ASSIGNMENT AND ASSUMPTION AGREEMENT
ASSIGNMENT AND ASSUMPTION AGREEMENT, dated June 29, 2006, between Residential Funding Corporation, a Delaware
corporation (“RFC”), and Residential Accredit Loans, Inc., a Delaware corporation (the “Company”).
Recitals
A. RFC has entered into contracts (“Seller Contracts”) with various seller/servicers, pursuant to which such
seller/servicers sell to RFC mortgage loans.
B. The Company wishes to purchase from RFC certain Mortgage Loans (as hereinafter defined) sold to RFC pursuant to
the Seller Contracts.
C. The Company, RFC, as master servicer, and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), are
entering into a Series Supplement, dated as of June 1, 2006 (the “Series Supplement”), and the Standard Terms of Pooling and
Servicing Agreement, dated as of March 1, 2006 (collectively, the “Pooling and Servicing Agreement”), pursuant to which the Company
proposes to issue Mortgage Asset-Backed Pass-Through Certificates, Series 2006-QA5 (the “Certificates”) consisting of twenty-seven
classes designated as Class I-A-1, Class I-A-2, Class I-A-3, Class II-A-1, Class II-A-2, Class I-M-1, Class I-M-2, Class I-M-3, Class
I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9, Class II-M-1, Class II-M-2, Class II-M-3, Class II-B-1, Class
II-B-2, Class II-B-3, Class I-R-I, Class I-R-II, Class I-R-III, Class II-R-I, Class I-SB, Class I-P and Class II-P Certificates
representing beneficial ownership interests in a trust fund consisting primarily of a pool of mortgage loans identified in Exhibit
One to the Series Supplement (the “Mortgage Loans”).
D. In connection with the purchase of the Mortgage Loans, the Company will assign to RFC a de minimis portion of
the Class I-R-I, Class I-R-II, Class I-R-III and Class II-R-I Certificates.
E. In connection with the purchase of the Mortgage Loans and the issuance of the Certificates, RFC wishes to make
certain representations and warranties to the Company.
F. The Company and RFC intend that the conveyance by RFC to the Company of all its right, title and interest in and
to the Mortgage Loans pursuant to this Agreement shall constitute a purchase and sale and not a loan.
NOW THEREFORE, in consideration of the recitals and the mutual promises herein and other good and valuable
consideration, the parties agree as follows:
1. All capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and
Servicing Agreement.
2. Concurrently with the execution and delivery hereof, RFC hereby assigns to the Company without recourse all of its
right, title and interest in and to the Mortgage Loans, including all interest and principal, and with respect to the Sharia Mortgage
Loans, all amounts in respect of profit payments and acquisition payments, received on or with respect to the Mortgage Loans after
June 1, 2006 (other than payments of principal and interest, and with respect to the Sharia Mortgage Loans, all amounts in respect of
profit payments and acquisition payments due on the Mortgage Loans on or before June 30, 2006). In consideration of such assignment,
RFC or its designee will receive from the Company in immediately available funds an amount equal to $711,323,806.34 and a de minimis
portion of each class of the Class I-R-I, Class I-R-II, Class I-R-III and Class II-R-I Certificates. In connection with such
assignment and at the Company’s direction, RFC has in respect of each Mortgage Loan endorsed the related Mortgage Note (other than
any Destroyed Mortgage Note) to the order of the Trustee and delivered an assignment of mortgage or security instrument, as
applicable, in recordable form to the Trustee or its agent.
RFC and the Company agree that the sale of each Pledged Asset Loan pursuant to this Agreement will also constitute the
assignment, sale, setting-over, transfer and conveyance to the Company, without recourse (but subject to RFC’s covenants,
representations and warranties specifically provided herein), of all of RFC’s obligations and all of RFC’s right, title and interest
in, to and under, whether now existing or hereafter acquired as owner of such Pledged Asset Loan with respect to any and all money,
securities, security entitlements, accounts, general intangibles, payment intangibles, instruments, documents, deposit accounts,
certificates of deposit, commodities contracts, and other investment property and other property of whatever kind or description
consisting of, arising from or related, (i) the Credit Support Pledge Agreement, the Funding and Pledge Agreement among the Mortgagor
or other Person pledging the related Pledged Assets (the “Customer”), Combined Collateral LLC and National Financial Services
Corporation, and the Additional Collateral Agreement between GMAC Mortgage Corporation and the Customer (collectively, the “Assigned
Contracts”), (ii) all rights, powers and remedies of RFC as owner of such Pledged Asset Loan under or in connection with the Assigned
Contracts, whether arising under the terms of such Assigned Contracts, by statute, at law or in equity, or otherwise arising out of
any default by the Mortgagor under or in connection with the Assigned Contracts, including all rights to exercise any election or
option or to make any decision or determination or to give or receive any notice, consent, approval or waiver thereunder, (iii) the
Pledged Amounts and all money, securities, security entitlements, accounts, general intangibles, payment intangibles, instruments,
documents, deposit accounts, certificates of deposit, commodities contracts, and other investment property and other property of
whatever kind or description and all cash and non-cash proceeds of the sale, exchange, or redemption of, and all stock or conversion
rights, rights to subscribe, liquidation dividends or preferences, stock dividends, rights to interest, dividends, earnings, income,
rents, issues, profits, interest payments or other distributions of cash or other property that secures a Pledged Asset Loan, (iv)
all documents, books and records concerning the foregoing (including all computer programs, tapes, disks and related items containing
any such information) and (v) all insurance proceeds (including proceeds from the Federal Deposit Insurance Corporation or the
Securities Investor Protection Corporation or any other insurance company) of any of the foregoing or replacements thereof or
substitutions therefor, proceeds of proceeds and the conversion, voluntary or involuntary, of any thereof. The foregoing transfer,
sale, assignment and conveyance does not constitute and is not intended to result in the creation, or an assumption by the Company,
of any obligation of RFC, or any other Person in connection with the Pledged Assets or under any agreement or instrument relating
thereto, including any obligation to the Mortgagor, other than as owner of the Pledged Asset Loan.
The Company and RFC intend that the conveyance by RFC to the Company of all its right, title and interest in and to the
Mortgage Loans pursuant to this Section 2 shall be, and be construed as, a sale of the Mortgage Loans by RFC to the Company. It is,
further, not intended that such conveyance be deemed to be a pledge of the Mortgage Loans by RFC to the Company to secure a debt or
other obligation of RFC. Nonetheless, (a) this Agreement is intended to be and hereby is a security agreement within the meaning of
Articles 8 and 9 of the Minnesota Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction; (b)
the conveyance provided for in this Section shall be deemed to be, and hereby is, a grant by RFC to the Company of a security
interest in all of RFC’s right, title and interest, whether now owned or hereafter acquired, in and to any and all general
intangibles, payment intangibles, accounts, chattel paper, instruments, documents, money, deposit accounts, certificates of deposit,
goods, letters of credit, advices of credit and investment property consisting of, arising from or relating to any of the following:
(A) the Mortgage Loans, including (i) with respect to each Cooperative Loan, the related Mortgage Note, Security Agreement,
Assignment of Proprietary Lease, Cooperative Stock Certificate, Cooperative Lease, any insurance policies and all other documents in
the related Mortgage File, (ii) with respect to each Sharia Mortgage Loan, the related Sharia Mortgage Loan Security Instrument,
Sharia Mortgage Loan Co-Ownership Agreement, Obligation to Pay, Assignment Agreement and Amendment of Security Instrument, any
insurance policies and all other documents in the related Mortgage File and (iii) with respect to each Mortgage Loan other than a
Cooperative Loan or a Sharia Mortgage Loan, the related Mortgage Note, the Mortgage, any insurance policies and all other documents
in the related Mortgage File, (B) all monies due or to become due pursuant to the Mortgage Loans in accordance with the terms thereof
and (C) all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other
property, including without limitation all amounts from time to time held or invested in the Certificate Account or the Custodial
Account, whether in the form of cash, instruments, securities or other property; (c) the possession by the Trustee, the Custodian or
any other agent of the Trustee of Mortgage Notes or such other items of property as constitute instruments, money, payment
intangibles, negotiable documents, goods, deposit accounts, letters of credit, advices of credit, investment property or chattel
paper shall be deemed to be “possession by the secured party,” or possession by a purchaser or a person designated by such secured
party, for purposes of perfecting the security interest pursuant to the Minnesota Uniform Commercial Code and the Uniform Commercial
Code of any other applicable jurisdiction (including, without limitation, Sections 8-106, 9-313 and 9-106 thereof); and
(d) notifications to persons holding such property, and acknowledgments, receipts or confirmations from persons holding such property,
shall be deemed notifications to, or acknowledgments, receipts or confirmations from, securities intermediaries, bailees or agents
of, or persons holding for, (as applicable) the Trustee for the purpose of perfecting such security interest under applicable law.
RFC shall, to the extent consistent with this Agreement, take such reasonable actions as may be necessary to ensure that, if this
Agreement were determined to create a security interest in the Mortgage Loans and the other property described above, such security
interest would be determined to be a perfected security interest of first priority under applicable law and will be maintained as
such throughout the term of this Agreement. Without limiting the generality of the foregoing, RFC shall prepare and deliver to the
Company not less than 15 days prior to any filing date, and the Company shall file, or shall cause to be filed, at the expense of
RFC, all filings necessary to maintain the effectiveness of any original filings necessary under the Uniform Commercial Code as in
effect in any jurisdiction to perfect the Company’s security interest in or lien on the Mortgage Loans, including without limitation
(x) continuation statements, and (y) such other statements as may be occasioned by (1) any change of name of RFC or the Company,
(2) any change of location of the state of formation, place of business or the chief executive office of RFC, or (3) any transfer of
any interest of RFC in any Mortgage Loan.
Notwithstanding the foregoing, (i) the Master Servicer shall retain all servicing rights (including, without
limitation, primary servicing and master servicing) relating to or arising out of the Mortgage Loans, and all rights to receive
servicing fees, servicing income and other payments made as compensation for such servicing granted to it under the Pooling and
Servicing Agreement pursuant to the terms and conditions set forth therein (collectively, the “Servicing Rights”) and (ii) the
Servicing Rights are not included in the collateral in which RFC grants a security interest pursuant to the immediately preceding
paragraph.
3. Concurrently with the execution and delivery hereof, the Company hereby assigns to RFC without recourse all of
its right, title and interest in and to a de minimis portion of the Class R Certificates as part of the consideration payable to RFC
by the Company pursuant to this Agreement.
4. RFC represents and warrants to the Company that on the date of execution hereof (or, if otherwise specified
below, as of the date so specified):
(a) The information set forth in Exhibit One to the Series Supplement with respect to each Mortgage Loan or the
Mortgage Loans, as the case may be, is true and correct in all material respects, at the date or dates respecting which such
information is furnished;
(b) Except in the case of approximately 0.1% of the aggregate principal balance of the Mortgage Loans, each
Mortgage Loan is required to be covered by a standard hazard insurance policy. Of the remaining Mortgage Loans, eExcept in the case
of approximately 0.2% of the aggregate principal balance of the Mortgage Loans, each Mortgage Loan with a Loan-to-Value Ratio at
origination in excess of 80% will be insured by a Primary Insurance Policy covering at least 35% of the principal balance of the
Mortgage Loan at origination if the Loan-to-Value Ratio is between 100.00% and 95.01%, at least 30% of the principal balance of the
Mortgage Loan at origination if the Loan-to-Value Ratio is between 95.00% and 90.01%, at least 25% of the balance if the
Loan-to-Value Ratio is between 90.00% and 85.01% and at least 12% of the balance if the Loan-to-Value Ratio is between 85.00% and
80.01%. To the best of the Company’s knowledge, each such Primary Insurance Policy is in full force and effect and the Trustee is
entitled to the benefits thereunder;
(c) Each Primary Insurance Policy insures the named insured and its successors and assigns, and the issuer of
the Primary Insurance Policy is an insurance company whose claims-paying ability is currently acceptable to the Rating Agencies;
(d) Immediately prior to the assignment of the Mortgage Loans to the Company, RFC had good title to, and was
the sole owner of, each Mortgage Loan free and clear of any pledge, lien, encumbrance or security interest (other than rights to
servicing and related compensation and, with respect to certain Mortgage Loans, the monthly payment due on the first Due Date
following the Cut-off Date), and no action has been taken or failed to be taken by RFC that would materially adversely affect the
enforceability of any Mortgage Loan or the interests therein of any holder of the Certificates;
(e) No Mortgage Loan was 30 or more days delinquent in payment of principal and interest as of the Cut-off Date
and no Mortgage Loan has been so delinquent more than once in the 12-month period prior to the Cut-off Date;
(f) Subject to clause (e) above as respects delinquencies, there is no default, breach, violation or event of
acceleration existing under any Mortgage Note or Mortgage and no event which, with notice and expiration of any grace or cure period,
would constitute a default, breach, violation or event of acceleration, and no such default, breach, violation or event of
acceleration has been waived by the Seller or by any other entity involved in originating or servicing a Mortgage Loan;
(g) There is no delinquent tax or assessment lien against any Mortgaged Property;
(h) No Mortgagor has any right of offset, defense or counterclaim as to the related Mortgage Note or Mortgage
except as may be provided under the Servicemembers Civil Relief Act, formerly known as the Soldiers’ and Sailors’ Civil Relief Act
of 1940, as amended, and except with respect to any buydown agreement for a Buydown Mortgage Loan;
(i) There are no mechanics’ liens or claims for work, labor or material affecting any Mortgaged Property which
are or may be a lien prior to, or equal with, the lien of the related Mortgage, except such liens that are insured or indemnified
against by a title insurance policy described under clause (aa) below;
(j) Each Mortgaged Property is free of damage and in good repair and no notice of condemnation has been given
with respect thereto and RFC knows of nothing involving any Mortgaged Property that could reasonably be expected to materially
adversely affect the value or marketability of any Mortgaged Property;
(k) Each Mortgage Loan at the time it was made complied in all material respects with applicable local, state,
and federal laws, including, but not limited to, all applicable anti-predatory lending laws;
(l) Each Mortgage contains customary and enforceable provisions which render the rights and remedies of the
holder adequate to realize the benefits of the security against the Mortgaged Property, including (i) in the case of a Mortgage that
is a deed of trust, by trustee’s sale, (ii) by summary foreclosure, if available under applicable law, and (iii) otherwise by
foreclosure, and there is no homestead or other exemption available to the Mortgagor that would interfere with such right to sell at
a trustee’s sale or right to foreclosure, subject in each case to applicable federal and state laws and judicial precedents with
respect to bankruptcy and right of redemption;
(m) With respect to each Mortgage that is a deed of trust, a trustee duly qualified under applicable law to
serve as such is properly named, designated and serving, and except in connection with a trustee’s sale after default by a Mortgagor,
no fees or expenses are payable by the Seller or RFC to the trustee under any Mortgage that is a deed of trust;
(n) The Mortgage Loans are hybrid adjustable-rate, fully-amortizing, first lien mortgage loans having terms to
maturity of not more than 30 years from the date of origination or modification with monthly payments due, with respect to a majority
of the Mortgage Loans, on the first day of each month;
(o) No Mortgage Loan provides for deferred interest or negative amortization;
(p) If any of the Mortgage Loans are secured by a leasehold interest, with respect to each leasehold interest:
the use of leasehold estates for residential properties is an accepted practice in the area where the related Mortgaged Property is
located; residential property in such area consisting of leasehold estates is readily marketable; the lease is recorded and no party
is in any way in breach of any provision of such lease; the leasehold is in full force and effect and is not subject to any prior
lien or encumbrance by which the leasehold could be terminated or subject to any charge or penalty; and the remaining term of the
lease does not terminate less than ten years after the maturity date of such Mortgage Loan;
(q) Each Assigned Contract relating to each Pledged Asset Loan is a valid, binding and legally enforceable
obligation of the parties thereto, enforceable in accordance with their terms, except as limited by bankruptcy, insolvency or other
similar laws affecting generally the enforcement of creditor’s rights;
(r) The Assignor is the holder of all of the right, title and interest as owner of each Pledged Asset Loan in
and to each of the Assigned Contracts delivered and sold to the Company hereunder, and the assignment hereof by RFC validly transfers
such right, title and interest to the Company free and clear of any pledge, lien, or security interest or other encumbrance of any
Person;
(s) The full amount of the Pledged Amount with respect to such Pledged Asset Loan has been deposited with the
custodian under the Credit Support Pledge Agreement and is on deposit in the custodial account held thereunder as of the date hereof;
(t) RFC is a member of MERS, in good standing, and current in payment of all fees and assessments imposed by
MERS, and has complied with all rules and procedures of MERS in connection with its assignment to the Trustee as assignee of the
Depositor of the Mortgage relating to each Mortgage Loan that is registered with MERS, including, among other things, that RFC shall
have confirmed the transfer to the Trustee, as assignee of the Depositor, of the Mortgage on the MERS® System;
(u) No instrument of release or waiver has been executed in connection with the Mortgage Loans, and no
Mortgagor has been released, in whole or in part from its obligations in connection with a Mortgage Loan;
(v) With respect to each Mortgage Loan, either (i) the Mortgage Loan is assumable pursuant to the terms of the
Mortgage Note, or (ii) the Mortgage Loan contains a customary provision for the acceleration of the payment of the unpaid principal
balance of the Mortgage Loan in the event the related Mortgaged Property is sold without the prior consent of the mortgagee
thereunder;
(w) The proceeds of the Mortgage Loan have been fully disbursed, there is no requirement for future advances
thereunder and any and all requirements as to completion of any on-site or off-site improvements and as to disbursements of any
escrow funds therefor (including any escrow funds held to make Monthly Payments pending completion of such improvements) have been
complied with. All costs, fees and expenses incurred in making, closing or recording the Mortgage Loans were paid;
(x) Except with respect to approximately 0.9% of the Mortgage Loans, the appraisal was made by an appraiser who
meets the minimum qualifications for appraisers as specified in the Program Guide;
(y) To the best of RFC’s knowledge, any escrow arrangements established with respect to any Mortgage Loan are
in compliance with all applicable local, state and federal laws and are in compliance with the terms of the related Mortgage Note;
(z) Each Mortgage Loan was originated (1) by a savings and loan association, savings bank, commercial bank,
credit union, insurance company or similar institution that is supervised and examined by a federal or state authority, (2) by a
mortgagee approved by the Secretary of HUD pursuant to Sections 203 and 211 of the National Housing Act, as amended, or (3) by a
mortgage broker or correspondent lender in a manner such that the Certificates would qualify as “mortgage related securities” within
the meaning of Section 3(a)(41) of the Securities Exchange Act of 1934, as amended;
(aa) All improvements which were considered in determining the Appraised Value of the Mortgaged Properties lie
wholly within the boundaries and the building restriction lines of the Mortgaged Properties, or the policy of title insurance
affirmatively insures against loss or damage by reason of any violation, variation, encroachment or adverse circumstance that either
is disclosed or would have been disclosed by an accurate survey;
(bb) Each Mortgage Note and Mortgage constitutes a legal, valid and binding obligation of the borrower, or the
consumer in the case of the Sharia Mortgage Loans, enforceable in accordance with its terms except as limited by bankruptcy,
insolvency or other similar laws affecting generally the enforcement of creditor’s rights;
(cc) None of the Mortgage Loans are subject to the Home Ownership and Equity Protection Act of 1994;
(dd) None of the Mortgage Loans are loans that , under applicable state or local law in effect at the time of
origination of such loan, are referred to as (1) "high cost" or "covered" loans or (2) any other similar designation if the law
imposes greater restrictions or additional legal liability for residential mortgage loans with high interest rates, points and/or
fees;
(ee) None of the Mortgage Loans secured by a property located in the State of Georgia was originated on or after
October 1, 2002 and before March 7, 2003;
(ff) No Mortgage Loan is a High Cost Loan or Covered Loan, as applicable (as such terms are defined in the then
current Standard & Poor’s LEVELS® Glossary which is now Version 5.6 Revised, Appendix E (attached hereto as Exhibit A)); [proviso
relating to Mortgage Loans in Kansas and West Virginia intentionally omitted]
(gg) With respect to each Sharia Mortgage Loan, mortgage pass-through certificates or notes representing
interests in mortgage loans that are in all material respects of the same type as the Mortgage Loans, and which are structured to be
permissible under Islamic law utilizing a declining balance co-ownership structure, have been, for at least one year prior to the
date hereof, (a) held by investors other than employee benefit plans, and (b) rated at least BBB- or Baa3, as applicable, by a Rating
Agency; and
(hh) No fraud or misrepresentation has taken place in connection with the origination of any Mortgage Loan.
RFC shall provide written notice to GMAC Mortgage Corporation of the sale of each Pledged Asset Loan to the Company
hereunder and by the Company to the Trustee under the Pooling and Servicing Agreement, and shall maintain the Schedule of Additional
Owner Mortgage Loans (as defined in the Credit Support Pledge Agreement), showing the Trustee as the Additional Owner of each such
Pledged Asset Loan, all in accordance with Section 7.1 of the Credit Support Pledge Agreement.
Upon discovery by RFC or upon notice from the Company or the Trustee of a breach of the foregoing representations and
warranties in respect of any Mortgage Loan which materially and adversely affects the interests of any holders of the Certificates or
of the Company in such Mortgage Loan or upon the occurrence of a Repurchase Event (hereinafter defined), notice of which breach or
occurrence shall be given to the Company by RFC, if it discovers the same, RFC shall, within 90 days after the earlier of its
discovery or receipt of notice thereof, either cure such breach or Repurchase Event in all material respects or, either (i) purchase
such Mortgage Loan from the Trustee or the Company, as the case may be, at a price equal to the Purchase Price for such Mortgage Loan
or (ii) substitute a Qualified Substitute Mortgage Loan or Loans for such Mortgage Loan in the manner and subject to the limitations
set forth in Section 2.04 of the Pooling and Servicing Agreement. If the breach of representation and warranty that gave rise to the
obligation to repurchase or substitute a Mortgage Loan pursuant to this Section 4 was the representation and warranty set forth in
clause (k) of this Section 4, then RFC shall pay to the Trust Fund, concurrently with and in addition to the remedies provided in the
preceding sentence, an amount equal to any liability, penalty or expense that was actually incurred and paid out of or on behalf of
the Trust Fund, and that directly resulted from such breach, or if incurred and paid by the Trust Fund thereafter, concurrently with
such payment.
5. With respect to each Mortgage Loan, a first lien repurchase event (“Repurchase Event”) shall have occurred if it
is discovered that, as of the date thereof, the related Mortgage was not a valid first lien on the related Mortgaged Property subject
only to (i) the lien of real property taxes and assessments not yet due and payable, (ii) covenants, conditions, and restrictions,
rights of way, easements and other matters of public record as of the date of recording of such Mortgage and such permissible title
exceptions as are listed in the Program Guide and (iii) other matters to which like properties are commonly subject which do not
materially adversely affect the value, use, enjoyment or marketability of the Mortgaged Property. In addition, with respect to any
Mortgage Loan as to which the Company delivers to the Trustee or the Custodian an affidavit certifying that the original Mortgage
Note has been lost or destroyed, if such Mortgage Loan subsequently is in default and the enforcement thereof or of the related
Mortgage is materially adversely affected by the absence of the original Mortgage Note, a Repurchase Event shall be deemed to have
occurred and RFC will be obligated to repurchase or substitute for such Mortgage Loan in the manner set forth in Section 4 above.
6. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective
successors and assigns, and no other person shall have any right or obligation hereunder.
IN WITNESS WHEREOF, the parties have entered into this Assignment and Assumption Agreement on the date first written
above.
RESIDENTIAL FUNDING CORPORATION
By: ___/s/ Xxxxxxxxxxx Martinez_________
Name: Xxxxxxxxxxx Xxxxxxxx
Title: Associate
RESIDENTIAL ACCREDIT LOANS, INC.
By:___/s/ Xxx Jacobson__________________
Name: Xxx Xxxxxxxx
Title: Vice President
EXHIBIT A
APPENDIX E OF THE STANDARD & POOR’S GLOSSARY FOR
FILE FORMAT FOR LEVELS® VERSION 5.6b REVISED
REVISED April 18, 0000
XXXXXXXX X - Standard & Poor’s Predatory Lending Categories
Standard & Poor’s has categorized loans governed by anti-predatory lending laws in the Jurisdictions listed below into three
categories based upon a combination of factors that include (a) the risk exposure associated with the assignee liability and (b) the
tests and thresholds set forth in those laws. Note that certain loans classified by the relevant statute as Covered are included in
Standard & Poor’s High Cost Loan Category because they included thresholds and tests that are typical of what is generally considered
High Cost by the industry.
Standard & Poor’s High Cost Loan Categorization
---------------------------------- ------------------------------------------------- ---------------------------------
Category under
Name of Anti-Predatory Lending Applicable Anti-
State/Jurisdiction Law/Effective Date Predatory Lending Law
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
Arkansas Arkansas Home Loan Protection Act, High Cost Home Loan
Ark. Code Xxx. §§ 00-00-000 et seq.
Effective July 16, 2003
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Cleveland Heights, OH Ordinance No. 72-2003 (PSH), Mun. Covered Loan
Code §§ 757.01 et seq.
Effective June 2, 2003
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Colorado Consumer Equity Protection, Colo. Stat. Covered Loan
Xxx. §§ 5-3.5-101 et seq.
Effective for covered loans offered or entered
into on or after January 1, 2003. Other
provisions of the Act took effect on June 7,
2002
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---------------------------------- ------------------------------------------------- ---------------------------------
Connecticut Connecticut Abusive Home Loan High Cost Home Loan
Lending Practices Act, Conn. Gen. Stat.
§§ 36a-746 et seq.
Effective October 1, 2001
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District of Columbia Home Loan Protection Act, D.C. Code Covered Loan
§§ 26-1151.01 et seq.
Effective for loans closed on or after January
28, 2003
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Florida Fair Lending Act, Fla. Stat. Xxx. §§ High Cost Home Loan
494.0078 et seq.
Effective October 2, 2002
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
State/Jurisdiction Name of Anti-Predatory Lending Category under
Law/Effective Date Applicable Anti-
Predatory Lending Law
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
Georgia (Oct. 1, 0000 - Xxxxxxx Xxxx Xxxxxxx Xxx, Xx. Code High Cost Home Loan
Mar. 6, 2003) Xxx. §§ 7-6A-1 et seq.
Effective October 1, 2002 - March 6 2003
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
Georgia as amended Georgia Fair Lending Act, Ga. Code High Cost Home Loan
(Mar. 7, 2003 - current) Xxx. §§ 7-6A-1 et seq.
Effective for loans closed on or after
March 7, 2003
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HOEPA Section 32 Home Ownership and Equity Protection High Cost Loan
Act of 1994, 15 U.S.C. § 1639, 12
C.F.R. §§ 226.32 and 226.34
Effective October 1, 1995, amendments
October 1, 2002
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Illinois High Risk Home Loan Act, Ill. Comp. High Risk Home Loan
Stat. tit. 815, §§ 137/5 et seq.
Effective January 1, 2004 (prior to this date,
regulations under Residential
Mortgage License Act effective from May 14,
2001)
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Kansas Consumer Credit Code, Kan. Stat. Xxx. High Loan to Value Consumer
§§ 16a-1-101 et seq. Loan (id. § 16a-3-207) and;
Sections 16a-1-301 and 16a-3-207 became
effective April 14, 1999;
Section 16a-3-308a became effective July 1, 1999
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
High APR Consumer Loan (id. §
16a-3-308a)
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
Kentucky 2003 KY H.B. 287 - High Cost Home High Cost Home Loan
Loan Act, Ky. Rev. Stat. §§ 360.100 et seq.
Effective June 24, 2003
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Maine Truth in Lending, Me. Rev. Stat. tit. 9- High Rate High Fee Mortgage
A, §§ 8-101 et seq.
Effective September 29, 1995 and as amended
from time to time
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
State/Jurisdiction Name of Anti-Predatory Lending Category under
Law/Effective Date Applicable Anti-
Predatory Lending Law
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
Massachusetts Part 40 and Part 32, 209 C.M.R. §§ High Cost Home Loan
32.00 et seq. and 209 C.M.R. §§ 40.01 et seq.
Effective March 22, 2001 and amended from time
to time
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Nevada Assembly Xxxx No. 284, Nev. Rev. Stat. Home Loan
§§ 598D.010 et seq.
Effective October 1, 2003
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---------------------------------- ------------------------------------------------- ---------------------------------
New Jersey New Jersey Home Ownership Security High Cost Home Loan
Act of 2002, N.J. Rev. Stat. §§ 46:10B- 22 et
seq.
Effective for loans closed on or after November
27, 2003
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New Mexico Home Loan Protection Act, N.M. Rev. High Cost Home Loan
Stat. §§ 58-21A-1 et seq.
Effective as of January 1, 2004; Revised
as of February 26, 2004
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New York N.Y. Banking Law Article 6-1 High Cost Home Loan
Effective for applications made on or after
April 1, 2003
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North Carolina Restrictions and Limitations on High High Cost Home Loan
Cost Home Loans, N.C. Gen. Stat. §§ 24-1.1E et
seq.
Effective July 1, 2000; amended October 1, 2003
(adding open-end lines of credit)
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Ohio H.B. 386 (codified in various sections of the Covered Loan
Ohio Code), Ohio Rev. Code Xxx. §§ 1349.25 et
seq.
Effective May 24, 2002
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Oklahoma Consumer Credit Code (codified in various Subsection 10 Mortgage
sections of Title 14A)
Effective July 1, 2000; amended effective
January 1, 2004
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State/Jurisdiction Name of Anti-Predatory Lending Category under
Law/Effective Date Applicable Anti-
Predatory Lending Law
---------------------------------- ------------------------------------------------- ---------------------------------
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South Carolina South Carolina High Cost and High Cost Home Loan
Consumer Home Loans Act, S.C. Code
Xxx. §§ 37-23-10 et seq.
Effective for loans taken on or after January
1, 2004
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West Virginia West Virginia Residential Mortgage Lender, West Virginia Mortgage Loan Act
Broker and Servicer Act, W. Loan
Va. Code Xxx. §§ 31-17-1 et seq.
Effective June 5, 2002
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Standard & Poor’s Covered Loan Categorization
---------------------------------- ------------------------------------------------- ---------------------------------
State/Jurisdiction Name of Anti-Predatory Lending Category under
Applicable Anti-
Law/Effective Date Predatory Lending Law
---------------------------------- ------------------------------------------------- ---------------------------------
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Georgia (Oct. 1, 2002 - Georgia Fair Lending Act, Ga. Code Covered Loan
Mar. 6, 2003) Xxx. §§ 7-6A-1 et seq.
Effective October 1, 2002 - March 6, 2003
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New Jersey New Jersey Home Ownership Security Covered Home Loan
Act of 2002, N.J. Rev. Stat. §§ 46:10B 22 et
seq.
Effective November 27, 2003 - July 5, 2004
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Standard & Poor’s Home Loan Categorization
---------------------------------- ------------------------------------------------- ---------------------------------
State/Jurisdiction Name of Anti-Predatory Lending Category under
Applicable Anti-
Law/Effective Date Predatory Lending Law
---------------------------------- ------------------------------------------------- ---------------------------------
---------------------------------- ------------------------------------------------- ---------------------------------
Georgia (Oct. 1, 2002 - Georgia Fair Lending Act, Ga. Code Home Loan
Mar. 6, 2003) Xxx. §§ 7-6A-1 et seq.
Effective October 1, 2002 - March 6, 2003
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---------------------------------- ------------------------------------------------- ---------------------------------
New Jersey New Jersey Home Ownership Security Home Loan
Act of 2002, N.J. Rev. Stat. §§ 46:10B- 22 et
seq.
Effective for loans closed on or after November
27, 2003
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New Mexico Home Loan Protection Act, N.M. Rev. Stat. §§ Home Loan
58-21A-1 et seq.
Effective as of January 1, 2004; Revised as of
February 26, 2004
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North Carolina Restrictions and Limitations on High Cost Home Consumer Home Loan
Loans, N.C. Gen. Stat. §§
24-1.1E et seq.
Effective July 1, 2000; amended October 1, 2003
(adding open-end lines of credit)
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South Carolina South Carolina High Cost and Consumer Home Consumer Home Loan
Loans Act, S.C. Code Xxx. §§ 37-23-10 et seq.
Effective for loans taken on or after January
1, 2004
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EXHIBIT B
(PREPAYMENT CHARGE SCHEDULE)
