STRUCTURED ASSET MORTGAGE INVESTMENTS INC. Thornburg Mortgage Securities Trust 2003-2 Mortgage Pass-Through Certificates, Series 2003-2 TERMS AGREEMENT
| Exhibit 1.1 EXECUTION |
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
Xxxxxxxxx Mortgage Securities Trust 2003-2
Mortgage Pass-Through Certificates, Series 2003-2
TERMS AGREEMENT
| Dated: as of March 31, 2003 |
To: STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
Re: Underwriting Agreement dated June 25, 1996
Underwriters: Bear, Xxxxxxx & Co. Inc., Greenwich Capital Markets, Inc. and Xxxxxx Brothers Inc.
Series Designation: Xxxxxxxxx Mortgage Securities Trust 2003-2, Mortgage Pass-Through Certificates, Series 2003-2
Class Designation of the Certificates: Class A, Class M-1, Class M-2, Class R-1 and Class R-2 Certificates
Terms of the Certificates:Ratings Class Original Principal Amount Interest Rate Xxxxx'x S&P A $1,039,673,900 Variable Aaa AAA M-1 $10,608,900 Variable Aa2 AA M-2 $10,608,900 Variable A2 A R-1 $50 N/A Not Rated AAA R-2 $50 N/A Not Rated AAA
The Underwriters are purchasing, severally, only the Certificates set forth opposite their names in the tables below:
Class A Certificates
Underwriting Underwriters Discount Principal Amount Purchase Price (%) ------------ ------------ ---------------- ------------------ Bear, Xxxxxxx & Co. Inc............. 0.25000% $693,115,900 99.75000% Greenwich Capital Markets, Inc...... 0.25000% $173,279,000 99.75000% Xxxxxx Brothers Inc................. 0.25000% $173,279,000 99.75000%
Class M-1 Certificates
Underwriting
Underwriters Discount Principal Amount Purchase Price (%)
------------ ------------ ---------------- ------------------
Bear, Xxxxxxx & Co. Inc............. 0.25000% $10,608,900 99.75000%
Greenwich Capital Markets, Inc...... - - -
Xxxxxx Brothers Inc................. - - -
Class M-2 Certificates
Underwriting
Underwriters Discount Principal Amount Purchase Price (%)
------------ ------------ ---------------- ------------------
Bear, Xxxxxxx & Co. Inc............. 0.25000% $10,608,900 99.75000%
Greenwich Capital Markets, Inc...... - - -
Xxxxxx Brothers Inc................. - - -
Class R-1 Certificates
Underwriting
Underwriters Discount Principal Amount Purchase Price (%)
------------ ------------ ---------------- ------------------
Bear, Xxxxxxx & Co. Inc............. - $50 100.00000%
Greenwich Capital Markets, Inc...... - - -
Xxxxxx Brothers Inc................. - - -
Class R-2 Certificates
Underwriting
Underwriters Discount Principal Amount Purchase Price (%)
------------ ------------ ---------------- ------------------
Bear, Xxxxxxx & Co. Inc............. - $50 100.00000%
Greenwich Capital Markets, Inc...... - - -
Xxxxxx Brothers Inc................. - - -
The original principal amount of one or more Classes of Certificates may be increased or decreased by SAMI by up to 5%, depending upon the Mortgage Loans actually acquired by XXXX and delivered to the Trustee. In addition, the original principal amount of any Class of Certificates may be adjusted, as necessary, to obtain the required ratings on the Certificates from the Rating Agencies. Accordingly, any investor’s commitments with respect to the Certificates may be correspondingly decreased or increased.
The Certificates purchased by the Underwriters will be offered from time to time by the Underwriters in negotiated transactions at varying prices to be determined at the time of sale.
Amendments to Underwriting Agreement: The following provisions of the above-referenced Underwriting Agreement are hereby deleted and shall have no force or effect with respect to the Certificates: (a) Section 5(d) of the Underwriting Agreement is hereby deleted in its entirety and replaced with “[Reserved];"; (b) the phrase “and the stabilization legend required by Item 502(d)(1) under Regulation S-K of the Act” is hereby deleted from the third sentence in Section 7(b) and (c) Section 7(d) of the Underwriting Agreement is hereby amended by deleting in the proviso to the last sentence of the first paragraph thereof the phrase “the aggregate Purchase Price for the Offered Certificates” and replacing it with “the underwriting discounts and commissions received by such Underwriter”.
Defined Terms: Terms not otherwise defined herein shall have the meanings given to such terms in the Trust, Pooling and Servicing Agreement dated as of March 1, 2003 among Structured Asset Mortgage Investments Inc., as seller, Xxxxx Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee, Deutsche Bank Trust Company Delaware, as Delaware trustee, and Xxxxxxxxx Mortgage Home Loans, Inc.
Form of Certificates Being Purchased by the Underwriters: Book-entry except for the Class R-1 and Class R-2 Certificates which will be in certificated, fully registered form.
Distribution Dates: The 25th day of each month or, if such 25th day is not a business day, the next succeeding business day beginning in April 2003.
Mortgage Assets: The Mortgage Loans to be included in the Trust are as described in Annex A hereto.
Credit Enhancement: None other than the subordination described in the related Prospectus Supplement.
Closing Date: April 3, 2003
Each of the undersigned Underwriters, agrees, subject to the terms and provisions of the above-referenced Underwriting Agreement, which is incorporated herein in its entirety and made a part hereof, to purchase the respective principal amounts of the Classes of the above-referenced Series of Certificates as set forth herein.
BEAR, XXXXXXX & CO. INC.
By: /s/ Xxxxxxx Xxxxxxxxxx
Name: Xxxxxxx Xxxxxxxxxx
Title: Sr. Managing Director
GREENWICH CAPITAL MARKETS, INC.
By: /s/ Xxxxxx Xxxxxxxxxxx
Name: Xxxxxx Xxxxxxxxxxx
Title: Vice President
XXXXXX BROTHERS INC.
By: /s/ Xxxxxxx Xxxxxxxxxx
Name: Xxxxxxx Xxxxxxxxxx
Title: Senior Vice President
Accepted:
STRUCTURED ASSET MORTGAGE
INVESTMENTS INC.
By: /s/ Xxxxx Xxxxxxxxxxx
Name: Xxxxx Xxxxxxxxxxx
Title: Vice President
Annex A
Mortgage Loan Schedule
[Available Upon Request]
