
0000000000
FFC
to:
GSR 2006-9F Acct# 50955200
Notwithstanding
anything to the contrary in the Sale and Servicing Agreement, with respect
to
the Assigned Mortgage Loans, not later than the tenth calendar day of each
month
(or if such tenth calendar day is not a Business Day, the immediately succeeding
Business Day), the Servicer shall furnish to the Master Servicer (a) monthly
loan data in the form of Exhibit
6
hereto
or another mutually agreed-upon format, (b) default loan data in the mutually
agreed upon format set forth in Exhibit
7
hereto
and (c) information regarding the realized losses and gains in the mutually
agreed upon format set forth in Exhibit
4
and
Exhibit
5
hereto,
in each case relating to the period ending on the last day of the preceding
calendar month. The Master Servicer may conclusively rely upon the data
provided by the Servicer pursuant to the preceding sentence and shall
have no duty to verify or re-compute any of the information contained
therein.
4. Representations
and Warranties.
(a) Decision
to Purchase.
The
Assignee represents and warrants that it is a sophisticated investor able to
evaluate the risks and merits of the transactions contemplated hereby, and
that
it has not relied in connection therewith upon any statements or representations
of the Assignor or the Servicer other than those contained in the Sale and
Servicing Agreement, the Commitment Letter, or this Assignment
Agreement.
(b) Authority.
The
Assignee hereby represents and warrants that it is duly and legally authorized
to enter into this Assignment Agreement and to perform its obligations hereunder
and under the Sale and Servicing Agreement.
(c) Enforceability.
The
Assignee hereby represents and warrants that this Assignment Agreement has
been
duly authorized, executed and delivered by it and (assuming due authorization,
execution and delivery thereof by each of the other parties hereto) constitutes
its legal, valid and binding obligation, enforceable against the Assignee in
accordance with its terms, except as such enforcement may be limited by
bankruptcy, insolvency, reorganization or other similar laws affecting the
enforcement of creditors’ rights generally and by general equitable principles
(regardless of whether such enforcement is considered in a proceeding in equity
or at law).
5
5. Representations
and Warranties of the Assignor.
The
Assignor hereby represents and warrants to the Assignee as follows:
(a) The
Assignor has been duly organized and is validly existing as a corporation in
good standing under the laws of the State of Delaware with full power and
authority (corporate and other) to enter into and perform its obligations under
the Sale and Servicing Agreement, the Commitment Letter, and this Assignment
Agreement.
(b) This
Assignment Agreement has been duly executed and delivered by the Assignor,
and,
assuming due authorization, execution and delivery by each of the other parties
hereto, constitutes a legal, valid, and binding agreement of the Assignor,
enforceable against it in accordance with its terms, subject to bankruptcy,
insolvency, reorganization, moratorium, or other similar laws affecting
creditors’ rights generally and to general principles of equity regardless of
whether enforcement is sought in a proceeding in equity or at law.
(c) The
execution, delivery and performance by the Assignor of this Assignment Agreement
and the consummation of the transactions contemplated hereby do not require
the
consent or approval of, the giving of notice to, the registration with, or
the
taking of any other action in respect of, any state, federal or other
governmental authority or agency, except such as has been obtained, given,
effected or taken prior to the date hereof.
(d) The
execution and delivery of this Assignment Agreement have been duly authorized
by
all necessary corporate action on the part of the Assignor; neither the
execution and delivery by the Assignor of this Assignment Agreement, nor the
consummation by the Assignor of the transactions herein contemplated, nor
compliance by the Assignor with the provisions hereof, will conflict with or
result in a breach of, or constitute a default under, any of the provisions
of
the governing documents of the Assignor or any law, governmental rule or
regulation or any material judgment, decree or order binding on the Assignor
or
any of its properties, or any of the provisions of any material indenture,
mortgage, deed of trust, contract or other instrument to which the Assignor
is a
party or by which it is bound.
(e) There
are
no actions, suits or proceedings pending or, to the knowledge of the Assignor,
threatened, before or by any court, administrative agency, arbitrator or
governmental body (A) with respect to any of the transactions contemplated
by
this Assignment Agreement or (B) with respect to any other matter that in the
judgment of the Assignor will be determined adversely to the Assignor and,
if
determined adversely to the Assignor will materially and adversely affect its
ability to perform its obligations under this Assignment Agreement.
(f) Except
for the sale to the Assignee, the Assignor has not assigned or pledged any
Mortgage Note related to any Assigned Mortgage Loan or the related Mortgage
or
any interest or participation therein.
(g) The
Assignor has not satisfied, canceled, or subordinated in whole or in part,
or
rescinded the Mortgage related to any Assigned Mortgage Loan, and the Assignor
has not released the Mortgaged Property from the lien of the Mortgage related
to
any Assigned Mortgage Loan, in whole or in part, nor has the Assignor executed
an instrument that would effect any such release, cancellation, subordination,
or rescission.
6
(h) Mortgage
Loans.
With
respect to each Mortgage Loan, the representations and warranties contained
in
Section 7.01 of the Sale and Servicing Agreement, to the extent they relate
to
matters arising on or after the related Closing Date (as defined in the Sale
and
Servicing Agreement), are true and correct as of the date of this Assignment
Agreement. For purposes of making the representations and warranties
contemplated in the foregoing sentence, each reference in Section 7.01 of the
Sale and Servicing Agreement to (i) the “Cut-off Date” shall be deemed to be a
reference to October 1, 2006, (ii) the “Mortgage Loan Schedule” shall be deemed
to be a reference to Exhibit
1
hereto
and (iii) the “Closing Date” shall be deemed to be a reference to October 30,
2006.
(i) Predatory
Lending.
Each
Mortgage Loan, at the time it was originated, complied in all material respects
with applicable local, state and federal laws, including, but not limited to,
all applicable predatory and abusive lending laws; and none of the Mortgage
Loans are “high-cost,” “high-cost home” or “covered” loans under any applicable
federal, state or local predatory or abusive lending law.
It
is
understood and agreed that the representations and warranties set forth in
this
Section 5 shall survive delivery of the respective Mortgage Files to the
Custodian and shall inure to the benefit of the Assignee and its assigns
notwithstanding any restrictive or qualified endorsement or assignment. Upon
the
discovery by the Assignor or the Assignee and its assigns of a breach of the
foregoing representations and warranties, the party discovering such breach
shall give prompt written notice to the other parties to this Assignment
Agreement, and in no event later than two (2) Business Days from the date of
such discovery. It is understood and agreed that the obligations of the Assignor
set forth in Section 6 to repurchase a Mortgage Loan constitute the sole
remedies available to the Assignee and its assigns on their behalf respecting
a
breach of the representations and warranties contained in this Section 5. It
is
further understood and agreed that the Assignor shall be deemed not to have
made
the representations and warranties in this Section 5 (other than Sections 5(h)
and 5(i)) with respect to, and to the extent of, representations and warranties
made, as to the matters covered in this Section 5, by the Servicer in the Sale
and Servicing Agreement (or any officer’s certificate delivered pursuant
thereto).
It
is
understood and agreed that the Assignor has made no representations or
warranties to the Assignee other than those contained in this Section 5, and
no
other affiliate of the Assignor has made any representations or warranties
of
any kind to the Assignee.
6. Repurchase
of Mortgage Loans.
Upon
discovery or notice of any breach by the Assignor of any representation,
warranty, or covenant under this Assignment Agreement that materially and
adversely affects the value of any Assigned Mortgage Loan or the interest of
the
Assignee therein (it being understood that any such defect or breach shall
be
deemed to have materially and adversely affected the value of the related
Assigned Mortgage Loan or the interest of the Assignee therein if the Assignee
incurs a loss as a result of such defect or breach), the Assignee shall promptly
request that the Assignor cure such breach and, if the Assignor does not cure
such breach in all material respects within 60 days from the date on which
it is
notified of the breach (such date the “Defect
Discovery Date”),
the
Assignee may enforce the Assignor’s obligation hereunder to purchase such
Assigned Mortgage Loan from the Assignee for an amount no less than an amount
equal to the sum of (i)(a) the outstanding principal balance (less any
unreimbursed advances) and accrued and unpaid interest on such loan or (i)(b)
in
the case of REO property, the fair market value (less any unreimbursed
advances), whichever is less, and (ii) any
costs
and damages incurred by the Trust in connection with any violation by such
loan
of any predatory or abusive lending law.
Notwithstanding the foregoing, however, if such breach is a Qualification
Defect, such cure or repurchase must take place within 75 days of the Defect
Discovery Date.
7
In
the
event that the Servicer has breached a representation or warranty under the
Sale
and Servicing Agreement that is substantially identical to a representation
or
warranty breached by the Assignor hereunder, the Assignee shall first proceed
against the Servicer. If the Servicer does not within 60 days after notification
of the breach, take steps to cure such breach (which may include certifying
to
progress made and requesting an extension of the time to cure such breach,
as
permitted under the Sale and Servicing Agreement) or purchase, or substitute
for
the Assigned Mortgage Loan, the Trustee shall be entitled to enforce the
obligations of the Assignor hereunder to cure such breach or to purchase the
Assigned Mortgage Loan from the Trust for an amount no less than an amount
equal
to the sum of (i)(a) the outstanding principal balance (less any unreimbursed
advances) and accrued and unpaid interest on such loan or (i)(b) in the case
of
REO property, the fair market value (less any unreimbursed advances), whichever
is less, and (ii) any
costs
and damages incurred by the Trust in connection with any violation by such
loan
of any predatory or abusive lending law.
In such
event, the Assignor shall succeed to the rights of the Assignee to enforce
the
obligations of the Servicer to cure such breach or repurchase such Assigned
Mortgage Loan under the terms of the Sale and Servicing Agreement with respect
to such Assigned Mortgage Loan.
Except
as
specifically set forth herein, the Assignee shall have no responsibility to
enforce any provision of this Assignment Agreement, to oversee compliance
hereof, or to take notice of any breach or default thereof.
7. Amendment
of the Sale and Servicing Agreement.
In
connection with the transfer of the Assigned Mortgage Loans hereunder, the
Servicer agrees that, from and after the date hereof, each Assigned Mortgage
Loan transferred hereunder will be subject to, and serviced under, the Sale
and
Servicing Agreement, provided that,
solely
with respect to the Assigned Mortgage Loans transferred hereunder,
the
definition of “Business Day” shall be amended by adding the words “Maryland,
Minnesota,” after the words “New York.”
8. Continuing
Effect.
Except
as
contemplated hereby, the Sale and Servicing Agreement shall remain in full
force
and effect in accordance with its terms.
9. Governing
Law.
THIS
ASSIGNMENT AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
THE
LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW
PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND
THE
OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED
IN
ACCORDANCE WITH SUCH LAWS.
8
10. Notices.
Any
notices or other communications permitted or required hereunder shall be in
writing and shall be deemed conclusively to have been given if personally
delivered at or mailed by registered or certified mail, postage prepaid, and
return receipt requested or transmitted by telex, telegraph or telecopier and
confirmed by a similar mailed writing, to: (i) in the case of the Servicer,
Bank
of America, National Association, 000 Xxxxxxxxxx Xxxxxxx, Xxxxxxxxx, XX
00000-0000, Attn: Servicing Manager, or such address as may hereafter be
furnished by the Servicer; (ii)
in
the case of the Assignee, U.S. Bank National Association, Xxx
Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, Attn: Structured
Finance Department - GSR 2006-9F
or such
other address as may hereafter be furnished by the Assignee, (iii) in the case
of the Assignor, GS Mortgage Securities Corp., 00 Xxxxx Xxxxxx, Xxx Xxxx, Xxx
Xxxx 00000, Attention: Xxxxxxxxx House, Telecopier No.: (000) 000-0000, or
such
other address as may hereafter be furnished by the Assignor, and (iv) in the
case of the Master Servicer, Xxxxx Fargo Bank, N.A., X.X. Xxx 00, Xxxxxxxx,
Xxxxxxxx 00000, Attn: Corporate Trust Group (GSR 2006-9F), (or
in
the case of overnight deliveries,
0000
Xxx
Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx 00000, Attn:
Corporate Trust Group (GSR 2006-9F))
or such
other address as may hereafter be furnished by the Master Servicer.
11. Counterparts.
This
Assignment Agreement may be executed in counterparts, each of which when so
executed shall be deemed to be an original and all of which when taken together
shall constitute one and the same instrument.
12. Definitions.
Any
capitalized term used but not defined in this Assignment Agreement has the
same
meaning as defined in the Sale and Servicing Agreement, and if not defined
therein, as defined in the Trust Agreement.
13. Third-Party
Beneficiary
Xxxxx
Fargo Bank, N.A. as master servicer shall be considered a Third-Party
Beneficiary to this Assignment entitled to all rights and benefits hereof as
if
it were a direct party to this Assignment.
9
IN
WITNESS WHEREOF, the parties hereto have executed this Assignment Agreement
the
day and year first above written.
ASSIGNEE:
U.S.
BANK NATIONAL
ASSOCIATION,
not in its
individual
capacity but solely as Trustee
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By: | /s/ Xxxxxxxx X’Xxxxx | ||
Name: | Xxxxxxxx X’Xxxxx | ||
Title: | Vice President |
ASSIGNOR:
GS
MORTGAGE SECURITIES CORP.
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By: | /s/ X. Xxxx | ||
Name: | X. Xxxx | ||
Title: | Vice President | ||
SERVICER:
BANK
OF AMERICA, NATIONAL
ASSOCIATION
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By: | /s/ Xxxxxxxxx X. Xxxxxxx | ||
Name: | Xxxxxxxxx X. Xxxxxxx | ||
Title: | Vice President | ||
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Acknowledged
by:
MASTER
SERVICER:
XXXXX
FARGO BANK, N.A.
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By: | /s/ Xxxxxxxx X. X. Xxxxx | |||
Name: | Xxxxxxxx X. X. Xxxxx | |||
Title: | Vice President |
EXHIBIT 1
Mortgage
Loan Schedule
EXHIBIT
2
Sale
and Servicing Agreement
EXHIBIT
3
Calculation
of Realized Loss/Gain Form 332- Instruction Sheet
NOTE:
Do not net or combine items. Show all expenses individually and all credits
as
separate line items. Claim packages are due on the remittance report date.
Late
submissions may result in claims not being passed until the following month.
The
Servicer is responsible to remit all funds pending loss approval and /or
resolution of any disputed items.
The
numbers on the 332 form correspond with the numbers listed below.
Liquidation
and Acquisition Expenses:
1. The
Actual Unpaid Principal Balance of the Mortgage Loan. For documentation, an
Amortization Schedule from date of default through liquidation breaking out
the
net interest and servicing fees advanced is required.
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. For documentation,
an
Amortization Schedule from date of default through liquidation breaking out
the
net interest and servicing fees advanced is required.
3. Accrued
Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan
as calculated on a monthly basis. For documentation, an Amortization Schedule
from date of default through liquidation breaking out the net interest and
servicing fees advanced is required.
4-12.
Complete
as applicable. Required documentation:
*
For taxes and insurance advances - see page 2 of 332 form - breakdown
required showing period
of
coverage, base tax, interest, penalty. Advances prior to default require
evidence of servicer efforts to recover advances.
* For
escrow advances
- complete payment history
(to calculate advances from last positive escrow balance forward)
*
Other expenses - copies of corporate advance history showing all
payments
*
REO repairs > $1500 require explanation
*
REO repairs >$3000 require evidence of at least 2 bids.
*
Short Sale or Charge Off require P&L supporting the decision
and
WFB’s approved Officer Certificate
*
Unusual or extraordinary items may require further documentation.
13.
The
total
of lines 1 through 12.
Credits:
14-21.
Complete
as applicable. Required documentation:
*
Copy of
the HUD 1 from the REO sale. If a 3rd
Party
Sale, bid instructions and Escrow
Agent / Attorney
Letter
of
Proceeds
Breakdown.
*
Copy of
EOB for any MI or gov't guarantee
*
All
other credits need to be clearly defined on the 332
form
22.
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The
total of lines 14 through 21.
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Please
Note: For
HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for
Part
B/Supplemental proceeds.
Total
Realized Loss (or Amount of Any Gain)
23. The
total
derived from subtracting line 22 from 13. If the amount represents a realized
gain, show
the
amount in parenthesis ( ).
EXHIBIT
4
Calculation
of Realized Loss/Gain Form 332
XXXXX
FARGO BANK, N.A.
CALCULATION
OF REALIZED LOSS/GAIN
Prepared
by: __________________
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Date:
_______________
|
Phone: ______________________ | Email Address:_____________________ |
Servicer
Loan No.
|
|
Servicer
Name
|
|
Servicer
Address
|
XXXXX
FARGO BANK, N.A. Loan No._____________________________
Borrower's
Name: _________________________________________________________
Property
Address: _________________________________________________________
Liquidation
Type: REO Sale
3rd
Party Sale Short
Sale Charge
Off
Was
this loan granted a Bankruptcy deficiency or cramdown Yes
No
If
“Yes”,
provide deficiency or cramdown amount
_______________________________
Liquidation
and Acquisition Expenses:
|
||||
(1)
|
Actual
Unpaid Principal Balance of Mortgage Loan
|
$
______________
|
(1)
|
|
(2)
|
Interest
accrued at Net Rate
|
________________
|
(2)
|
|
(3)
|
Accrued
Servicing Fees
|
________________
|
(3)
|
|
(4)
|
Attorney's
Fees
|
________________
|
(4)
|
|
(5)
|
Taxes
(see page 2)
|
________________
|
(5)
|
|
(6)
|
Property
Maintenance
|
________________
|
(6)
|
|
(7)
|
MI/Hazard
Insurance Premiums (see page 2)
|
________________
|
(7)
|
|
(8)
|
Utility
Expenses
|
________________
|
(8)
|
|
(9)
|
Appraisal/BPO
|
________________
|
(9)
|
|
(10)
|
Property
Inspections
|
________________
|
(10)
|
|
(11)
|
FC
Costs/Other Legal Expenses
|
________________
|
(11)
|
|
(12)
|
Other
(itemize)
|
________________
|
(12)
|
|
Cash
for Keys__________________________
|
________________
|
(12)
|
||
HOA/Condo
Fees_______________________
|
________________
|
(12)
|
||
______________________________________
|
________________
|
(12)
|
||
Total
Expenses
|
$
_______________
|
(13)
|
||
Credits:
|
||||
(14)
|
Escrow
Balance
|
$
_______________
|
(14)
|
|
(15)
|
HIP
Refund
|
________________
|
(15)
|
|
(16)
|
Rental
Receipts
|
________________
|
(16)
|
|
(17)
|
Hazard
Loss Proceeds
|
________________
|
(17)
|
|
(18)
|
Primary
Mortgage Insurance / Gov’t Insurance
|
________________
|
(18a)
|
|
HUD Part A | ||||
HUD
Part B
|
|
________________ | (18b) | |
(19)
|
Pool
Insurance Proceeds
|
________________
|
(19)
|
|
(20)
|
Proceeds
from Sale of Acquired Property
|
________________
|
(20)
|
|
(21)
|
Other
(itemize)
|
________________
|
(21)
|
|
_________________________________________
|
________________
|
(21)
|
||
Total
Credits
|
$________________
|
(22)
|
||
Total
Realized Loss (or Amount of Gain)
|
$________________
|
(23) |
Escrow
Disbursement Detail
Type
(Tax
/Ins.)
|
Date
Paid
|
Period
of Coverage
|
Total
Paid
|
Base
Amount
|
Penalties
|
Interest
|
||||||
EXHIBIT
5
Standard
File Layout - Scheduled/Scheduled
Column
Name
|
Description
|
Decimal
|
Format
Comment
|
Max
Size
|
||||
SER_INVESTOR_NBR
|
A
value assigned by the Servicer to define a group of loans.
|
|
Text
up to 10 digits
|
20
|
||||
LOAN_NBR
|
A
unique identifier assigned to each loan by the investor.
|
|
Text
up to 10 digits
|
10
|
||||
SERVICER_LOAN_NBR
|
A
unique number assigned to a loan by the Servicer. This may be different
than the LOAN_NBR.
|
|
Text
up to 10 digits
|
10
|
||||
BORROWER_NAME
|
The
borrower name as received in the file. It is not separated by first
and
last name.
|
|
Maximum
length of 30 (Last, First)
|
30
|
||||
SCHED_PAY_AMT
|
Scheduled
monthly principal and scheduled interest payment that a borrower
is
expected to pay, P&I constant.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
NOTE_INT_RATE
|
The
loan interest rate as reported by the Servicer.
|
4
|
Max
length of 6
|
6
|
||||
NET_INT_RATE
|
The
loan gross interest rate less the service fee rate as reported
by the
Servicer.
|
4
|
Max
length of 6
|
6
|
||||
SERV_FEE_RATE
|
The
servicer's fee rate for a loan as reported by the Servicer.
|
4
|
Max
length of 6
|
6
|
||||
SERV_FEE_AMT
|
The
servicer's fee amount for a loan as reported by the Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
NEW_PAY_AMT
|
The
new loan payment amount as reported by the Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
NEW_LOAN_RATE
|
The
new loan rate as reported by the Servicer.
|
4
|
Max
length of 6
|
6
|
||||
ARM_INDEX_RATE
|
The
index the Servicer is using to calculate a forecasted
rate.
|
4
|
Max
length of 6
|
6
|
||||
ACTL_BEG_PRIN_BAL
|
The
borrower's actual principal balance at the beginning of the processing
cycle.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
ACTL_END_PRIN_BAL
|
The
borrower's actual principal balance at the end of the processing
cycle.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
BORR_NEXT_PAY_DUE_DATE
|
The
date at the end of processing cycle that the borrower's next payment
is
due to the Servicer, as reported by Servicer.
|
|
MM/DD/YYYY
|
10
|
||||
SERV_CURT_AMT_1
|
The
first curtailment amount to be applied.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SERV_CURT_DATE_1
|
The
curtailment date associated with the first curtailment amount.
|
|
MM/DD/YYYY
|
10
|
||||
CURT_ADJ_
AMT_1
|
The
curtailment interest on the first curtailment amount, if
applicable.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SERV_CURT_AMT_2
|
The
second curtailment amount to be applied.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
SERV_CURT_DATE_2
|
The
curtailment date associated with the second curtailment
amount.
|
|
MM/DD/YYYY
|
10
|
||||
CURT_ADJ_
AMT_2
|
The
curtailment interest on the second curtailment amount, if
applicable.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SERV_CURT_AMT_3
|
The
third curtailment amount to be applied.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SERV_CURT_DATE_3
|
The
curtailment date associated with the third curtailment
amount.
|
|
MM/DD/YYYY
|
10
|
||||
CURT_ADJ_AMT_3
|
The
curtailment interest on the third curtailment amount, if
applicable.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
PIF_AMT
|
The
loan "paid in full" amount as reported by the Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
PIF_DATE
|
The
paid in full date as reported by the Servicer.
|
|
MM/DD/YYYY
|
10
|
||||
|
|
|
Action
Code Key: 15=Bankruptcy, 00xXxxxxxxxxxx, , 00xXXX, 63=Substitution,
65=Repurchase,70=REO
|
2
|
||||
ACTION_CODE
|
The
standard FNMA numeric code used to indicate the default/delinquent
status
of a particular loan.
|
|||||||
INT_ADJ_AMT
|
The
amount of the interest adjustment as reported by the
Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SOLDIER_SAILOR_ADJ_AMT
|
The
Soldier and Sailor Adjustment amount, if applicable.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
NON_ADV_LOAN_AMT
|
The
Non Recoverable Loan Amount, if applicable.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
LOAN_LOSS_AMT
|
The
amount the Servicer is passing as a loss, if applicable.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SCHED_BEG_PRIN_BAL
|
The
scheduled outstanding principal amount due at the beginning of
the cycle
date to be passed through to investors.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SCHED_END_PRIN_BAL
|
The
scheduled principal balance due to investors at the end of a processing
cycle.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SCHED_PRIN_AMT
|
The
scheduled principal amount as reported by the Servicer for the
current
cycle -- only applicable for Scheduled/Scheduled Loans.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
SCHED_NET_INT
|
The
scheduled gross interest amount less the service fee amount for
the
current cycle as reported by the Servicer -- only applicable for
Scheduled/Scheduled Loans.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
ACTL_PRIN_AMT
|
The
actual principal amount collected by the Servicer for the current
reporting cycle -- only applicable for Actual/Actual
Loans.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
ACTL_NET_INT
|
The
actual gross interest amount less the service fee amount for the
current
reporting cycle as reported by the Servicer -- only applicable
for
Actual/Actual Loans.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
PREPAY_PENALTY_
AMT
|
The
penalty amount received when a borrower prepays on his loan as
reported by
the Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
||||
PREPAY_PENALTY_
WAIVED
|
The
prepayment penalty amount for the loan waived by the
servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
MOD_DATE
|
The
Effective Payment Date of the Modification for the loan.
|
|
MM/DD/YYYY
|
10
|
||||
MOD_TYPE
|
The
Modification Type.
|
|
Varchar
- value can be alpha or numeric
|
30
|
||||
DELINQ_P&I_ADVANCE_AMT
|
The
current outstanding principal and interest advances made by
Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
11
|
EXHIBIT
6
Standard
File Layout - Delinquency Reporting
Column/Header
Name
|
Description
|
Decimal
|
Format
Comment
|
|||
SERVICER_LOAN_NBR
|
A
unique number assigned to a loan by the Servicer. This may be different
than the LOAN_NBR
|
|
||||
LOAN_NBR
|
A
unique identifier assigned to each loan by the originator.
|
|
||||
CLIENT_NBR
|
Servicer
Client Number
|
|||||
SERV_INVESTOR_NBR
|
Contains
a unique number as assigned by an external servicer to identify a
group of
loans in their system.
|
|
||||
BORROWER_FIRST_NAME
|
First
Name of the Borrower.
|
|||||
BORROWER_LAST_NAME
|
Last
name of the borrower.
|
|||||
PROP_ADDRESS
|
Street
Name and Number of Property
|
|
||||
PROP_STATE
|
The
state where the property located.
|
|
||||
PROP_ZIP
|
Zip
code where the property is located.
|
|
||||
BORR_NEXT_PAY_DUE_DATE
|
The
date that the borrower's next payment is due to the servicer at the
end of
processing cycle, as reported by Servicer.
|
MM/DD/YYYY
|
||||
LOAN_TYPE
|
Loan
Type (i.e. FHA, VA, Conv)
|
|
||||
BANKRUPTCY_FILED_DATE
|
The
date a particular bankruptcy claim was filed.
|
MM/DD/YYYY
|
||||
BANKRUPTCY_CHAPTER_CODE
|
The
chapter under which the bankruptcy was filed.
|
|
||||
BANKRUPTCY_CASE_NBR
|
The
case number assigned by the court to the bankruptcy
filing.
|
|
||||
POST_PETITION_DUE_DATE
|
The
payment due date once the bankruptcy has been approved by the
courts
|
MM/DD/YYYY
|
||||
BANKRUPTCY_DCHRG_DISM_DATE
|
The
Date The Loan Is Removed From Bankruptcy. Either by Dismissal, Discharged
and/or a Motion For Relief Was Granted.
|
MM/DD/YYYY
|
||||
LOSS_MIT_APPR_DATE
|
The
Date The Loss Mitigation Was Approved By The Servicer
|
MM/DD/YYYY
|
||||
LOSS_MIT_TYPE
|
The
Type Of Loss Mitigation Approved For A Loan Such As;
|
|||||
LOSS_MIT_EST_COMP_DATE
|
The
Date The Loss Mitigation /Plan Is Scheduled To End/Close
|
MM/DD/YYYY
|
||||
LOSS_MIT_ACT_COMP_DATE
|
The
Date The Loss Mitigation Is Actually Completed
|
MM/DD/YYYY
|
||||
FRCLSR_APPROVED_DATE
|
The
date DA Admin sends a letter to the servicer with instructions to
begin
foreclosure proceedings.
|
MM/DD/YYYY
|
||||
ATTORNEY_REFERRAL_DATE
|
Date
File Was Referred To Attorney to Pursue Foreclosure
|
MM/DD/YYYY
|
||||
FIRST_LEGAL_DATE
|
Notice
of 1st legal filed by an Attorney in a Foreclosure Action
|
MM/DD/YYYY
|
||||
FRCLSR_SALE_EXPECTED_DATE
|
The
date by which a foreclosure sale is expected to occur.
|
MM/DD/YYYY
|
||||
FRCLSR_SALE_DATE
|
The
actual date of the foreclosure sale.
|
MM/DD/YYYY
|
||||
FRCLSR_SALE_AMT
|
The
amount a property sold for at the foreclosure sale.
|
2
|
No
commas(,) or dollar signs ($)
|
|||
EVICTION_START_DATE
|
The
date the servicer initiates eviction of the borrower.
|
MM/DD/YYYY
|
||||
EVICTION_COMPLETED_DATE
|
The
date the court revokes legal possession of the property from the
borrower.
|
MM/DD/YYYY
|
||||
LIST_PRICE
|
The
price at which an REO property is marketed.
|
2
|
No
commas(,) or dollar signs ($)
|
|||
LIST_DATE
|
The
date an REO property is listed at a particular price.
|
MM/DD/YYYY
|
||||
OFFER_AMT
|
The
dollar value of an offer for an REO property.
|
2
|
No
commas(,) or dollar signs ($)
|
|||
OFFER_DATE_TIME
|
The
date an offer is received by DA Admin or by the Servicer.
|
MM/DD/YYYY
|
||||
REO_CLOSING_DATE
|
The
date the REO sale of the property is scheduled to close.
|
MM/DD/YYYY
|
REO_ACTUAL_CLOSING_DATE
|
Actual
Date Of REO Sale
|
MM/DD/YYYY
|
||||
OCCUPANT_CODE
|
Classification
of how the property is occupied.
|
|
||||
PROP_CONDITION_CODE
|
A
code that indicates the condition of the property.
|
|
||||
PROP_INSPECTION_DATE
|
The
date a property inspection is performed.
|
MM/DD/YYYY
|
||||
APPRAISAL_DATE
|
The
date the appraisal was done.
|
MM/DD/YYYY
|
||||
CURR_PROP_VAL
|
The
current "as is" value of the property based on brokers price opinion
or
appraisal.
|
2
|
|
|||
REPAIRED_PROP_VAL
|
The
amount the property would be worth if repairs are completed pursuant
to a
broker's price opinion or appraisal.
|
2
|
|
|||
If
applicable:
|
|
|
||||
DELINQ_STATUS_CODE
|
FNMA
Code Describing Status of Loan
|
|||||
DELINQ_REASON_CODE
|
The
circumstances which caused a borrower to stop paying on a loan. Code
indicates the reason why the loan is in default for this
cycle.
|
|||||
MI_CLAIM_FILED_DATE
|
Date
Mortgage Insurance Claim Was Filed With Mortgage Insurance
Company.
|
MM/DD/YYYY
|
||||
MI_CLAIM_AMT
|
Amount
of Mortgage Insurance Claim Filed
|
No
commas(,) or dollar signs ($)
|
||||
MI_CLAIM_PAID_DATE
|
Date
Mortgage Insurance Company Disbursed Claim Payment
|
MM/DD/YYYY
|
||||
MI_CLAIM_AMT_PAID
|
Amount
Mortgage Insurance Company Paid On Claim
|
2
|
No
commas(,) or dollar signs ($)
|
|||
POOL_CLAIM_FILED_DATE
|
Date
Claim Was Filed With Pool Insurance Company
|
MM/DD/YYYY
|
||||
POOL_CLAIM_AMT
|
Amount
of Claim Filed With Pool Insurance Company
|
2
|
No
commas(,) or dollar signs ($)
|
|||
POOL_CLAIM_PAID_DATE
|
Date
Claim Was Settled and The Check Was Issued By The Pool
Insurer
|
MM/DD/YYYY
|
||||
POOL_CLAIM_AMT_PAID
|
Amount
Paid On Claim By Pool Insurance Company
|
2
|
No
commas(,) or dollar signs ($)
|
|||
FHA_PART_A_CLAIM_FILED_DATE
|
Date
FHA Part A Claim Was Filed With HUD
|
MM/DD/YYYY
|
||||
FHA_PART_A_CLAIM_AMT
|
Amount
of FHA Part A Claim Filed
|
2
|
No
commas(,) or dollar signs ($)
|
|||
FHA_PART_A_CLAIM_PAID_DATE
|
Date
HUD Disbursed Part A Claim Payment
|
MM/DD/YYYY
|
||||
FHA_PART_A_CLAIM_PAID_AMT
|
Amount
HUD Paid on Part A Claim
|
2
|
No
commas(,) or dollar signs ($)
|
|||
FHA_PART_B_CLAIM_FILED_DATE
|
Date
FHA Part B Claim Was Filed With HUD
|
MM/DD/YYYY
|
||||
FHA_PART_B_CLAIM_AMT
|
Amount
of FHA Part B Claim Filed
|
2
|
No
commas(,) or dollar signs ($)
|
|||
FHA_PART_B_CLAIM_PAID_DATE
|
Date
HUD Disbursed Part B Claim Payment
|
MM/DD/YYYY
|
||||
FHA_PART_B_CLAIM_PAID_AMT
|
Amount
HUD Paid on Part B Claim
|
2
|
No
commas(,) or dollar signs ($)
|
|||
VA_CLAIM_FILED_DATE
|
Date
VA Claim Was Filed With the Veterans Admin
|
MM/DD/YYYY
|
||||
VA_CLAIM_PAID_DATE
|
Date
Veterans Admin. Disbursed VA Claim Payment
|
MM/DD/YYYY
|
||||
VA_CLAIM_PAID_AMT
|
Amount
Veterans Admin. Paid on VA Claim
|
2
|
No
commas(,) or dollar signs ($)
|
Standard
File Codes - Delinquency Reporting
The
Loss
Mit Type
field
should show the approved Loss Mitigation Code as follows:
· |
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
|
NOTE:
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 code as follows:
· |
Mortgagor
|
· |
Tenant
|
· |
Unknown
|
· |
Vacant
|
The
Property
Condition
field
should show the last reported condition of the property as follows:
· |
Damaged
|
· |
Excellent
|
· |
Fair
|
· |
Gone
|
· |
Good
|
· |
Poor
|
· |
Special
Hazard
|
· |
Unknown
|
The
FNMA
Delinquent Reason Code
field
should show the Reason for Delinquency as follows:
Delinquency
Code
|
Delinquency
Description
|
|
001
|
FNMA-Death
of principal mortgagor
|
|
002
|
FNMA-Illness
of principal mortgagor
|
|
003
|
FNMA-Illness
of mortgagor’s family member
|
|
004
|
FNMA-Death
of mortgagor’s family member
|
|
005
|
FNMA-Marital
difficulties
|
|
006
|
FNMA-Curtailment
of income
|
|
007
|
FNMA-Excessive
Obligation
|
|
008
|
FNMA-Abandonment
of property
|
|
009
|
FNMA-Distant
employee transfer
|
|
011
|
FNMA-Property
problem
|
|
012
|
FNMA-Inability
to sell property
|
|
013
|
FNMA-Inability
to rent property
|
|
014
|
FNMA-Military
Service
|
|
015
|
FNMA-Other
|
|
016
|
FNMA-Unemployment
|
|
017
|
FNMA-Business
failure
|
|
019
|
FNMA-Casualty
loss
|
|
022
|
FNMA-Energy
environment costs
|
|
023
|
FNMA-Servicing
problems
|
|
026
|
FNMA-Payment
adjustment
|
|
027
|
FNMA-Payment
dispute
|
|
029
|
FNMA-Transfer
of ownership pending
|
|
030
|
FNMA-Fraud
|
|
031
|
FNMA-Unable
to contact borrower
|
|
INC
|
FNMA-Incarceration
|
The
FNMA
Delinquent Status Code
field
should show the Status of Default as follows:
Status
Code
|
Status
Description
|
|
09
|
Forbearance
|
|
17
|
Pre-foreclosure
Sale Closing Plan Accepted
|
|
24
|
Government
Seizure
|
|
26
|
Refinance
|
|
27
|
Assumption
|
|
28
|
Modification
|
|
29
|
Charge-Off
|
|
30
|
Third
Party Sale
|
|
31
|
Probate
|
|
32
|
Military
Indulgence
|
|
43
|
Foreclosure
Started
|
|
44
|
Deed-in-Lieu
Started
|
|
49
|
Assignment
Completed
|
|
61
|
Second
Lien Considerations
|
|
62
|
Veteran’s
Affairs-No Bid
|
|
63
|
Veteran’s
Affairs-Refund
|
|
64
|
Veteran’s
Affairs-Buydown
|
|
65
|
Chapter
7 Bankruptcy
|
|
66
|
Chapter
11 Bankruptcy
|
|
67
|
Chapter
13 Bankruptcy
|
EXHIBIT
7
SERVICING
CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE
The
assessment of compliance to be delivered by Bank of America, National
Association [Name of Subservicer] shall address, at a minimum, the criteria
identified as below as “Applicable Servicing Criteria”:
Servicing
Criteria
|
Applicable
Servicing Criteria
|
|||
Reference
|
Criteria
|
|
||
|
General
Servicing Considerations
|
|
||
1122(d)(1)(i)
|
Policies
and procedures are instituted to monitor any performance or other
triggers
and events of default in accordance with the transaction
agreements.
|
X
|
||
1122(d)(1)(ii)
|
If
any material servicing activities are outsourced to third parties,
policies and procedures are instituted to monitor the third party’s
performance and compliance with such servicing activities.
|
X
|
||
1122(d)(1)(iii)
|
Any
requirements in the transaction agreements to maintain a back-up
servicer
for the mortgage loans are maintained.
|
|||
1122(d)(1)(iv)
|
A
fidelity bond and errors and omissions policy is in effect on the
party
participating in the servicing function throughout the reporting
period in
the amount of coverage required by and otherwise in accordance with
the
terms of the transaction agreements.
|
X
|
||
|
Cash
Collection and Administration
|
|||
1122(d)(2)(i)
|
Payments
on mortgage loans are deposited into the appropriate custodial bank
accounts and related bank clearing accounts no more than two business
days
following receipt, or such other number of days specified in the
transaction agreements.
|
X
|
||
1122(d)(2)(ii)
|
Disbursements
made via wire transfer on behalf of an obligor or to an investor
are made
only by authorized personnel.
|
X
|
||
1122(d)(2)(iii)
|
Advances
of funds or guarantees regarding collections, cash flows or distributions,
and any interest or other fees charged for such advances, are made,
reviewed and approved as specified in the transaction
agreements.
|
X
|
||
1122(d)(2)(iv)
|
The
related accounts for the transaction, such as cash reserve accounts
or
accounts established as a form of overcollateralization, are separately
maintained (e.g., with respect to commingling of cash) as set forth
in the
transaction agreements.
|
X
|
||
1122(d)(2)(v)
|
Each
custodial account is maintained at a federally insured depository
institution as set forth in the transaction agreements. For purposes
of
this criterion, “federally insured depository institution” with respect to
a foreign financial institution means a foreign financial institution
that
meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange
Act.
|
X
|
||
1122(d)(2)(vi)
|
Unissued
checks are safeguarded so as to prevent unauthorized
access.
|
X
|
||
1122(d)(2)(vii)
|
Reconciliations
are prepared on a monthly basis for all asset-backed securities related
bank accounts, including custodial accounts and related bank clearing
accounts. These reconciliations are (A) mathematically accurate;
(B)
prepared within 30 calendar days after the bank statement cutoff
date, or
such other number of days specified in the transaction agreements;
(C)
reviewed and approved by someone other than the person who prepared
the
reconciliation; and (D) contain explanations for reconciling items.
These
reconciling items are resolved within 90 calendar days of their original
identification, or such other number of days specified in the transaction
agreements.
|
X
|
Servicing
Criteria
|
Applicable
Servicing Criteria
|
|||
Reference
|
Criteria
|
|
||
|
Investor
Remittances and Reporting
|
|||
1122(d)(3)(i)
|
Reports
to investors, including those to be filed with the Commission, are
maintained in accordance with the transaction agreements and applicable
Commission requirements. Specifically, such reports (A) are prepared
in
accordance with timeframes and other terms set forth in the transaction
agreements; (B) provide information calculated in accordance with
the
terms specified in the transaction agreements; (C) are filed with
the
Commission as required by its rules and regulations; and (D) agree
with
investors’ or the trustee’s records as to the total unpaid principal
balance and number of mortgage loans serviced by the
Servicer.
|
X
|
||
1122(d)(3)(ii)
|
Amounts
due to investors are allocated and remitted in accordance with timeframes,
distribution priority and other terms set forth in the transaction
agreements.
|
X
|
||
1122(d)(3)(iii)
|
Disbursements
made to an investor are posted within two business days to the Servicer’s
investor records, or such other number of days specified in the
transaction agreements.
|
X
|
||
1122(d)(3)(iv)
|
Amounts
remitted to investors per the investor reports agree with cancelled
checks, or other form of payment, or custodial bank
statements.
|
X
|
||
|
Pool
Asset Administration
|
|||
1122(d)(4)(i)
|
Collateral
or security on mortgage loans is maintained as required by the transaction
agreements or related mortgage loan documents.
|
X
|
||
1122(d)(4)(ii)
|
Mortgage
loan and related documents are safeguarded as required by the transaction
agreements
|
X
|
||
1122(d)(4)(iii)
|
Any
additions, removals or substitutions to the asset pool are made,
reviewed
and approved in accordance with any conditions or requirements in
the
transaction agreements.
|
X
|
||
1122(d)(4)(iv)
|
Payments
on mortgage loans, including any payoffs, made in accordance with
the
related mortgage loan documents are posted to the Servicer’s obligor
records maintained no more than two business days after receipt,
or such
other number of days specified in the transaction agreements, and
allocated to principal, interest or other items (e.g., escrow) in
accordance with the related mortgage loan documents.
|
X
|
||
1122(d)(4)(v)
|
The
Servicer’s records regarding the mortgage loans agree with the Servicer’s
records with respect to an obligor’s unpaid principal
balance.
|
X
|
||
1122(d)(4)(vi)
|
Changes
with respect to the terms or status of an obligor's mortgage loans
(e.g.,
loan modifications or re-agings) are made, reviewed and approved
by
authorized personnel in accordance with the transaction agreements
and
related pool asset documents.
|
X
|
||
1122(d)(4)(vii)
|
Loss
mitigation or recovery actions (e.g., forbearance plans, modifications
and
deeds in lieu of foreclosure, foreclosures and repossessions, as
applicable) are initiated, conducted and concluded in accordance
with the
timeframes or other requirements established by the transaction
agreements.
|
X
|
||
1122(d)(4)(viii)
|
Records
documenting collection efforts are maintained during the period a
mortgage
loan is delinquent in accordance with the transaction agreements.
Such
records are maintained on at least a monthly basis, or such other
period
specified in the transaction agreements, and describe the entity’s
activities in monitoring delinquent mortgage loans including, for
example,
phone calls, letters and payment rescheduling plans in cases where
delinquency is deemed temporary (e.g., illness or
unemployment).
|
X
|
||
1122(d)(4)(ix)
|
Adjustments
to interest rates or rates of return for mortgage loans with variable
rates are computed based on the related mortgage loan
documents.
|
X
|
||
1122(d)(4)(x)
|
Regarding
any funds held in trust for an obligor (such as escrow accounts):
(A) such
funds are analyzed, in accordance with the obligor’s mortgage loan
documents, on at least an annual basis, or such other period specified
in
the transaction agreements; (B) interest on such funds is paid, or
credited, to obligors in accordance with applicable mortgage loan
documents and state laws; and (C) such funds are returned to the
obligor
within 30 calendar days of full repayment of the related mortgage
loans,
or such other number of days specified in the transaction
agreements.
|
X
|
Servicing
Criteria
|
Applicable
Servicing Criteria
|
|||
Reference
|
Criteria
|
|
||
1122(d)(4)(xi)
|
Payments
made on behalf of an obligor (such as tax or insurance payments)
are made
on or before the related penalty or expiration dates, as indicated
on the
appropriate bills or notices for such payments, provided that such
support
has been received by the servicer at least 30 calendar days prior
to these
dates, or such other number of days specified in the transaction
agreements.
|
X
|
||
1122(d)(4)(xii)
|
Any
late payment penalties in connection with any payment to be made
on behalf
of an obligor are paid from the servicer’s funds and not charged to the
obligor, unless the late payment was due to the obligor’s error or
omission.
|
X
|
||
1122(d)(4)(xiii)
|
Disbursements
made on behalf of an obligor are posted within two business days
to the
obligor’s records maintained by the servicer, or such other number of days
specified in the transaction agreements.
|
X
|
||
1122(d)(4)(xiv)
|
Delinquencies,
charge-offs and uncollectible accounts are recognized and recorded
in
accordance with the transaction agreements.
|
X
|
||
1122(d)(4)(xv)
|
Any
external enhancement or other support, identified in Item 1114(a)(1)
through (3) or Item 1115 of Regulation AB, is maintained as set forth
in
the transaction agreements.
|