GS MORTGAGE SECURITIES CORP., Depositor, HOME LOAN SERVICES, INC., Servicer, and DEUTSCHE BANK NATIONAL TRUST COMPANY, Trustee and Supplemental Interest Trust Trustee AMENDMENT NO. 2 dated as of NOVEMBER 16, 2007 TO THE POOLING AND SERVICING AGREEMENT...
EXHIBIT
4.1
GS
MORTGAGE SECURITIES CORP.,
Depositor,
HOME
LOAN
SERVICES, INC.,
Servicer,
and
DEUTSCHE
BANK NATIONAL TRUST COMPANY,
Trustee
and Supplemental Interest Trust Trustee
AMENDMENT
NO. 2 dated as of
NOVEMBER
16, 2007 TO THE
DATED
AS
OF APRIL 1, 2007
FFMLT
2007-FFB-SS
MORTGAGE
PASS-THROUGH CERTIFICATES,
SERIES
2007-FFB-SS
AMENDMENT
NO. 2, dated as of November 16, 2007 (this “Amendment”), among GS MORTGAGE
SECURITIES CORP., a Delaware corporation (the “Depositor”), HOME LOAN SERVICES,
INC., a Delaware corporation, as servicer (the “Servicer”) and DEUTSCHE BANK
NATIONAL TRUST COMPANY, a national banking association, as trustee (the
“Trustee”) in connection with the Pooling and Servicing Agreement, dated as of
April 1, 2007 (the “Agreement”), among the Depositor, the Servicer and the
Trustee. Capitalized terms not defined herein have the meanings
assigned to them in the Agreement.
1. This
Amendment is effected pursuant to the first paragraph of Section 10.01 of the
Agreement.
2. Article
I of the Agreement is hereby amended by deleting in its entirety the definition
of “WAC Cap” and replacing it with the following:
WAC
Cap: With respect to any Distribution Date, a per annum rate equal to
(i) (A) the weighted average of the Adjusted Net Mortgage Interest Rates then
in
effect on the beginning of the related Due Period on the Mortgage Loans (less,
in the case of the Class A Certificates, the Premium Percentage) less (B) Net
Swap Payments, if any, for that Distribution Date, and Swap Termination Payments
(other than Defaulted Swap Termination Payments) owed to the Swap Provider,
if
any, for that Distribution Date, divided by the Stated Principal Balance of
the
Mortgage Loans then in effect on the beginning of the related Due Period,
multiplied by 12, and (ii) with respect to each Class of Offered Certificates
and the Class M-6 Certificates, multiplied by a fraction, the numerator of
which
is 30 and the denominator of which is the actual number of days in the related
Interest Accrual Period related to such Distribution Date. For
federal income tax purposes, the equivalent of the foregoing shall be expressed
as the weighted average of the REMIC II Remittance Rates on each REMIC II
Regular Interest (other than REMIC II Regular Interest SWAP-IO, weighted on
the
basis of the Uncertificated Balance of each such REMIC II Regular
Interest.
3. Conditions
Precedent to this Amendment: The following conditions precedent to
the effectiveness of this Amendment have been fulfilled:
(a) The
prior
notice of this Amendment required by Section 10.01 of the Agreement has been
given by the Depositor to each of the Rating Agencies, currently Standard &
Poor's, a Division of the XxXxxx-Xxxx Companies, Inc. and Xxxxx'x Investors
Service, Inc., and the Trustee hereby acknowledges receipt of copies
thereof.
(b) The
opinions of counsel required by Section 10.01 of the Agreement have been
received by the Trustee and the Certificate Insurer.
4. This
Amendment is subject to the terms of the Agreement as modified and supplemented
herein. The Agreement continues in full force and effect as modified
herein and provided therein.
The
undersigned have executed this Amendment as of the date hereof.
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GS
MORTGAGE SECURITIES CORP.,
as
Depositor
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By:
/s/ Xxxxxxxx
Xxxx
Name:
Xxxxxxxx Xxxx
Title: Vice
President
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DEUTSCHE
BANK NATIONAL TRUST COMPANY,
solely
as Trustee and Supplemental Interest Trust Trustee
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By: /s/
Xxx Xxxxx
Name:
Xxx Xxxxx
Title: Authorized
Signer
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By: /s/
Xxxxxxx
Xxxxxx
Name:
Xxxxxxx Xxxxxxx
Title: Vice
President
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HOME
LOAN SERVICES, INC.,
as
Servicer
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By: /s/
Xxxxxx X.
Xxxxxxx
Name:
Xxxxxx X. Xxxxxxx
Title: Vice
President
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PRIOR
CONSENT HERETO IS HEREBY
GIVEN:
XL
CAPITAL ASSURANCE INC.,
as
Certificate Insurer
By:
/s/ Xxxxx
Xxxxxx
Name:
Xxxxx
Xxxxxx
Title:
Managing
Director
