EXHIBIT 1.1
STRUCTURED ASSET SECURITIES CORPORATION
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2002-16A
TERMS AGREEMENT
Dated: July 26, 2002
To: Structured Asset Securities Corporation, as Depositor under the Trust
Agreement dated as of July 1, 2002 (the "Trust Agreement").
Re: Underwriting Agreement Standard Terms dated as of April 16, 1996 (the
"Standard Terms," and together with this Terms Agreement, the
"Agreement").
Series Designation: Series 2002-16A.
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Terms of the Series 2002-16A Certificates: Structured Asset Securities
Corporation, Series 2002-16A Mortgage Pass-Through Certificates, Class 1-A1,
Class 1-A2, Class 2-A1, Class 2-A2, Class 3-A1, Class 3-A2, Class 4-A1, Class
4-A2, Class 4-A3, Class 5-A1, Class 5-A2, Class B1-I, Class B1-I-X, Class B2-I,
Class B2-I-X, Class B1-II, Class B2-II, Class B3, Class B4, Class B5, Class B6,
Class P-I, Class P-II and Class R (the "Certificates") will evidence, in the
aggregate, the entire beneficial ownership interest in a trust fund (the "Trust
Fund"). The primary assets of the Trust Fund consist of five pools of adjustable
rate, conventional, first lien, residential mortgage loans (the "Mortgage
Loans"). Only the Class 1-A1, Class 1-A2, Class 2-A1, Class 2-A2, Class 3-A1,
Class 3-A2, Class 4-A1, Class 4-A2, Class 4-A3, Class 5-A1, Class 5-A2, Class
B1-I, Class B1-I-X, Class B2-I, Class B2-I-X, Class B1-II, Class B2-II, Class B3
and Class R (the "Offered Certificates") are being sold pursuant to the terms
hereof.
Registration Statement: File Number 333-82904.
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Certificate Ratings: It is a condition of Closing that at the Closing Date the
Class 1-A1, Class 1-A2, Class 2-A1, Class 2-A2, Class 3-A1, Class 3-A2, Class
4-A1, Class 4-A2, Class 4-A3, Class 5-A1, Class 5-A2, and Class R Certificates
be rated "AAA" by Standard & Poor's, A Division of The XxXxxx-Xxxx Companies,
Inc. ("S&P"), and "Aaa" by Xxxxx'x Investors Service, Inc., ("Xxxxx'x" and
together with S&P, the "Rating Agencies"); the Class B1-I, Class B1-I-X and
Class B1-II Certificates be rated "AA" by S&P and "Aa2" by Moody's; the Class
B2-I, Class B2-I-X and Class B2-II Certificates be rated "A" by S&P and "A2" by
Moody's and the Class B3 Certificates be rated "BBB" by S&P and "Baa2" by
Moody's.
Terms of Sale of Offered Certificates: The Depositor agrees to sell to Xxxxxx
Brothers Inc., (the "Underwriter") and the Underwriter agrees to purchase from
the Depositor, the Offered Certificates in the principal amounts and prices set
forth on Schedule 1 annexed hereto. The purchase price for the Offered
Certificates shall be the Purchase Price Percentage set forth in Schedule 1 plus
accrued interest at the initial interest rate per annum from and including the
Cutoff Date up to, but not including, the Closing Date.
The Underwriter will offer the Offered Certificates to the public from time to
time in negotiated transactions or otherwise at varying prices to be determined
at the time of sale.
Cut-off Date: July 1, 2002.
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Closing Date: 10:00 A.M., New York time, on or about July 30, 2002. On the
Closing Date, the Depositor will deliver the Offered Certificates to the
Underwriter against payment therefor for the account of the Underwriter.
[SIGNATURE PAGE IMMEDIATELY FOLLOWS
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If the foregoing is in accordance with your understanding of our agreement,
please sign and return to us a counterpart hereof, whereupon this instrument
along with all counterparts will become a binding agreement between the
Depositor and the Underwriter in accordance with its terms.
XXXXXX BROTHERS INC.
By:
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Name: Xxxxxxx X. Xxxxxxxxxx
Title: Senior Vice President
Accepted:
STRUCTURED ASSET SECURITIES CORPORATION
By: ----------------------------------
Name: Xxxxxxx X. Xxxxxxxxxx
Title: Senior Vice President
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Schedule 1
Initial Certificate
Principal Certificate Purchase Price
Class Amount(1) Interest Rate Percentage
----- --------- ------------- ----------
1-A1 $148,363,000 Adjustable(2) 100%
1-A2 (3) 0.70%(3) 100%
2-A1 $37,843,000 Adjustable(4) 100%
2-A2 (3) 5.55%(3) 100%
3-A1 $66,580,000 Adjustable(4) 100%
3-A2 (3) 4.175%(3) 100%
4-A1 $20,000,000 Adjustable(4) 100%
4-A2 $83,044,000 Adjustable(4) 100%
4-A3 (3) 5.80%(3) 100%
5-A1 $22,579,000 Adjustable(4) 100%
5-A2 (3) 4.85%(3) 100%
B1-I $2,683,000 Adjustable (2) 100%
B1-I-X (3) 0.95%(3) 100%
B2-I $2,209,000 Adjustable(2) 100%
B2-I-X (3) 0.68%(3) 100%
B1-II $3,759,000 Adjustable(2) 100%
B2-II $3,030,000 Adjustable(2) 100%
B-3 $3,589,000 Adjustable(2) 100%
R $100 Adjustable(2) 100%
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(1) These balances are approximate, as described in the prospectus
supplement.
(2) These Certificates will accrue interest based on adjustable interest
rates, as described in the prospectus supplement.
(3) The Class 1-A2, Class 2-A2, Class 3-A2, Class 4-A3, Class 5-A2, Class
B1-I-X and Class B2-I-X Certificates will be interest-only
certificates; they will not be entitled to payments of principal and
will accrue interest on their respective notional amounts, as described
in the prospectus supplement (the initial notional amounts of these
certificates will be $148,363,000, $7,700,954, $42,561,807, $7,801,459,
$5,788,258, $2,683,000 and $2,209,000, respectively) . After the
Distribution Date in December 2002, the Class 1-A2 Certificates will no
longer be entitled to receive distributions of any kind. After the
Distribution Date in April 2005, the Class 2-A2 Certificates will no
longer be entitled to receive distributions of any kind. After the
Distribution Date in May 2007, the Class 3-A2 Certificates will no
longer be entitled to receive distributions of any kind. After the
Distribution Date in March 2007, the Class 4-A3 Certificates will no
longer be entitled to receive distributions of any kind. After the
Distribution Date in August 2006, the Class 5-A2 Certificates will no
longer be entitled to receive distributions of any kind.
(4) The Class 2-A1 Certificates will accrue interest based on the interest
rate specified above until the end of the accrual period in March 2005,
subject to a maximum rate equal to the Net WAC for pool 2. Beginning
with the accrual period in April 2005, the Class 2-A1 Certificates will
accrue interest at the Net WAC for pool 2, as described in the
prospectus supplement. The Class 3-A1 Certificates will accrue interest
based on the interest rate specified above until the end of the accrual
period in April 2007, subject to a maximum rate equal to the Net WAC
for pool 3. Beginning with the accrual period in May 2007, the Class
3-A1 Certificates will accrue interest at the Net WAC for pool 3, as
described in the prospectus supplement. The Class 4-A1 and Class 4-A2
Certificates will accrue interest based on the interest rate specified
above until the end of the accrual period in February 2007, subject to
a maximum rate equal to the Net WAC for pool 4. Beginning with the
accrual period in March 2007, the Class 4-A1 and Class 4-A2
Certificates will accrue interest at the Net WAC for pool 4, as
described in the prospectus supplement. The Class 5-A1 Certificates
will accrue interest based on the interest rate specified above until
the end of the accrual period in July 2006, subject to a maximum rate
equal to the Net WAC for pool 5. Beginning with the accrual period in
August 2006, the Class 5-A1 Certificates will accrue interest at the
Net WAC for pool 5, as described in the prospectus supplement.
