OPTION ONE MORTGAGE ACCEPTANCE CORPORATION, Depositor OPTION ONE MORTGAGE CORPORATION, Master Servicer and WELLS FARGO BANK, N.A., Trustee POOLING AND SERVICING AGREEMENT Dated as of June 1, 2006 Option One Mortgage Loan Trust 2006-2 Asset-Backed...
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION,
Depositor
Β
Β
OPTION
ONE MORTGAGE CORPORATION,
Master
Servicer
Β
Β
and
Β
Β
XXXXX
FARGO BANK, N.A.,
Trustee
Β
Β
Β
Dated
as
of June 1, 2006
Β
___________________________
Β
Option
One Mortgage Loan Trust 2006-2
Β
Asset-Backed
Certificates, Series 2006-2
Β
Β
Table
of Contents
Β
ARTICLE
IΒ Β Β DEFINITIONS
Β
Β |
SECTION
1.01.
|
Defined
Terms.
|
Β |
Β |
SECTION
1.02.
|
Accounting.
|
Β |
Β |
SECTION
1.03.
|
Allocation
of Certain Interest Shortfalls.
|
Β |
Β |
SECTION
1.04.
|
Rights
of the NIMS Insurer.
|
Β |
Β
ARTICLE
IIΒ Β Β CONVEYANCE
OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES
Β
Β |
SECTION
2.01.
|
Conveyance
of Mortgage Loans.
|
Β |
Β |
SECTION
2.02.
|
Acceptance
by Trustee.
|
Β |
Β |
SECTION
2.03.
|
Repurchase
or Substitution of Mortgage Loans by the Originator.
|
Β |
Β |
SECTION
2.04.
|
Intentionally
Omitted.
|
Β |
Β |
SECTION
2.05.
|
Representations,
Warranties and Covenants of the Master Servicer.
|
Β |
Β |
SECTION
2.06.
|
Representations
and Warranties of the Depositor.
|
Β |
Β |
SECTION
2.07.
|
Issuance
of Certificates.
|
Β |
Β |
SECTION
2.08.
|
[Reserved].
|
Β |
Β |
SECTION
2.09.
|
Conveyance
of REMIC Regular Interests and Acceptance of REMICΒ 2, REMIC 3, REMIC
4, REMIC 5 and REMIC 6 by the Trustee; Issuance of
Certificates.
|
Β |
Β |
SECTION
2.10.
|
Negative
Covenants of the Trustee and the Master Servicer.
|
Β |
Β
ARTICLE
IIIΒ Β Β ADMINISTRATION
AND SERVICING OF THE MORTGAGE LOANS
Β
Β |
SECTION
3.01.
|
Master
Servicer to Act as Master Servicer.
|
Β |
Β |
SECTION
3.02.
|
Sub-Servicing
Agreements Between Master Servicer and Sub-Servicers.
|
Β |
Β |
SECTION
3.03.
|
Successor
Sub-Servicers.
|
Β |
Β |
SECTION
3.04.
|
Liability
of the Master Servicer.
|
Β |
Β |
SECTION
3.05.
|
No
Contractual Relationship Between Sub-Servicers and the NIMS Insurer,
the
Trustee or Certificateholders.
|
Β |
Β |
SECTION
3.06.
|
Assumption
or Termination of Sub-Servicing Agreements by Trustee.
|
Β |
Β |
SECTION
3.07.
|
Collection
of Certain Mortgage Loan Payments.
|
Β |
Β |
SECTION
3.08.
|
Sub-Servicing
Accounts.
|
Β |
Β |
SECTION
3.09.
|
Collection
of Taxes, Assessments and Similar Items; Servicing
Accounts.
|
Β |
Β |
SECTION
3.10.
|
Collection
Account and Distribution Account.
|
Β |
Β |
SECTION
3.11.
|
Withdrawals
from the Collection Account and Distribution Account.
|
Β |
Β |
SECTION
3.12.
|
Investment
of Funds in the Collection Account and the Distribution
Account.
|
Β |
Β |
SECTION
3.13.
|
[Reserved].
|
Β |
Β |
SECTION
3.14.
|
Maintenance
of Hazard Insurance and Errors and Omissions and Fidelity
Coverage.
|
Β |
Β |
SECTION
3.15.
|
Enforcement
of Due-On-Sale Clauses; Assumption Agreements.
|
Β |
Β |
SECTION
3.16.
|
Realization
Upon Defaulted Mortgage Loans.
|
Β |
Β |
SECTION
3.17.
|
Trustee
to Cooperate; Release of Mortgage Files.
|
Β |
Β |
SECTION
3.18.
|
Servicing
Compensation.
|
Β |
Β |
SECTION
3.19.
|
Reports
to the Trustee; Collection Account Statements.
|
Β |
Β |
SECTION
3.20.
|
Statement
as to Compliance.
|
Β |
Β |
SECTION
3.21.
|
Assessment
of Compliance and Attestation Report.
|
Β |
Β |
SECTION
3.22.
|
Access
to Certain Documentation.
|
Β |
Β |
SECTION
3.23.
|
Title,
Management and Disposition of REO Property.
|
Β |
Β |
SECTION
3.24.
|
Obligations
of the Master Servicer in Respect of Prepayment Interest
Shortfalls.
|
Β |
Β |
SECTION
3.25.
|
Reports
Filed with Securities and Exchange Commission.
|
Β |
Β |
SECTION
3.26.
|
Obligations
of the Master Servicer in Respect of Mortgage Rates and Monthly
Payments.
|
Β |
Β |
SECTION
3.27.
|
Solicitations.
|
Β |
Β |
SECTION
3.28.
|
Net
WAC Rate Carryover Reserve Account.
|
Β |
Β |
SECTION
3.29.
|
Advancing
Facility.
|
Β |
Β |
SECTION
3.30.
|
Pool
Policy; Claims Under the Pool Policy
|
Β |
Β
ARTICLE
IVΒ Β Β FLOW
OF
FUNDS
Β
Β |
SECTION
4.01.
|
Distributions.
|
Β |
Β |
SECTION
4.02.
|
[Reserved].
|
Β |
Β |
SECTION
4.03.
|
Statements.
|
Β |
Β |
SECTION
4.04.
|
Remittance
Reports; Advances.
|
Β |
Β |
SECTION
4.05.
|
Swap
Account.
|
Β |
Β |
SECTION
4.06.
|
Distributions
on the REMIC Regular Interests.
|
Β |
Β |
SECTION
4.07.
|
Allocation
of Realized Losses.
|
Β |
Β |
SECTION
4.08.
|
Tax
Treatment of Swap Payments and Swap Termination Payments
|
Β |
Β |
SECTION
4.09.
|
[Reserved]
|
Β |
Β
ARTICLE
VΒ Β Β THE
CERTIFICATES
Β
Β |
SECTION
5.01.
|
The
Certificates.
|
Β |
Β |
SECTION
5.02.
|
Registration
of Transfer and Exchange of Certificates.
|
Β |
Β |
SECTION
5.03.
|
Mutilated,
Destroyed, Lost or Stolen Certificates.
|
Β |
Β |
SECTION
5.04.
|
Persons
Deemed Owners.
|
Β |
Β |
SECTION
5.05.
|
Appointment
of Paying Agent.
|
Β |
Β
ARTICLE
VIΒ Β Β THE
MASTER SERVICER AND THE DEPOSITOR
Β
Β |
SECTION
6.01.
|
Liability
of the Master Servicer and the Depositor.
|
Β |
Β |
SECTION
6.02.
|
Merger
or Consolidation of, or Assumption of the Obligations of, the Master
Servicer or the Depositor.
|
Β |
Β |
SECTION
6.03.
|
Limitation
on Liability of the Master Servicer and Others.
|
Β |
Β |
SECTION
6.04.
|
Master
Servicer Not to Resign.
|
Β |
Β |
SECTION
6.05.
|
Delegation
of Duties.
|
Β |
Β |
SECTION
6.06.
|
[Reserved].
|
Β |
Β |
SECTION
6.07.
|
Inspection.
|
Β |
Β
ARTICLE
VIIΒ Β Β DEFAULT
Β
Β |
SECTION
7.01.
|
Master
Servicer Events of Termination.
|
Β |
Β |
SECTION
7.02.
|
Trustee
to Act; Appointment of Successor.
|
Β |
Β |
SECTION
7.03.
|
Waiver
of Defaults.
|
Β |
Β |
SECTION
7.04.
|
Notification
to Certificateholders.
|
Β |
Β |
SECTION
7.05.
|
Survivability
of Master Servicer Liabilities.
|
Β |
Β
ARTICLE
VIIIΒ Β Β THE
TRUSTEE
Β
Β |
SECTION
8.01.
|
Duties
of Trustee.
|
Β |
Β |
SECTION
8.02.
|
Certain
Matters Affecting the Trustee.
|
Β |
Β |
SECTION
8.03.
|
Trustee
Not Liable for Certificates or Mortgage Loans.
|
Β |
Β |
SECTION
8.04.
|
Trustee
May Own Certificates.
|
Β |
Β |
SECTION
8.05.
|
Trustee
Fee and Expenses.
|
Β |
Β |
SECTION
8.06.
|
Eligibility
Requirements for Trustee.
|
Β |
Β |
SECTION
8.07.
|
Resignation
or Removal of Trustee.
|
Β |
Β |
SECTION
8.08.
|
Successor
Trustee.
|
Β |
Β |
SECTION
8.09.
|
Merger
or Consolidation of Trustee.
|
Β |
Β |
SECTION
8.10.
|
Appointment
of Co-Trustee or Separate Trustee.
|
Β |
Β |
SECTION
8.11.
|
Limitation
of Liability.
|
Β |
Β |
SECTION
8.12.
|
Trustee
May Enforce Claims Without Possession of Certificates.
|
Β |
Β |
SECTION
8.13.
|
Suits
for Enforcement.
|
Β |
Β |
SECTION
8.14.
|
Waiver
of Bond Requirement.
|
Β |
Β |
SECTION
8.15.
|
Waiver
of Inventory, Accounting and Appraisal Requirement.
|
Β |
Β
ARTICLE
IXΒ Β Β REMIC
ADMINISTRATION
Β
Β |
SECTION
9.01.
|
REMIC
Administration.
|
Β |
Β |
SECTION
9.02.
|
Prohibited
Transactions and Activities.
|
Β |
Β |
SECTION
9.03.
|
Indemnification
with Respect to Certain Taxes and Loss of REMIC Status.
|
Β |
Β
ARTICLE
XΒ Β Β TERMINATION
Β
Β |
SECTION
10.01.
|
Termination.
|
Β |
Β |
SECTION
10.02.
|
Additional
Termination Requirements.
|
Β |
Β
ARTICLE
XIΒ Β Β MISCELLANEOUS
PROVISIONS
Β
Β |
SECTION
11.01.
|
Amendment.
|
Β |
Β |
SECTION
11.02.
|
Recordation
of Agreement; Counterparts.
|
Β |
Β |
SECTION
11.03.
|
Limitation
on Rights of Certificateholders.
|
Β |
Β |
SECTION
11.04.
|
Governing
Law; Jurisdiction.
|
Β |
Β |
SECTION
11.05.
|
Notices.
|
Β |
Β |
SECTION
11.06.
|
Severability
of Provisions.
|
Β |
Β |
SECTION
11.07.
|
Article
and Section References.
|
Β |
Β |
SECTION
11.08.
|
Notice
to the Rating Agencies and the NIMS Insurer.
|
Β |
Β |
SECTION
11.09.
|
Further
Assurances.
|
Β |
Β |
SECTION
11.10.
|
Third
Party Rights.
|
Β |
Β |
SECTION
11.11.
|
Benefits
of Agreement.
|
Β |
Β |
SECTION
11.12.
|
Acts
of Certificateholders.
|
Β |
Β |
SECTION
11.13.
|
No
Petition.
|
Β |
Β |
SECTION
11.14.
|
Intention
of the Parties and Interpretation.
|
Β |
Β
Β
EXHIBITS:
Β |
Exhibit
A-1
|
Form
of Class I-A-1 Certificates
|
Β |
Exhibit
A-2
|
Form
of Class II-A-1 Certificates
|
Β |
Exhibit
A-3
|
Form
of Class II-A-2 Certificates
|
Β |
Exhibit
A-4
|
Form
of Class II-A-3 Certificates
|
Β |
Exhibit
A-5
|
Form
of Class II-A-4 Certificates
|
Β |
Exhibit
A-6
|
Form
of Class M-1 Certificates
|
Β |
Exhibit
A-7
|
Form
of Class M-2 Certificates
|
Β |
Exhibit
A-8
|
Form
of Class M-3 Certificates
|
Β |
Exhibit
A-9
|
Form
of Class M-4 Certificates
|
Β |
Exhibit
A-10
|
Form
of Class M-5 Certificates
|
Β |
Exhibit
A-11
|
Form
of Class M-6 Certificates
|
Β |
Exhibit
A-12
|
Form
of Class M-7 Certificates
|
Β |
Exhibit
A-13
|
Form
of Class M-8 Certificates
|
Β |
Exhibit
A-14
|
Form
of Class M-9 Certificates
|
Β |
Exhibit
A-15
|
Form
of Class M-10 Certificates
|
Β |
Exhibit
A-16
|
Form
of Class C Certificates
|
Β |
Exhibit
A-17
|
Form
of Class P Certificates
|
Β |
Exhibit
A-18
|
Form
of Class R Certificates
|
Β |
Exhibit
A-19
|
Form
of Class R-X Certificates
|
Β |
Exhibit
B
|
Form
of Pool Policy
|
Β |
Exhibit
C
|
Form
of Mortgage Loan Purchase Agreement
|
Β |
Exhibit
D
|
Mortgage
Loan Schedule
|
Β |
Exhibit
E
|
Request
for Release
|
Β |
Exhibit
F-1
|
Form
of Trusteeβs Initial Certification
|
Β |
Exhibit
F-2
|
Form
of Trusteeβs Final Certification
|
Β |
Exhibit
F-3
|
Form
of Receipt of Mortgage Note
|
Β |
Exhibit
G
|
Loss
Mitigation Procedures
|
Β |
Exhibit
H
|
Form
of Lost Note Affidavit
|
Β |
Exhibit
I
|
Form
of Interest Rate Swap Agreement
|
Β |
Exhibit
J
|
Form
of Investment Letter
|
Β |
Exhibit
K
|
Form
of Residual Certificates Transfer Affidavit
|
Β |
Exhibit
L
|
Form
of Transferor Certificate
|
Β |
Exhibit
M
|
Form
of ERISA Representation Letter
|
Β |
Exhibit
N
|
Form
of Swap Administration Agreement
|
Β |
Exhibit
O
|
Form
of Remittance Report
|
Β |
Exhibit
P
|
[Reserved]
|
Β |
Exhibit
Q
|
[Reserved]
|
Β |
Exhibit
R-1
|
Form
of Certification to Be Provided by the Depositor with Form
10-K
|
Β |
Exhibit
R-2
|
Form
of Certification to Be Provided to Depositor by the
Trustee
|
Β |
Exhibit
S
|
Servicing
Criteria to Be Addressed in Assessment of Compliance
|
Β |
Exhibit
T
|
Form
10-D, Form 8-K and Form 10-K Reporting Responsibility
|
Β |
Exhibit
U
|
Additional
Disclosure Notification
Β
|
Β |
Schedule
I
|
Prepayment
Charge Schedule
|
Β
Β
Β
Β
This
Pooling and Servicing Agreement is dated as of June 1, 2006 (the βAgreementβ),
among OPTION ONE MORTGAGE ACCEPTANCE CORPORATION, as depositor (the
βDepositorβ), OPTION ONE MORTGAGE CORPORATION, as master servicer (the βMaster
Servicerβ) and XXXXX FARGO BANK, N.A., as trustee (the βTrusteeβ).
Β
PRELIMINARY
STATEMENT:
Β
The
Depositor intends to sell pass-through certificates (collectively, the
βCertificatesβ), to be issued hereunder in multiple classes, which in the
aggregate will evidence the entire beneficial ownership interest in the Trust
Fund created hereunder. The Certificates will consist of nineteen classes of
certificates, designated as (i) the
Class
I-A-1 Certificates, (ii)
the
Class II-A-1 Certificates, (iii) the Class II-A-2 Certificates, (iv) the Class
II-A-3 Certificates, (v) the Class II-A-4 Certificates, (vi) the Class M-1
Certificates, (vii) the Class M-2 Certificates, (viii) the Class M-3
Certificates, (ix) the Class M-4 Certificates, (x) the Class M-5 Certificates,
(xi) the Class M-6 Certificates, (xii) the Class M-7 Certificates, (xiii) the
Class M-8 Certificates, (xiv) the Class M-9 Certificates, (xv) the Class M-10
Certificates, (xvi) the Class C Certificates, (xvii) the Class P Certificates,
(xviii) the Class R Certificates and (xix) the Class R-X
Certificates.
Β
REMIC
1
Β
As
provided herein, the Trustee will make an election to treat the segregated
pool
of assets consisting of the Group I Mortgage Loans, the Group II Mortgage Loans
and certain other related assets subject to this Agreement (but exclusive of
the
Net WAC Rate Carryover Reserve Account, the Master Servicer Prepayment Charge
Payment Amounts, the Swap Account and the Interest Rate Swap Agreement) as
a
real estate investment conduit (a βREMICβ) for federal income tax purposes, and
such segregated pool of assets will be designated as βREMIC 1.β The Class R-1
Interest will represent the sole class of βresidual interestsβ in REMIC 1 for
purposes of the REMIC Provisions under federal income tax law. The following
table irrevocably sets forth the designation, the Uncertificated REMIC 1
Pass-Through Rate, the initial Uncertificated Principal Balance, and for
purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the
βlatest possible maturity dateβ for each of the REMIC 1 Regular Interests. None
of the REMIC 1 Regular Interests will be certificated.
Β
Designation
|
Uncertificated
REMIC 1
Pass-Through
Rate(2)
|
Initial
Uncertificated
Balance
|
Latest
Possible
Maturity
Date(1)
|
I-1-A
|
Variable
|
$
750,000,000.00
|
June
2036
|
I-1-B
|
Variable
|
$
750,000,000.00
|
June
2036
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date immediately following the maturity date for the
Mortgage
Loan with the latest maturity date has been designated as the βlatest
possible maturity dateβ for each REMIC 1 Regular Interest.
Β
|
(2)
|
Calculated
in accordance with the definition of βUncertificated REMIC I Pass-Through
Rateβ herein.
|
REMIC
2
Β
As
provided herein, the Trustee will make an election to treat the segregated
pool
of assets consisting of the REMIC 1 Regular Interests as a REMIC for federal
income tax purposes, and such segregated pool of assets will be designated
as
βREMIC 2.β The Class R-2 Interest will represent the sole class of βresidual
interestsβ in REMIC 2 for purposes of the REMIC Provisions under federal income
tax law. The following table irrevocably sets forth the designation, the
Uncertificated REMIC 2 Pass-Through Rate, the initial Uncertificated Principal
Balance, and for purposes of satisfying Treasury regulation Section
1.860G-1(a)(4)(iii), the βlatest possible maturity dateβ for each of the REMIC 2
Regular Interests. None of the REMIC 2 Regular Interests will be
certificated.
Designation
|
Β |
Uncertificated
REMIC 2
Pass-Through
Rate(2)
|
Β |
Initial
Uncertificated
Principal
Balance
|
Β |
Assumed
Final
Maturity
Date(1)
|
Β | |||
LTAA
|
Β | Β |
Variable
|
Β |
$
|
1,469,999,902.00
|
Β | Β |
June
2036
|
Β |
LTIA1
|
Β | Β |
Variable
|
Β |
$
|
1,011,300.00
|
Β | Β |
June
2036
|
Β |
LTIIA1
|
Β | Β |
Variable
|
Β |
$
|
5,537,850.00
|
Β | Β |
June
2036
|
Β |
LTIIA2
|
Β | Β |
Variable
|
Β |
$
|
2,273,650.00
|
Β | Β |
June
2036
|
Β |
LTIIA3
|
Β | Β |
Variable
|
Β |
$
|
1,815,520.00
|
Β | Β |
June
2036
|
Β |
LTIIA4
|
Β | Β |
Variable
|
Β |
$
|
1,301,680.00
|
Β | Β |
June
2036
|
Β |
LTM1
|
Β | Β |
Variable
|
Β |
$
|
592,500.00
|
Β | Β |
June
2036
|
Β |
LTM2
|
Β | Β |
Variable
|
Β |
$
|
547,500.00
|
Β | Β |
June
2036
|
Β |
LTM3
|
Β | Β |
Variable
|
Β |
$
|
315,000.00
|
Β | Β |
June
2036
|
Β |
LTM4
|
Β | Β |
Variable
|
Β |
$
|
285,000.00
|
Β | Β |
June
2036
|
Β |
LTM5
|
Β | Β |
Variable
|
Β |
$
|
270,000.00
|
Β | Β |
June
2036
|
Β |
LTM6
|
Β | Β |
Variable
|
Β |
$
|
255,000.00
|
Β | Β |
June
2036
|
Β |
LTM7
|
Β | Β |
Variable
|
Β |
$
|
247,500.00
|
Β | Β |
June
2036
|
Β |
LTM8
|
Β | Β |
Variable
|
Β |
$
|
120,000.00
|
Β | Β |
June
2036
|
Β |
LTM9
|
Β | Β |
Variable
|
Β |
$
|
82,500.00
|
Β | Β |
June
2036
|
Β |
LTM10
|
Β | Β |
Variable
|
Β |
$
|
150,000.00
|
Β | Β |
June
2036
|
Β |
LTZZ
|
Β | Β |
Variable
|
Β |
$
|
15,194,998.00
|
Β | Β |
June
2036
|
Β |
LTP
|
Β | Β |
Variable
|
Β |
$
|
100.00
|
Β | Β |
June
2036
|
Β |
LTIO
|
Β | Β |
Variable
|
Β | Β |
(3)
|
Β | Β |
June
2036
|
Β |
___________________
(1)Β For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the
Distribution Date immediately following the maturity date for the Mortgage
Loan
with the latest maturity date has been designated as the βlatest possible
maturity dateβ for each REMIC 2 Regular Interest.
(2)Β Calculated
in accordance with the definition of βUncertificated REMIC 2 Pass-Through Rateβ
herein.
(3)Β REMIC
2
Regular Interest LTIO will not have an Uncertificated Principal Balance, but
will accrue interest on its Uncertificated Notional Amount.
REMIC
3
Β
As
provided herein, the Trustee shall make an election to treat the segregated
pool
of assets consisting of the REMIC 2 Regular Interests as a REMIC for federal
income tax purposes, and such segregated pool of assets will be designated
as
βREMIC 3.β The Class R-3 Interest represents the sole class of βresidual
interestsβ in REMIC 3 for purposes of the REMIC Provisions.
Β
The
following table sets forth (or describes) the Class designation, Pass-Through
Rate and Original Class Certificate Principal Balance for each Class of
Certificates that represents one or more of the βregular interestsβ in REMIC 3
created hereunder:
Class
Designation
|
Pass-Through
Rate
|
Original
Class
Certificate
Principal
Balance
|
Assumed
Final
Maturity
Date(1)
|
Class
I-A-1
|
Variable(2)
|
$
101,130,000.00
|
June
2036
|
Class
II-A-1
|
Variable(2)
|
$
553,785,000.00
|
June
2036
|
Class
II-A-2
|
Variable(2)
|
$
227,365,000.00
|
June
2036
|
Class
II-A-3
|
Variable(2)
|
$
181,552,000.00
|
June
2036
|
Class
II-A-4
|
Variable(2)
|
$
130,168,000.00
|
June
2036
|
Class
M-1
|
Variable(2)
|
$Β
Β 59,250,000.00
|
June
2036
|
Class
M-2
|
Variable(2)
|
$Β
Β 54,750,000.00
|
June
2036
|
Class
M-3
|
Variable(2)
|
$Β Β
31,500,000.00
|
June
2036
|
Class
M-4
|
Variable(2)
|
$Β Β
28,500,000.00
|
June
2036
|
Class
M-5
|
Variable(2)
|
$Β
Β 27,000,000.00
|
June
2036
|
Class
M-6
|
Variable(2)
|
$Β Β
25,500,000.00
|
June
2036
|
Class
M-7
|
Variable(2)
|
$Β Β
24,750,000.00
|
June
2036
|
Class
M-8
|
Variable(2)
|
$Β Β
12,000,000.00
|
June
2036
|
Class
M-9
|
Variable(2)
|
$Β Β Β Β
8,250,000.00
|
June
2036
|
Class
M-10
|
Variable(2)
|
$Β Β
15,000,000.00
|
June
2036
|
Class
C Interest
|
Variable(3)
|
$Β
Β 19,499,900.00
|
June
2036
|
Class
P Interest
|
N/A(4)
|
$Β Β Β Β Β Β Β Β Β Β Β Β Β
Β 100.00
|
June
2036
|
Class
SWAP-IO Interest
|
N/A(5)
|
N/A(5)
|
June
2036
|
__________________
(1)Β For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the
Distribution Date following the maturity date for the Mortgage Loan with the
latest maturity date has been designated as the βlatest possible maturity dateβ
for each Class of Certificates that represents one or more of the βregular
interestsβ in REMIC 3.
(2)Β Calculated
in accordance with the definition of βPass-Through Rateβ herein.
(3)Β The
Class
C Interest will accrue interest at its variable Pass-Through Rate on the
Notional Amount of the Class C Interest outstanding from time to time which
shall equal the aggregate of the Uncertificated Principal Balances of the REMIC
2 Regular Interests (other than REMIC 2 Regular Interest LTP). The Class C
Interest will not accrue interest on its Class Certificate Principal
Balance.
(4)Β The
Class
P Interest will not accrue interest.
(5)Β The
Class
SWAP-IO Interest will not have a Pass-Through Rate or a Certificate Principal
Balance, but will be entitled to 100% of amounts distributed on REMIC 2 Regular
Interest LTIO.
REMIC
4
Β
As
provided herein, the Trustee shall make an election to treat the segregated
pool
of assets consisting of the Class C Interest as a REMIC for federal income
tax
purposes, and such segregated pool of assets will be designated as βREMIC 4.β
The Class R-4 Interest represents the sole class of βresidual interestsβ in
REMIC 4 for purposes of the REMIC Provisions under federal income tax
law.
Β
The
following table sets forth (or describes) the Class designation, Pass-Through
Rate and Original Class Certificate Principal Balance for each Class of
Certificates that represents one or more of the βregular interestsβ in REMIC 4
created hereunder:
Class
Designation
|
Pass-Through
Rate
|
Original
Class
Certificate
Principal
Balance
|
Assumed
Final
Maturity
Date(1)
|
Class
C
|
Variable(2)
|
$Β 19,499,900.00
|
June
2036
|
__________________
(1)Β For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the
Distribution Date following the maturity date for the Mortgage Loan with the
latest maturity date has been designated as the βlatest possible maturity dateβ
for each Class of Certificates that represents one or more of the βregular
interestsβ in REMIC 4.
(2)Β The
Class
C Certificates will receive 100% of amounts received in respect of the Class
C
Interest.
REMIC
5
Β
As
provided herein, the Trustee shall make an election to treat the segregated
pool
of assets consisting of the Class P Interest as a REMIC for federal income
tax
purposes, and such segregated pool of assets will be designated as βREMIC 5.β
The Class R-5 Interest represents the sole class of βresidual interestsβ in
REMIC 5 for purposes of the REMIC Provisions under federal income tax
law.
Β
The
following table sets forth (or describes) the Class designation, Pass-Through
Rate and Original Class Certificate Principal Balance for each Class of
Certificates that represents one or more of the βregular interestsβ in REMIC 5
created hereunder:
Class
Designation
|
Pass-Through
Rate
|
Original
Class
Certificate
Principal
Balance
|
Assumed
Final
Maturity
Date(1)
|
Class
P
|
Variable(2)
|
$100.00
|
June
2036
|
__________________
(1)Β For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the
Distribution Date following the maturity date for the Mortgage Loan with the
latest maturity date has been designated as the βlatest possible maturity dateβ
for each Class of Certificates that represents one or more of the βregular
interestsβ in REMIC 5
(2)Β The
Class
P Certificates will receive 100% of amounts received in respect of the Class
P
Interest
REMIC
6
Β
As
provided herein, the Trustee shall make an election to treat the segregated
pool
of assets consisting of the Class SWAP-IO Interest as a REMIC for federal income
tax purposes, and such segregated pool of assets will be designated as βREMIC
6.β The Class R-6 Interest represents the sole class of βresidual interestsβ in
REMIC 6 for purposes of the REMIC Provisions under federal income tax
law.
Β
The
following table sets forth (or describes) the Class designation, Pass-Through
Rate and Original Class Certificate Principal Balance for each Class of
Certificates that represents one or more of the βregular interestsβ in REMIC 6
created hereunder, which will be uncertificated:
Class
Designation
|
Pass-Through
Rate
|
Original
Class
Certificate
Principal
Balance
|
Assumed
Final
Maturity
Date(1)
|
SWAP-IO
|
Variable(2)
|
N/A
|
June
2036
|
__________________
(1)Β For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the
Distribution Date following the maturity date for the Mortgage Loan with the
latest maturity date has been designated as the βlatest possible maturity dateβ
for REMIC 6 regular Interest SWAP-IO
(2)Β REMIC
6
Regular Interest SWAP-IO will receive 100% of amounts received in respect of
the
Class SWAP-IO Interest
Β
Β
Β
ARTICLE
I
Β
DEFINITIONS
Β
SECTION 1.01.Β Β |
Defined
Terms.
|
Β
Whenever
used in this Agreement or in the Preliminary Statement, the following words
and
phrases, unless the context otherwise requires, shall have the meanings
specified in this Article. Unless otherwise specified, all calculations in
respect of interest on the Class A Certificates and the Mezzanine Certificates
shall be made on the basis of the actual number of days elapsed on the basis
of
a 360-day year and all calculations in respect of interest on the Class C
Certificates and all other calculations of interest described herein shall
be
made on the basis of a 360-day year consisting of twelve 30-day months. The
Class P Certificates and the Residual Certificates are not entitled to
distributions in respect of interest and, accordingly, will not accrue
interest.
Β
β1933
Actβ: The Securities Act of 1933, as amended.
Β
βAccountβ:
Either of the Collection Account or Distribution Account.
Β
βAccrual
Periodβ: With respect to the Class A Certificates and the Mezzanine Certificates
and each Distribution Date, the period commencing on the preceding Distribution
Date (or in the case of the first such Accrual Period, commencing on the Closing
Date) and ending on the day preceding the current Distribution Date. With
respect to the Class C Certificates and each Distribution Date, the calendar
month prior to the month of such Distribution Date.
Β
βAdditional
Disclosureβ: As defined in Section 3.25(a)(iv).
Β
βAdditional
Form 10-D Disclosureβ: As defined in Section 3.25(a)(i).
Β
βAdditional
Form 10-K Disclosureβ: As defined in Section 3.25(a)(iii).
Β
βAdjustable-Rate
Mortgage Loanβ: A Mortgage Loan which provides at any period during the life of
such loan for the adjustment of the Mortgage Rate payable in respect thereto.
The Adjustable-Rate Mortgage Loans are identified as such on the Mortgage Loan
Schedule.
Β
βAdjusted
Net Maximum Mortgage Rateβ: With respect to any Distribution Date and any
Mortgage Loan (or the related REO Property) in the Trust Fund as of the close
of
business on the last day of the preceding calendar month, a per annum rate
of
interest equal to the applicable Maximum Mortgage Rate for such Mortgage Loan
(or the Mortgage Rate in the case of any Fixed-Rate Mortgage Loan) as of the
first day of the month preceding the month in which the Distribution Date occurs
minus the sum of (i) the Trustee Fee Rate and (ii) the Servicing Fee
Rate.
Β
βAdjusted
Net Mortgage Rateβ: With respect to any Distribution Date and any Mortgage Loan
(or the related REO Property) in the Trust Fund as of the close of business
on
the last day of the preceding prepayment period, a per annum rate of interest
equal to the applicable Mortgage Rate for such Mortgage Loan as of the first
day
of the month preceding the month in which the related Distribution Date occurs
minus
the
sum of (i) the Trustee Fee Rate and (ii) the Servicing Fee Rate.
Β
βAdjustment
Dateβ: With respect to each Adjustable-Rate Mortgage Loan, each adjustment date,
on which the Mortgage Rate of such Mortgage Loan changes pursuant to the related
Mortgage Note. The first Adjustment Date following the Cut-off Date as to each
Adjustable-Rate Mortgage Loan is set forth in the Mortgage Loan
Schedule.
Β
βAdvanceβ:
As to any Mortgage Loan or REO Property, any advance made by the Master Servicer
in respect of any Distribution Date pursuant to Section 4.04.
Β
βAdvancing
Facilityβ: As defined in Section 3.29 hereof.
Β
βAdvancing
Personβ: As defined in Section 3.29 hereof.
Β
βAdverse
REMIC Eventβ: As defined in Section 9.01(f) hereof.
Β
βAffiliateβ:
With respect to any Person, any other Person controlling, controlled by or
under
common control with such Person. For purposes of this definition, βcontrolβ
means the power to direct the management and policies of a Person, directly
or
indirectly, whether through ownership of voting securities, by contract or
otherwise and βcontrollingβ and βcontrolledβ shall have meanings correlative to
the foregoing.
Β
βAgreementβ:
This Pooling and Servicing Agreement and all amendments hereof and supplements
hereto.
Β
βAllocated
Realized Loss Amountβ: With respect to any Distribution Date and the Mezzanine
Certificates, the sum of (i) any Realized Losses allocated to such Class of
Certificates on such Distribution Date and (ii) the amount of any Allocated
Realized Loss Amount for such Class of Certificates remaining unpaid from the
previous Distribution Date as reduced by an amount equal to the increase in
the
related Certificate Principal Balance due to the receipt of Subsequent
Recoveries.
Β
βAssignmentβ:
An assignment of Mortgage, notice of transfer or equivalent instrument, in
recordable form (excepting therefrom, if applicable, the mortgage recordation
information which has not been required pursuant to Section 2.01 hereof or
returned by the applicable recorder's office and if the assignment has been
delivered in blank, the name of the Assignee), which is sufficient under the
laws of the jurisdiction wherein the related Mortgaged Property is located
to
reflect or record the sale of the Mortgage.
Β
βAssumed
Final Maturity Dateβ: As to each Class of Certificates, the date set forth as
such in the Preliminary Statement.
Β
βAvailable
Fundsβ: With respect to any Distribution Date, an amount equal to the excess of
(i) the sum of (a) the aggregate of the related Monthly Payments received on
or
prior to the related Determination Date, including any Subsequent Recoveries,
(b) Liquidation Proceeds, Insurance Proceeds, Principal Prepayments and other
unscheduled recoveries of principal and interest in respect of the Mortgage
Loans received during the related Prepayment Period, (c) the aggregate of any
amounts received in respect of a related REO Property withdrawn from any REO
Account and deposited in the Collection Account for such Distribution Date,
(d)
the aggregate of any amounts deposited in the Collection Account by the Master
Servicer in respect of related Prepayment Interest Shortfalls for such
Distribution Date, (e) the aggregate of any Advances made by the Master Servicer
for such Distribution Date, (f) the aggregate of any related advances made
by
the Trustee for such Distribution Date pursuant to Section 7.02, (g) [reserved]
(h) [reserved], (i) [reserved] and (j) the amount of any Prepayment Charges
collected by the Master Servicer in connection with the full or partial
prepayment of any of the Mortgage Loans and any Master Servicer Prepayment
Charge Payment Amount over (ii) the sum of (a) amounts reimbursable or payable
to the Master Servicer pursuant to Section 3.11(a) or the Trustee pursuant
to
Section 3.11(b), (b) amounts deposited in the Collection Account or the
Distribution Account pursuant to clauses (a) through (j) above, as the case
may
be, in error, (c) the amount of any Prepayment Charges collected by the Master
Servicer in connection with the full or partial prepayment of any of the
Mortgage Loans and any Master Servicer Prepayment Charge Payment Amount, (d)
the
Trustee Fee payable from the Distribution Account pursuant to Section 8.05,
(e)
any
Net Swap Payment or Swap Termination Payment owed to the Swap Provider
but
excluding any Swap Termination Payment owed to the Swap Provider resulting
from
a Swap Provider Trigger Event
(after
taking into account any upfront payment received from the counterparty to a
replacement swap agreement), (f) [reserved], and (g) any indemnification
payments or expense reimbursements made by the Trust Fund pursuant to Section
8.05.
Β
βBack-Up
Certificationβ: As defined in Section 3.25(a)(ii).
Β
βBankruptcy
Codeβ: The Bankruptcy Reform Act of 1978 (Title 11 of the United States Code),
as amended.
Β
βBook-Entry
Certificatesβ: Any of the Certificates that shall be registered in the name of
the Depository or its nominee, the ownership of which is reflected on the books
of the Depository or on the books of a Person maintaining an account with the
Depository (directly, as a βDepository Participantβ, or indirectly, as an
indirect participant in accordance with the rules of the Depository and as
described in Section 5.02 hereof). On the Closing Date, the Class A Certificates
and the Mezzanine Certificates shall be Book-Entry Certificates.
Β
βBusiness
Dayβ: Any day other than a Saturday, a Sunday or a day on which banking or
savings institutions in the State of Delaware, the State of New York, the State
of Maryland, the State of California, the Commonwealth of Pennsylvania, the
State of Florida, the State of Minnesota or any city in which the Corporate
Trust Office of the Trustee is located are authorized or obligated by law or
executive order to be closed.
Β
βCertificateβ:
Any Regular Certificate or Residual Certificate.
Β
βCertificateholderβ:
The Person in whose name a Certificate is registered in the Certificate
Register, except that a Disqualified Organization or non-U.S. Person shall
not
be a Holder of a Residual Certificate for any purpose hereof and, solely for
the
purposes of giving any consent pursuant to this Agreement, any Certificate
registered in the name of the Depositor or the Master Servicer or any Affiliate
thereof shall be deemed not to be outstanding and the Voting Rights to which
it
is entitled shall not be taken into account in determining whether the requisite
percentage of Voting Rights necessary to effect any such consent has been
obtained, except as otherwise provided in Section 11.01. The Trustee and the
NIMS Insurer may conclusively rely upon a certificate of the Depositor or the
Master Servicer in determining whether a Certificate is held by an Affiliate
thereof. All references herein to βCertificateholdersβ shall reflect the rights
of Certificate Owners as they may indirectly exercise such rights through the
Depository and participating members thereof, except as otherwise specified
herein; provided, however, that the Trustee and the NIMS Insurer shall be
required to recognize as a βCertificateholderβ only the Person in whose name a
Certificate is registered in the Certificate Register.
Β
βCertificate
Marginβ: With respect to each Class of Adjustable-Rate Certificates and for
purposes of the Marker Rate and the Maximum LTZZ Uncertificated Interest
Deferral Amount, the specified REMIC 2 Regular Interest, as
follows:
Β
Class
|
REMIC
2 Regular Interest
|
Certificate
Margin
|
|
(1)
(%)
|
(2)
(%)
|
||
I-A-1
|
LTIA1
|
0.050%
|
0.100%
|
XX-X-0
|
XXXXX0
|
0.050%
|
0.100%
|
XX-X-0
|
XXXXX0
|
0.100%
|
0.200%
|
XX-X-0
|
XXXXX0
|
0.140%
|
0.280%
|
XX-X-0
|
XXXXX0
|
0.250%
|
0.500%
|
M-1
|
LTM1
|
0.300%
|
0.450%
|
M-2
|
LTM2
|
0.320%
|
0.480%
|
M-3
|
LTM3
|
0.330%
|
0.495%
|
M-4
|
LTM4
|
0.400%
|
0.600%
|
M-5
|
LTM5
|
0.430%
|
0.645%
|
M-6
|
LTM6
|
0.480%
|
0.720%
|
M-7
|
LTM7
|
1.000%
|
1.500%
|
M-8
|
LTM8
|
1.250%
|
1.875%
|
M-9
|
LTM9
|
2.000%
|
3.000%
|
M-10
|
LTM10
|
2.250%
|
3.375%
|
__________
Β |
(1)
|
For
the Accrual Period for each Distribution Date on or prior to the
Optional
Termination Date.
|
Β |
(2)
|
For
each other Accrual Period.
|
βCertificate
Ownerβ: With respect to each Book-Entry Certificate, any beneficial owner
thereof.
Β
βCertificate
Principal Balanceβ: With respect to any Class of Regular Certificates (other
than the Class C Certificates) immediately prior to any Distribution Date,
will
be equal to the Initial Certificate Principal Balance thereof (A) increased,
in
the case of a Mezzanine Certificate by the amount of any Subsequent Recoveries
added to the Certificate Principal Balance of such Class pursuant to Section
4.01, (B) reduced by the sum of all amounts actually distributed in respect
of
principal of such Class and (C) further reduced, in the case of a Mezzanine
Certificate by Realized Losses allocated thereto on all prior Distribution
Dates. With respect to the Class C Certificates as of any date of determination,
an amount equal to the excess, if any, of (A) the then aggregate Uncertificated
Principal Balance of the REMIC 2 Regular Interests over (B) the then aggregate
Certificate Principal Balances of the Class A Certificates, the Mezzanine
Certificates and the Class P Certificates then outstanding.
Β
βCertificate
Registerβ and βCertificate Registrarβ: The register maintained and registrar
appointed pursuant to Section 5.02 hereof.
Β
βCertification
Partiesβ: As defined in Section 3.25(a)(ii).
Β
βCertifying
Personβ: As defined in Section 3.25 (a)(ii).
Β
βClassβ:
Collectively, Certificates which have the same priority of payment and bear
the
same class designation and the form of which is identical except for variation
in the Percentage Interest evidenced thereby.
Β
βClass
A
Certificateholderβ: Any Holder of a Class A Certificate.
Β
βClass
A
Certificatesβ: Any Class I-A-1 Certificate, Class II-A-1 Certificate, Class
II-A-2 Certificate, Class II-A-3 Certificate or Class II-A-4
Certificate.
Β
βClass
A
Principal Distribution Amountβ: With respect to any Distribution Date, the sum
of (i) the Group I Senior Principal Distribution Amount and (ii) the Group
II
Senior Principal Distribution Amount.
Β
βClass
I-A-1 Certificateβ: Any one of the Class I-A-1 Certificates executed by the
Trustee, and authenticated and delivered by the Certificate Registrar,
substantially in the form annexed hereto as Exhibit A-1, representing (i) a
Regular Interest in REMIC 3, (ii) the right to receive the Net WAC Rate
Carryover Amount and (iii) the obligation to pay the Class IO Distribution
Amount.
Β
βClass
II-A-1 Certificateβ: Any one of the Class II-A-1 Certificates executed by the
Trustee, and authenticated and delivered by the Certificate Registrar,
substantially in the form annexed hereto as Exhibit A-2, representing (i) a
Regular Interest in REMIC 3, (ii) the right to receive the Net WAC Rate
Carryover Amount and (iii) the obligation to pay the Class IO Distribution
Amount.
Β
βClass
II-A-2 Certificateβ: Any one of the Class II-A-2 Certificates executed by the
Trustee, and authenticated and delivered by the Certificate Registrar,
substantially in the form annexed hereto as Exhibit A-3, representing (i) a
Regular Interest in REMIC 3, (ii) the right to receive the Net WAC Rate
Carryover Amount and (iii) the obligation to pay the Class IO Distribution
Amount.
Β
βClass
II-A-3 Certificateβ: Any one of the Class II-A-3 Certificates executed by the
Trustee, and authenticated and delivered by the Certificate Registrar,
substantially in the form annexed hereto as Exhibit A-4, representing (i) a
Regular Interest in REMIC 3, (ii) the right to receive the Net WAC Rate
Carryover Amount and (iii) the obligation to pay the Class IO Distribution
Amount.
Β
βClass
II-A-4 Certificateβ: Any one of the Class II-A-4 Certificates executed by the
Trustee, and authenticated and delivered by the Certificate Registrar,
substantially in the form annexed hereto as Exhibit A-5, representing (i) a
Regular Interest in REMIC 3, (ii) the right to receive the Net WAC Rate
Carryover Amount and (iii) the obligation to pay the Class IO Distribution
Amount.
Β
βClass
C
Certificateβ: Any one of the Class C Certificates executed by the Trustee, and
authenticated and delivered by the Certificate Registrar, substantially in
the
form annexed hereto as Exhibit A-16, representing (i) a Regular Interest in
REMIC 4, (ii) the obligation to pay Net WAC Rate Carryover Amounts and Swap
Termination Payments and (iii) the right to receive the Class IO Distribution
Amount.
Β
βClass
C
Interestβ: An uncertificated interest in the Trust held by the Trustee on behalf
of the Holders of the Class C Certificates, evidencing a Regular Interest in
REMIC 3 for purposes of the REMIC Provisions.
Β
βClass
IO
Distribution Amountβ: As defined in Section 4.05 hereof. For purposes of
clarity, the Class IO Distribution Amount for any Distribution Date shall equal
the amount payable to the Swap Administrator on such Distribution Date in excess
of the amount payable on the Class Swap-IO Interest on such Distribution Date,
all as further provided in Section 4.05 hereof.
Β
βClass
Swap-IO Interestβ: An uncertificated interest in the Trust Fund evidencing a
Regular Interest in REMIC 3.
Β
βClass
M-1 Certificateβ: Any one of the Class M-1 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-6, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-1 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date) and (ii) the
Certificate Principal Balance of the Class M-1 Certificates immediately prior
to
such Distribution Date over (y) the lesser of (A) the product of (i)
67.10%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-2 Certificateβ: Any one of the Class M-2 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-7, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-2 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date) and (iii) the Certificate Principal Balance of the Class M-2 Certificates
immediately prior to such Distribution Date over (y) the lesser of (A) the
product of (i) 74.40%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-3 Certificateβ: Any one of the Class M-3 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-8, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-3 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date) and (iv) the Certificate
Principal Balance of the Class M-3 Certificates immediately prior to such
Distribution Date over (y) the lesser of (A) the product of (i) 78.60%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-4 Certificateβ: Any one of the Class M-4 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-9, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-4 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date) and (v) the Certificate Principal Balance of the Class M-4 Certificates
immediately prior to such Distribution Date over (y) the lesser of (A) the
product of (i) 82.40%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-5 Certificateβ: Any one of the Class M-5 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-10, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-5 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date), (v) the Certificate Principal Balance of the Class M-4 Certificates
(after taking into account the distribution of the Class M-4 Principal
Distribution Amount on such Distribution Date) and (vi) the Certificate
Principal Balance of the Class M-5 Certificates immediately prior to such
Distribution Date over (y) the lesser of (A) the product of (i) 86.00%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-6 Certificateβ: Any one of the Class M-6 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-11, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-6 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date), (v) the Certificate Principal Balance of the Class M-4 Certificates
(after taking into account the distribution of the Class M-4 Principal
Distribution Amount on such Distribution Date), (vi) the Certificate Principal
Balance of the Class M-5 Certificates (after taking into account the
distribution of the Class M-5 Principal Distribution Amount on such Distribution
Date) and (vii) the Certificate Principal Balance of the Class M-6 Certificates
immediately prior to such Distribution Date over (y) the lesser of (A) the
product of (i) 89.40%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-7 Certificateβ: Any one of the Class M-7 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-12, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-7 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date), (v) the Certificate Principal Balance of the Class M-4 Certificates
(after taking into account the distribution of the Class M-4 Principal
Distribution Amount on such Distribution Date), (vi) the Certificate Principal
Balance of the Class M-5 Certificates (after taking into account the
distribution of the Class M-5 Principal Distribution Amount on such Distribution
Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates
(after taking into account the distribution of the Class M-6 Principal
Distribution Amount on such Distribution Date) and (viii) the Certificate
Principal Balance of the Class M-7 Certificates immediately prior to such
Distribution Date over (y) the lesser of (A) the product of (i) 92.70%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-8 Certificateβ: Any one of the Class M-8 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-13, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-8 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date), (v) the Certificate Principal Balance of the Class M-4 Certificates
(after taking into account the distribution of the Class M-4 Principal
Distribution Amount on such Distribution Date), (vi) the Certificate Principal
Balance of the Class M-5 Certificates (after taking into account the
distribution of the Class M-5 Principal Distribution Amount on such Distribution
Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates
(after taking into account the distribution of the Class M-6 Principal
Distribution Amount on such Distribution Date), (viii) the Certificate Principal
Balance of the Class M-7 Certificates (after taking into account the
distribution of the Class M-7 Principal Distribution Amount on such Distribution
Date) and (ix) the Certificate Principal Balance of the Class M-8 Certificates
immediately prior to such Distribution Date over (y) the lesser of (A) the
product of (i) 94.30%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-9 Certificateβ: Any one of the Class M-9 Certificates executed by the Trustee,
and authenticated and delivered by the Certificate Registrar, substantially
in
the form annexed hereto as Exhibit A-14, representing (i) a Regular Interest
in
REMIC 3, (ii) the right to receive the Net WAC Rate Carryover Amount and (iii)
the obligation to pay the Class IO Distribution Amount.
Β
βClass
M-9 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date), (v) the Certificate Principal Balance of the Class M-4 Certificates
(after taking into account the distribution of the Class M-4 Principal
Distribution Amount on such Distribution Date), (vi) the Certificate Principal
Balance of the Class M-5 Certificates (after taking into account the
distribution of the Class M-5 Principal Distribution Amount on such Distribution
Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates
(after taking into account the distribution of the Class M-6 Principal
Distribution Amount on such Distribution Date), (viii) the Certificate Principal
Balance of the Class M-7 Certificates (after taking into account the
distribution of the Class M-7 Principal Distribution Amount on such Distribution
Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates
(after taking into account the distribution of the Class M-8 Principal
Distribution Amount on such Distribution Date) and (x) the Certificate Principal
Balance of the Class M-9 Certificates immediately prior to such Distribution
Date over (y) the lesser of (A) the product of (i) 95.40%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
M-10 Certificateβ: Any one of the Class M-10 Certificates executed by the
Trustee, and authenticated and delivered by the Certificate Registrar,
substantially in the form annexed hereto as Exhibit A-15, representing (i)
a
Regular Interest in REMIC 3, (ii) the right to receive the Net WAC Rate
Carryover Amount and (iii) the obligation to pay the Class IO Distribution
Amount.
Β
βClass
M-10 Principal Distribution Amountβ: An amount, not less than zero, equal to the
excess of (x) the sum of (i) the aggregate Certificate Principal Balance of
the
Class A Certificates (after taking into account the distribution of the Class
A
Principal Distribution Amount on such Distribution Date), (ii) the Certificate
Principal Balance of the Class M-1 Certificates (after taking into account
the
distribution of the Class M-1 Principal Distribution Amount on such Distribution
Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates
(after taking into account the distribution of the Class M-2 Principal
Distribution Amount on such Distribution Date), (iv) the Certificate Principal
Balance of the Class M-3 Certificates (after taking into account the
distribution of the Class M-3 Principal Distribution Amount on such Distribution
Date), (v) the Certificate Principal Balance of the Class M-4 Certificates
(after taking into account the distribution of the Class M-4 Principal
Distribution Amount on such Distribution Date), (vi) the Certificate Principal
Balance of the Class M-5 Certificates (after taking into account the
distribution of the Class M-5 Principal Distribution Amount on such Distribution
Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates
(after taking into account the distribution of the Class M-6 Principal
Distribution Amount on such Distribution Date), (viii) the Certificate Principal
Balance of the Class M-7 Certificates (after taking into account the
distribution of the Class M-7 Principal Distribution Amount on such Distribution
Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates
(after taking into account the distribution of the Class M-8 Principal
Distribution Amount on such Distribution Date), (x) the Certificate Principal
Balance of the Class M-9 Certificates (after taking into account the
distribution of the Class M-9 Principal Distribution Amount on such Distribution
Date) and (xi) the Certificate Principal Balance of the Class M-10 Certificates
immediately prior to such Distribution Date over (y) the lesser of (A) the
product of (i) 97.40%
and
(ii)
the aggregate Stated Principal Balance of the Mortgage Loans as of the last
day
of the related Due Period (after giving effect to scheduled payments of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period) minus
the Overcollateralization Floor.
Β
βClass
P
Certificateβ: Any one of the Class P Certificates executed by the Trustee, and
authenticated and delivered by the Certificate Registrar, substantially in
the
form annexed hereto as Exhibit A-17, representing the right to distributions
as
set forth herein and therein and evidencing a regular interest in REMIC
5.
Β
βClass
P
Interestβ: An uncertificated interest in the Trust Fund held by the Trustee on
behalf of the Holders of the Class P Certificates, evidencing a Regular Interest
in REMIC 3 for purposes of the REMIC Provisions.
Β
βClass
R
Certificateβ: The Class R Certificate executed by the Trustee, and authenticated
and delivered by the Certificate Registrar, substantially in the form annexed
hereto as Exhibit A-18 and evidencing the ownership of the Class R-1 Interest,
the Class R-2 Interest and the Class R-3 Interest.
Β
βClass
R-X Certificateβ: The Class R-X Certificate executed by the Trustee, and
authenticated and delivered by the Certificate Registrar, substantially in
the
form annexed hereto as Exhibit A-19 and evidencing the ownership of the Class
R-4 Interest, the Class R-5 Interest and the Class R-6 Interest.
Β
βClass
R-1 Interestβ: The uncertificated Residual Interest in REMIC 1.
Β
βClass
R-2 Interestβ: The uncertificated Residual Interest in REMIC 2.
Β
βClass
R-3 Interestβ: The uncertificated Residual Interest in REMIC 3.
Β
βClass
R-4 Interestβ: The uncertificated Residual Interest in REMIC 4.
Β
βClass
R-5 Interestβ: The uncertificated Residual Interest in REMIC 5.
Β
βClass
R-6 Interestβ: The uncertificated Residual Interest in REMIC 6.
Β
βClose
of
Businessβ: As used herein, with respect to any Business Day, 5:00 p.m. (New York
time).
Β
βClosing
Dateβ: June 29, 2006.
Β
βClosing
Date Deposit Amountβ: $1,030.32 deposited by the Depositor into the Distribution
Account on the Closing Date. $0.52 of the Closing Date Deposit Amount shall
be
attributable to interest in respect of the Group I Mortgage Loans and $86.38
of
the Closing Date Deposit Amount shall be attributable to principal in respect
of
the Group I Mortgage Loans. $5.62 of the Closing Date Deposit Amount shall
be
attributable to interest in respect of the Group II Mortgage Loans and $937.80
of the Closing Date Deposit Amount shall be attributable to principal in respect
of the Group II Mortgage Loans.
Β
βCodeβ:
The Internal Revenue Code of 1986, as amended.
Β
βCollection
Accountβ: The segregated account or accounts created and maintained by the
Master Servicer pursuant to Section 3.10(a), which shall be entitled βXxxxx
Fargo Bank, N.A., as Trustee, in trust for registered Holders of Option One
Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series 2006-2,β which
must be an Eligible Account.
Β
βCommissionβ:
The U.S. Securities and Exchange Commission.
Β
βCompensating
Interestβ: As defined in Section 3.24 hereof.
Β
βConvertible
Mortgage Loanβ: Any Adjustable-Rate Mortgage Loan which allows the Mortgagor
thereunder to convert the Mortgage Rate thereon to a fixed Mortgage
Rate.
Β
βCorporate
Trust Officeβ: The principal corporate trust office of the Trustee at which at
any particular time its corporate trust business in connection with this
Agreement shall be administered, which office at the date of the execution
of
this instrument is located at Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx, Xxxxxxxxxxx,
Xxxxxxxxx 00000-0000, Attention: Option One Series 2006-2, or at such other
address as the Trustee may designate from time to time by notice to the
Certificateholders, the Depositor, the Master Servicer, the Originator and
the
Seller.
Β
βCorresponding
Certificateβ: With respect to each REMIC 2 Regular Interest set forth below, the
corresponding Regular Certificate set forth in the table below:
REMIC
2 Regular Interest
|
Regular
Certificate
|
LTIA1
|
Class
I-A-1
|
LTIIA1
|
Class
II-A-1
|
LTIIA2
|
Class
II-A-2
|
LTIIA3
|
Class
II-A-3
|
LTIIA4
|
Class
II-A-4
|
LTM1
|
Class
M-1
|
LTM2
|
Class
M-2
|
LTM3
|
Class
M-3
|
LTM4
|
Class
M-4
|
LTM5
|
Class
M-5
|
LTM6
|
Class
M-6
|
LTM7
|
Class
M-7
|
LTM8
|
Class
M-8
|
LTM9
|
Class
M-9
|
LTM10
|
Class
M-10
|
LTP
|
Class
P
|
βCovered
Mortgage Loansβ: Those Mortgage Loans covered by the Pool Policy.
Β
βCustodianβ:
Xxxxx Fargo Bank, N.A., as custodian of the Mortgage Files, and any successor
thereto.
Β
βCut-off
Dateβ: With respect to any Mortgage Loan, June 1, 2006. With respect to all
Qualified Substitute Mortgage Loans, their respective dates of substitution.
References herein to the βCut-off Date,β when used with respect to more than one
Mortgage Loan, shall be to the respective Cut-off Dates for such Mortgage
Loans.
Β
βCut-off
Date Principal Balanceβ: With respect to any Mortgage Loan, the unpaid principal
balance thereof as of the Cut-off Date, as applicable (or as of the applicable
date of substitution with respect to a Qualified Substitute Mortgage Loan),
after application of scheduled payments due thereon, whether or not
received.
Β
βDebt
Service Reductionβ: With respect to any Mortgage Loan, a reduction in the
scheduled Monthly Payment for such Mortgage Loan by a court of competent
jurisdiction in a proceeding under the Bankruptcy Code, except such a reduction
resulting from a Deficient Valuation.
Β
βDeficient
Valuationβ: With respect to any Mortgage Loan, a valuation of the related
Mortgaged Property by a court of competent jurisdiction in an amount less than
the then outstanding principal balance of the Mortgage Loan, which valuation
results from a proceeding initiated under the Bankruptcy Code.
Β
βDefinitive
Certificatesβ: As defined in Section 5.02(c) hereof.
Β
βDeleted
Mortgage Loanβ: A Mortgage Loan replaced or to be replaced by one or more
Qualified Substitute Mortgage Loans.
Β
βDelinquency
Master Servicer Termination Triggerβ: A Delinquency Master Servicer Termination
Trigger will have occurred with respect to the Certificates on a Distribution
Date if the Three Month Rolling Delinquency Percentage for the Mortgage Loans
exceeds 18.00%.
Β
βDelinquency
Percentageβ: For any Distribution Date, the percentage obtained by dividing (x)
the aggregate Stated Principal Balance of Mortgage Loans (not including any
Liquidated Mortgage Loan as of the end of the related Prepayment Period)
Delinquent 60 days or more by (y) the aggregate Stated Principal Balance of
the
Mortgage Loans (not including any Liquidated Mortgage Loan as of the end of
the
related Prepayment Period), in each case, as of the last day of the previous
calendar month.
Β
βDelinquentβ:
Any Mortgage Loan, the Monthly Payment due on a Due Date which is not made
by
the Close of Business on the next scheduled Due Date for such Mortgage Loan.
For
example, a Mortgage Loan is 60 or more days Delinquent if the Monthly Payment
due on a Due Date is not made by the Close of Business on the second scheduled
Due Date after such Due Date.
Β
βDepositorβ:
Option One Mortgage Acceptance Corporation, a Delaware corporation, or any
successor in interest.
Β
βDepositoryβ:
The initial Depository shall be The Depository Trust Company and upon request,
Clearstream Banking Luxembourg and the Euroclear System, whose nominee is Cede
& Co., or any other organization registered as a βclearing agencyβ pursuant
to Section 17A of the Securities Exchange Act of 1934, as amended. The
Depository shall initially be the registered Holder of the Book-Entry
Certificates. The Depository shall at all times be a βclearing corporationβ as
defined in Section 8-102(3) of the Uniform Commercial Code of the State of
New
York.
Β
βDepository
Participantβ: A broker, dealer, bank or other financial institution or other
person for whom from time to time a Depository effects book-entry transfers
and
pledges of securities deposited with the Depository.
Β
βDetermination
Dateβ: With respect to any Distribution Date, the 15th day of the calendar month
in which such Distribution Date occurs or, if such 15th day is not a Business
Day, the Business Day immediately preceding such 15th day.
Β
βDirectly
Operateβ: With respect to any REO Property, the furnishing or rendering of
services to the tenants thereof, the management or operation of such REO
Property, the holding of such REO Property primarily for sale to customers,
the
performance of any construction work thereon or any use of such REO Property
in
a trade or business conducted by the REMIC other than through an Independent
Contractor; provided, however, that the Trustee (or the Master Servicer on
behalf of the Trustee) shall not be considered to Directly Operate an REO
Property solely because the Trustee (or the Master Servicer on behalf of the
Trustee) establishes rental terms, chooses tenants, enters into or renews
leases, deals with taxes and insurance, or makes decisions as to repairs or
capital expenditures with respect to such REO Property.
Β
βDisqualified
Organizationβ: A βdisqualified organizationβ under Section 860E of the Code,
which as of the Closing Date is any of: (i) the United States, any state or
political subdivision thereof, any foreign government, any international
organization, or any agency or instrumentality of any of the foregoing, (ii)
any
organization (other than certain farmers cooperatives described in Section
521
of the Code) which is exempt from the tax imposed by Chapter 1 of the Code
unless such organization is subject to the tax imposed by Section 511 of the
Code, (iii) any organization described in Section 1381(a)(2)(C) of the Code,
(iv) an βelecting large partnershipβ within the meaning of Section 775 of the
Code or (v) any other Person so designated by the Trustee based upon an Opinion
of Counsel provided by nationally recognized counsel to the Trustee that the
holding of an ownership interest in a Residual Certificate by such Person may
cause any REMIC formed hereunder or any Person having an ownership interest
in
any Class of Certificates (other than such Person) to incur liability for any
federal tax imposed under the Code that would not otherwise be imposed but
for
the transfer of an ownership interest in the Residual Certificate to such
Person. A corporation will not be treated as an instrumentality of the United
States or of any state or political subdivision thereof, if all of its
activities are subject to tax and, a majority of its board of directors is
not
selected by a governmental unit. The terms βUnited States,β βstateβ and
βinternational organizationsβ shall have the meanings set forth in Section 7701
of the Code.
Β
βDistribution
Accountβ: The segregated trust account or accounts created and maintained by the
Trustee pursuant to Section 3.10(b) which shall be entitled βDistribution
Account, Xxxxx Fargo Bank, N.A., as Trustee, in trust for the registered
Certificateholders of Option One Mortgage Loan Trust 2006-2, Asset-Backed
Certificates, Series 2006-2β and which must be an Eligible Account.
Β
βDistribution
Dateβ: The 25th
day of
any calendar month, or if such 25th
day is
not a Business Day, the Business Day immediately following such 25th
day,
commencing in July 2006.
Β
βDue
Dateβ: With respect to each Mortgage Loan and any Distribution Date, the first
day of the calendar month in which such Distribution Date occurs on which the
Monthly Payment for such Mortgage Loan was due (or, in the case of any Mortgage
Loan under the terms of which the Monthly Payment for such Mortgage Loan was
due
on a day other than the first day of the calendar month in which such
Distribution Date occurs, the day during the related Due Period on which such
Monthly Payment was due), exclusive of any days of grace.
Β
βDue
Periodβ: With respect to any Distribution Date, the period commencing on the
second day of the month preceding the month in which such Distribution Date
occurs and ending on the first day of the month in which such Distribution
Date
occurs.
Β
βEligible
Accountβ: Any of (i) an account or accounts maintained with a federal or state
chartered depository institution or trust company the short-term unsecured
debt
obligations of which (or, in the case of a depository institution or trust
company that is the principal subsidiary of a holding company, the short-term
unsecured debt obligations of such holding company) are rated P-1 by Xxxxx'x,
F-1 by Fitch and A-1+ by S&P (or comparable ratings if Xxxxxβx, Fitch and
S&P are not the Rating Agencies) at the time any amounts are held on deposit
therein, (ii) an account or accounts the deposits in which are fully insured
by
the FDIC (to the limits established by such corporation), the uninsured deposits
in which account are otherwise secured such that, as evidenced by an Opinion
of
Counsel delivered to the NIMS Insurer, the Trustee and to each Rating Agency,
the Certificateholders will have a claim with respect to the funds in such
account or a perfected first priority security interest against such collateral
(which shall be limited to Permitted Investments) securing such funds that
is
superior to claims of any other depositors or creditors of the depository
institution with which such account is maintained, (iii) a trust account or
accounts maintained with the trust department of a federal or state chartered
depository institution, national banking association or trust company acting
in
its fiduciary capacity or (iv) an account otherwise acceptable to each Rating
Agency without reduction or withdrawal of their then current ratings of the
Certificates as evidenced by a letter from each Rating Agency to the Trustee
and
the NIMS Insurer. Eligible Accounts may bear interest.
Β
βERISAβ:
The Employee Retirement Income Security Act of 1974, as amended.
Β
βEscrow
Paymentsβ: The amounts constituting ground rents, taxes, assessments, water
rates, fire and hazard insurance premiums and other payments required to be
escrowed by the Mortgagor with the mortgagee pursuant to any Mortgage
Loan.
Β
βEstate
in Real Propertyβ: A fee simple estate in a parcel of real
property.
Β
βExcess
Overcollateralized Amountβ: With respect to the Class A Certificates and the
Mezzanine Certificates and any Distribution Date, the excess, if any, of (i)
the
Overcollateralized Amount for such Distribution Date, assuming that 100% of
the
Principal Remittance Amount is applied as a principal payment on such
Distribution Date over (ii) the Overcollateralization Target Amount for such
Distribution Date.
Β
βExchange
Actβ: The Securities Exchange Act of 1934, as amended.
Β
βExtra
Principal Distribution Amountβ: With respect to any Distribution Date, the
lesser of (x) the Monthly Interest Distributable Amount payable on the Class
C
Certificates on such Distribution Date as reduced by Realized Losses allocated
thereto with respect to such Distribution Date pursuant to Section 4.08 and
(y)
the Overcollateralization Deficiency Amount for such Distribution Date.
Β
βXxxxxx
Xxxβ: Federal National Mortgage Association or any successor
thereto.
Β
βFDICβ:
Federal Deposit Insurance Corporation or any successor thereto.
Β
βFinal
Recovery Determinationβ: With respect to any defaulted Mortgage Loan or any REO
Property (other than a Mortgage Loan or REO Property purchased by the Originator
or the Master Servicer pursuant to or as contemplated by Section 2.03 or 10.01),
a determination made by the Master Servicer that all Insurance Proceeds,
Liquidation Proceeds and other payments or recoveries which the Master Servicer,
in its reasonable good faith judgment, expects to be finally recoverable in
respect thereof have been so recovered. The Master Servicer shall maintain
records, prepared by a Servicing Officer, of each Final Recovery Determination
made thereby.
Β
βFitchβ:
Fitch Ratings, or its successor in interest.
Β
βFixed-Rate
Mortgage Loanβ: A first or second lien Mortgage Loan which provides for a fixed
Mortgage Rate payable with respect thereto. The Fixed-Rate Mortgage Loans are
identified as such on the Mortgage Loan Schedule.
Β
βFixed
Swap Paymentβ: With respect to any Distribution Date, the amount calculated
based on a fixed rate as set forth in the Interest Rate Swap
Agreement.
Β
βFloating
Swap Paymentβ: With respect to any Distribution Date, a floating amount equal to
the product of (i) Swap LIBOR, (ii) the related Notional Amount (as defined
in
the Interest Rate Swap Agreement) and (iii) a fraction, the numerator of which
is the actual number of days elapsed from and including the previous Floating
Rate Payer Period End Date (as defined in the Interest Rate Swap Agreement)
to
but excluding the current Floating Rate Payer Period End Date (or, for the
first
Distribution Date, the actual number of days elapsed from the Closing Date
to
but excluding the first Floating Rate Payer Period End Date), and the
denominator of which is 360.
Β
βForm
8-K
Disclosure Informationβ: As defined in Section 3.25(a)(ii).
Β
βFormula
Rateβ: For any Distribution Date and any Class of the Class A Certificates and
the Mezzanine Certificates, the lesser of (i) LIBOR plus the related Certificate
Margin and (ii) the applicable Maximum Cap Rate.
Β
βXxxxxxx
Macβ: The Federal Home Loan Mortgage Corporation, or any successor
thereto.
Β
βGross
Marginβ: With respect to each Adjustable-Rate Mortgage Loan, the fixed
percentage set forth in the related Mortgage Note that is added to the Index
on
each Adjustment Date in accordance with the terms of the related Mortgage Note
used to determine the Mortgage Rate for such Mortgage Loan.
Β
βGroup
I
Allocation Percentageβ: With respect to any Distribution Date, the percentage
equivalent of a fraction, the numerator of which is (i) the Group I Principal
Remittance Amount for such Distribution Date, and the denominator of which
is
(ii) the Principal Remittance Amount for such Distribution Date.
Β
βGroup
I
Basic Principal Distribution Amountβ: With respect to any Distribution Date, the
excess of (i) the Group I Principal Remittance Amount for such Distribution
Date
over (ii) the Overcollateralization Release Amount, if any, for such
Distribution Date multiplied by the Group I Allocation Percentage.
Β
βGroup
I
Certificatesβ: The Class I-A-1 Certificates.
Β
βGroup
I
Interest Remittance Amountβ: With respect to any Distribution Date, that portion
of the Available Funds for such Distribution Date attributable to interest
received or advanced with respect to the Group I Mortgage Loans minus
a
pro
rata
portion
(based on the Certificate Principal Balance of the Group I Certificates divided
by the aggregate Certificate Principal Balance of the Class A Certificates)
of
the sum of any Net Swap Payment owed to the Swap Provider on that Distribution
Date and any Swap Termination Payment or unpaid portion thereof owed to the
Swap
Provider on that Distribution Date (other than a Swap Termination Payment
resulting from a Swap Provider Trigger Event).
Β
βGroup
I
Mortgage Loanβ: A Mortgage Loan assigned to Loan Group I. The aggregate
principal balance of the Group I Mortgage Loans as of the Cut-off Date is equal
to $126,517,437.00.
Β
βGroup
I
Overcollateralization Floorβ: With respect to the Group I Certificates,
$635,236.14.
Β
βGroup
I
Principal Distribution Amountβ: With respect to any Distribution Date, the sum
of (i) the Group I Basic Principal Distribution Amount for such Distribution
Date and (ii) the Extra Principal Distribution Amount for such Distribution
Date
multiplied by the Group I Allocation Percentage.
Β
βGroup
I
Principal Remittance Amountβ: With respect to any Distribution Date, the sum of
(i) each scheduled payment of principal collected or advanced on the Group
I
Mortgage Loans by the Master Servicer that were due during the related Due
Period, (ii) the principal portion of all partial and full principal prepayments
of the Group I Mortgage Loans received by the Master Servicer during the related
Prepayment Period, (iii) the principal portion of all related Net Liquidation
Proceeds, Subsequent Recoveries and Insurance Proceeds received during such
Prepayment Period with respect to the Group I Mortgage Loans, (iv) that portion
of the Purchase Price, representing principal of any repurchased Group I
Mortgage Loan, deposited to the Collection Account during such Prepayment
Period, (v) the principal portion of any related Substitution Adjustments
deposited in the Collection Account during such Prepayment Period with respect
to the Group I Mortgage Loans and (vi) on the Distribution Date on which the
Trust Fund is to be terminated pursuant to Section 10.01, that portion of the
Termination Price, in respect of principal on the Group I Mortgage
Loans.
Β
βGroup
I
Senior Principal Distribution Amountβ: An amount, not less than zero, equal to
the excess of (x) the aggregate Certificate Principal Balance of the Group
I
Certificates immediately prior to such Distribution Date over (y) the lesser
of
(A) the product of (i) 59.20%
and
(ii)
the aggregate Stated Principal Balance of the Group I Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Group I Mortgage Loans as of the last day of the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period) minus the Group I Overcollateralization Floor.
Β
βGroup
II
Allocation Percentageβ: With respect to any Distribution Date, the percentage
equivalent of a fraction, the numerator of which is (i) the Group II Principal
Remittance Amount for such Distribution Date, and the denominator of which
is
(ii) the Principal Remittance Amount for such Distribution Date.
Β
βGroup
II
Basic Principal Distribution Amountβ: With respect to any Distribution Date, the
excess of (i) the Group II Principal Remittance Amount for such Distribution
Date over (ii) the Overcollateralization Release Amount, if any, for such
Distribution Date multiplied by the Group II Allocation Percentage.
Β
βGroup
II
Certificatesβ: The Class II-A-1 Certificates, Class II-A-2 Certificates, the
Class II-A-3 Certificates and the Class II-A-4 Certificates.
Β
βGroup
II
Interest Remittance Amountβ: With respect to any Distribution Date, that portion
of the Available Funds for such Distribution Date attributable to interest
received or advanced with respect to the Group II Mortgage Loans minus a pro
rata portion (based on the aggregate Certificate Principal Balance of the Group
II Certificates divided by the aggregate Certificate Principal Balance of the
Class A Certificates) of the sum of any Net Swap Payment owed to the Swap
Provider on that Distribution Date and any Swap Termination Payment or unpaid
portion thereof owed to the Swap Provider on that Distribution Date (other
than
a Swap Termination Payment resulting from a Swap Provider Trigger
Event).
Β
βGroup
II
Mortgage Loanβ: A Mortgage Loan assigned to Loan Group II. The aggregate
principal balance of the Group II Mortgage Loans as of the Cut-off Date is
equal
to $1,373,481,538.82.
Β
βGroup
II
Overcollateralization Floorβ: With respect to the Group II Certificates,
$6,864,763.86.
Β
βGroup
II
Principal Distribution Amountβ: With respect to any Distribution Date, the sum
of (i) the Group II Basic Principal Distribution Amount for such Distribution
Date and (ii) the Extra Principal Distribution Amount for such Distribution
Date
multiplied by the Group II Allocation Percentage.
Β
βGroup
II
Principal Remittance Amountβ: With respect to any Distribution Date, the sum of
(i) each scheduled payment of principal collected or advanced on the Group
II
Mortgage Loans by the Master Servicer that were due during the related Due
Period, (ii) the principal portion of all partial and full principal prepayments
of the Group II Mortgage Loans received by the Master Servicer during the
related Prepayment Period, (iii) the principal portion of all related Net
Liquidation Proceeds, Subsequent Recoveries and Insurance Proceeds received
during such Prepayment Period with respect to the Group II Mortgage Loans,
(iv)
that portion of the Purchase Price, representing principal of any repurchased
Group II Mortgage Loan, deposited to the Collection Account during such
Prepayment Period, (v) the principal portion of any related Substitution
Adjustments deposited in the Collection Account during such Prepayment Period
with respect to the Group II Mortgage Loans and (vi) on the Distribution Date
on
which the Trust Fund is to be terminated pursuant to Section 10.01, that portion
of the Termination Price, in respect of principal on the Group II Mortgage
Loans.
Β
βGroup
II
Senior Principal Distribution Amountβ: An amount, not less than zero, equal to
the excess of (x) the Certificate Principal Balance of the Group II Certificates
immediately prior to such Distribution Date over (y) the lesser of (A) the
product of (i) 59.20%
and
(ii)
the aggregate Stated Principal Balance of the Group II Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period) and (B) the positive difference, if any, of the aggregate Stated
Principal Balance of the Group II Mortgage Loans as of the last day of the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period) minus the Group II Overcollateralization Floor.
Β
βHighest
Priorityβ: As of any date of determination, the Class of Mezzanine Certificates
then outstanding with a Certificate Principal Balance greater than zero, with
the highest priority for payments pursuant to Section 4.01, in the following
order: Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class
M-7, Class M-8, Class M-9 and Class M-10 Certificates.
Β
βHolderβ:
See βCertificateholder.β
Β
βIndependentβ:
When used with respect to any specified Person, any such Person who (a) is
in
fact independent of the Depositor, the Master Servicer and their respective
Affiliates, (b) does not have any direct financial interest in or any material
indirect financial interest in the Depositor or the Master Servicer or any
Affiliate thereof, and (c) is not connected with the Depositor or the Master
Servicer or any Affiliate thereof as an officer, employee, promoter,
underwriter, trustee, partner, director or Person performing similar functions;
provided,
however,
that a
Person shall not fail to be Independent of the Depositor or the Master Servicer
or any Affiliate thereof merely because such Person is the beneficial owner
of
1% or less of any class of securities issued by the Depositor or the Master
Servicer or any Affiliate thereof, as the case may be.
Β
βIndependent
Contractorβ: Either (i) any Person (other than the Master Servicer) that would
be an βindependent contractorβ with respect to any of the REMICs created
hereunder within the meaning of Section 856(d)(3) of the Code if such REMIC
were
a real estate investment trust (except that the ownership tests set forth in
that section shall be considered to be met by any Person that owns, directly
or
indirectly, 35% or more of any Class of Certificates), so long as each such
REMIC does not receive or derive any income from such Person and provided that
the relationship between such Person and such REMIC is at arm's length, all
within the meaning of Treasury Regulation Section 1.856-4(b)(5), or (ii) any
other Person (including the Master Servicer) if the Trustee has received an
Opinion of Counsel to the effect that the taking of any action in respect of
any
REO Property by such Person, subject to any conditions therein specified, that
is otherwise herein contemplated to be taken by an Independent Contractor will
not cause such REO Property to cease to qualify as βforeclosure propertyβ within
the meaning of Section 860G(a)(8) of the Code (determined without regard to
the
exception applicable for purposes of Section 860D(a) of the Code), or cause
any
income realized in respect of such REO Property to fail to qualify as Rents
from
Real Property.
Β
βIndentureβ:
An indenture relating to the issuance of notes secured by the Class C
Certificates, the Class P Certificates and/or Residual Certificates (or any
portion thereof) which may or may not be guaranteed by the NIMS
Insurer.
Β
βIndexβ:
With respect to each Adjustable-Rate Mortgage Loan and with respect to each
related Adjustment Date, the index as specified in the related Mortgage
Note.
Β
βInitial
Certificate Principal Balanceβ: With respect to any Regular Certificate, the
amount designated βInitial Certificate Principal Balanceβ on the face
thereof.
Β
βInsurance
Proceedsβ: Proceeds of any title policy, hazard policy or other insurance policy
covering a Mortgage Loan (including the Pool Policy),
to the
extent such proceeds are received by the Master Servicer and are not to be
applied to the restoration of the related Mortgaged Property or released to
the
Mortgagor in accordance with the procedures that the Master Servicer would
follow in servicing mortgage loans held for its own account, subject to the
terms and conditions of the related Mortgage Note and Mortgage.
Β
βInterest
Determination Dateβ: With respect to the Class A Certificates and the Mezzanine
Certificates and each related Accrual Period, the second LIBOR Business Day
preceding the commencement of such Accrual Period.
Β
βInterest
Rate Swap Agreementβ: The 1992 ISDA Master Agreement (Multicurrency-Cross
Border) dated as of June 29, 2006 (together with the schedule thereto, the
Master Agreement) between the Swap Provider and the Trustee (in its capacity
as
Supplemental Interest Trust Trustee) and a confirmation of the same date, which
supplements and forms part of the Master Agreement.
Β
βLate
Collectionsβ: With respect to any Mortgage Loan, all amounts received subsequent
to the Determination Date immediately following any related Due Period, whether
as late payments of Monthly Payments or as Insurance Proceeds, Liquidation
Proceeds, Subsequent Recoveries or otherwise, which represent late payments
or
collections of principal and/or interest due (without regard to any acceleration
of payments under the related Mortgage and Mortgage Note) but delinquent on
a
contractual basis for such Due Period and not previously recovered.
Β
βLIBORβ:
With respect to each Accrual Period for the Class A Certificates and the
Mezzanine Certificates, the rate determined by the Trustee on the related
Interest Determination Date on the basis of the London interbank offered rate
for one-month United States dollar deposits, as such rate appears on the
Telerate Page 3750, as of 11:00 a.m. (London time) on such Interest
Determination Date. If such rate does not appear on Telerate Page 3750, the
rate
for such Interest Determination Date will be determined on the basis of the
offered rates of the Reference Banks for one-month United States dollar
deposits, as of 11:00 a.m. (London time) on such Interest Determination Date.
The Trustee will request the principal London office of each of the Reference
Banks to provide a quotation of its rate. On such Interest Determination Date,
LIBOR for the related Accrual Period for the Class A Certificates and the
Mezzanine Certificates will be established by the Trustee as
follows:
Β
(i)Β If
on
such Interest Determination Date two or more Reference Banks provide such
offered quotations, LIBOR for the related Accrual Period shall be the arithmetic
mean of such offered quotations (rounded upwards if necessary to the nearest
whole multiple of 1/16 of 1%); and
Β
(ii)Β If
on
such Interest Determination Date fewer than two Reference Banks provide such
offered quotations, LIBOR for the related Accrual Period shall be the higher
of
(i) LIBOR as determined on the previous Interest Determination Date and (ii)
the
Reserve Interest Rate.
Β
Notwithstanding
the foregoing, LIBOR for the Class A and Mezzanine Certificates for the first
Accrual Period will be 5.3500%.
Β
βLIBOR
Business Dayβ: Any day on which banks in London, England and The City of New
York are open and conducting transactions in foreign currency and
exchange.
Β
βLiquidated
Mortgage Loanβ: As to any Distribution Date, any Mortgage Loan in respect of
which the Master Servicer has determined, in accordance with the servicing
procedures specified herein, as of the end of the related Prepayment Period,
that all Liquidation Proceeds which it expects to recover with respect to the
liquidation of the Mortgage Loan or disposition of the related REO Property
have
been recovered.
Β
βLiquidation
Eventβ: With respect to any Mortgage Loan, any of the following events: (i) such
Mortgage Loan is paid in full, (ii) a Final Recovery Determination is made
as to
such Mortgage Loan or (iii) such Mortgage Loan is removed from the Trust Fund
by
reason of its being purchased, sold or replaced pursuant to or as contemplated
by Section 2.03 or Section 10.01. With respect to any REO Property, either
of
the following events: (i) a Final Recovery Determination is made as to such
REO
Property or (ii) such REO Property is removed from the Trust Fund by reason
of
its being sold or purchased pursuant to Section 3.23 or Section
10.01.
Β
βLiquidation
Proceedsβ: The amount (other than amounts received in respect of the rental of
any REO Property prior to REO Disposition) received by the Master Servicer
in
connection with (i) the taking of all or a part of a Mortgaged Property by
exercise of the power of eminent domain or condemnation, (ii) the liquidation
of
a defaulted Mortgage Loan by means of a trustee's sale, foreclosure sale or
otherwise or (iii) the repurchase, substitution or sale of a Mortgage Loan
or an
REO Property pursuant to or as contemplated by Section 2.03, Section 3.23 or
Section 10.01.
Β
βLoan-to-Value
Ratioβ: As of any date and as to any Mortgage Loan, the fraction, expressed as a
percentage, the numerator of which is the Principal Balance of the Mortgage
Loan
(and, with respect to any second lien Mortgage Loan, the Principal Balance
of
the related first lien Mortgage Loan plus the Principal Balance of such second
lien Mortgage Loan), and the denominator of which is the Value of the related
Mortgaged Property.
Β
βLoan
Groupβ: Either Loan Group I or Loan Group II, as the context
requires.
Β
βLoan
Group Iβ: The group of Mortgage Loans identified in the Mortgage Loan Schedule
as having been assigned to Loan Group I.
Β
βLoan
Group IIβ: The group of Mortgage Loans identified in the Mortgage Loan Schedule
as having been assigned to Loan Group II.
Β
βLossesβ:
As defined in Section 9.03.
Β
βLoss
Mitigation Proceduresβ: The policies and procedures set forth in Exhibit G
hereto relating to the realization on delinquent Mortgage Loans.
Β
βLost
Note Affidavitβ: With respect to any Mortgage Loan as to which the original
Mortgage Note has been permanently lost, misplaced or destroyed and has not
been
replaced, an affidavit from the Originator certifying that the original Mortgage
Note has been lost, misplaced or destroyed (together with a copy of the related
Mortgage Note) and indemnifying the Trust against any loss, cost or liability
resulting from the failure to deliver the original Mortgage Note in the form
of
Exhibit H hereto.
Β
βMajority
Certificateholdersβ: The Holders of Certificates evidencing at least 51% of the
Voting Rights.
Β
βMarker
Rateβ: With respect to the Class C Interest and any Distribution Date, a per
annum rate equal to two (2) times the weighted average of the Uncertificated
REMIC 1 Pass-Through Rates for REMIC
2
Regular Interest LTIA1, REMIC 2 Regular Interest LTIIA1, REMIC 2 Regular
Interest LTIIA2, REMIC 2 Regular Interest LTIIA3, REMIC 2 Regular Interest
LTIIA4, REMIC 2 Regular Interest LTM1, REMIC 2 Regular Interest LTM2, REMIC
2
Regular Interest LTM3, REMIC 2 Regular Interest LTM4, REMIC 2 Regular Interest
LTM5, REMIC 2 Regular Interest LTM6, REMIC 2 Regular Interest LTM7, REMIC 2
Regular Interest LTM8, REMIC 2 Regular Interest LTM9, REMIC 2 Regular Interest
LTM10, and REMIC 2 Regular Interest LTZZ,
with
the rates on such REMIC 2 Regular Interests (other than REMIC 2 Regular Interest
LTZZ) subject to a cap equal to lesser of (i) LIBOR plus the related Certificate
Margin and (ii) the Net WAC Rate for the purpose of this calculation; and with
the rate on REMIC 2 Regular Interest LTZZ subject to a cap of zero for the
purpose of this calculation; provided, however, that for this purpose,
calculations of the Uncertificated REMIC 2 Pass-Through Rate and the related
caps with respect to each such REMIC 2 Regular Interest shall be multiplied
by a
fraction, the numerator of which is the actual number of days in the Accrual
Period and the denominator of which is 30.
Β
βMaster
Servicerβ: Option One Mortgage Corporation, a California corporation, or any
successor servicer appointed as herein provided, in its capacity as Master
Servicer hereunder.
Β
βMaster
Servicer Affiliateβ: A Person (i) controlling, controlled by or under common
control with the Master Servicer or which is 50% or more owned by the Master
Servicer and (ii) which is qualified to service residential mortgage
loans.
Β
βMaster
Servicer Event of Terminationβ: One or more of the events described in Section
7.01.
Β
βMaster
Servicer Optional Purchase Delinquency Triggerβ: A Master Servicer Optional
Purchase Delinquency Trigger has occurred with respect to a Distribution Date
if
the Delinquency Percentage exceeds 35.00% of the Senior Credit Enhancement
Percentage.
Β
βMaster
Servicer Prepayment Charge Payment Amountβ: The amounts payable by the Master
Servicer in respect of any Prepayment Charges pursuant to Section 2.05 or
Section 3.01.
Β
βMaster
Servicer Remittance Dateβ: With respect to any Distribution Date, the Business
Day prior to such Distribution Date.
Β
βMaximum
Cap Rateβ: For
any
Distribution Date, a per annum rate equal to the sum of (i) the product of
(x)
the weighted average of the Adjusted Net Maximum Mortgage Rates of the Mortgage
Loans and (y) a fraction, the numerator of which is 30 and the denominator
of
which is the actual number of days elapsed in the related Accrual Period and
(ii) an amount, expressed as a percentage, equal to a fraction, the numerator
of
which is equal to the Net Swap Payment made by the Swap Provider and the
denominator of which is equal to the aggregate Stated Principal Balance of
the
Mortgage Loans, multiplied by 12 minus (a) an amount, expressed as a percentage,
equal to the product of (i) the Net Swap Payment, if any, paid by the Trust
for
such Distribution Date divided by the aggregate Stated Principal Balance of
the
Mortgage Loans and (ii) 12 and (b) an amount, expressed as a percentage, equal
to the product of (x) the Swap Termination Payment, if any, due from the Trust
(other than any Swap Termination Payment resulting from a Swap Provider Trigger
Event) for such Distribution Date divided by the aggregate Stated Principal
Balance of the Mortgage Loans and (y) 12.
Β
βMaximum
LTZZ Uncertificated Accrued Interest Deferral Amountβ: With respect to any
Distribution Date, the excess of (i) accrued interest at the Uncertificated
REMIC 1 Pass-Through Rate applicable to REMIC 1 Regular Interest LTZZ for such
Distribution Date on a balance equal to the Uncertificated Principal Balance
of
REMIC 1 Regular Interest LTZZ minus the REMIC 2 Overcollateralization Amount,
in
each case for such Distribution Date, over (ii) Uncertificated Interest on
REMIC
2 Regular Interest LTIA1, REMIC 2 Regular Interest LTIIA1, REMIC 2 Regular
Interest LTIIA2, REMIC 2 Regular Interest LTIIA3, REMIC 2 Regular Interest
LTIIA4, REMIC 2 Regular Interest LTM1, REMIC 2 Regular Interest LTM2, REMIC
2
Regular Interest LTM3, REMIC 2 Regular Interest LTM4, REMIC 2 Regular Interest
LTM5, REMIC 2 Regular Interest LTM6, REMIC 2 Regular Interest LTM7, REMIC 2
Regular Interest LTM8, REMIC 2 Regular Interest LTM9 and REMIC 2 Regular
Interest LTM10 for such Distribution Date, with the rate on each such REMIC
1
Regular Interest subject to a cap equal to the lesser of (i) LIBOR plus the
related Certificate Margin and (ii) the related Net WAC Rate provided, however,
that solely for this purpose, calculations of the Uncertificated REMIC 1
Pass-Through Rate and the related caps with respect to each such REMIC 1 Regular
Interest shall be multiplied by a fraction, the numerator of which is the actual
number of days in the Accrual Period and the denominator of which is
30.
Β
βMaximum
Mortgage Rateβ: With respect to each Adjustable-Rate Mortgage Loan, the
percentage set forth in the related Mortgage Note as the maximum Mortgage Rate
thereunder.
Β
βMezzanine
Certificateβ: Any Class M-1 Certificates, Class M-2 Certificates, Class M-3
Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6
Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9
Certificates or Class M-10 Certificates.
Β
βMinimum
Mortgage Rateβ: With respect to each Adjustable-Rate Mortgage Loan, the
percentage set forth in the related Mortgage Note as the minimum Mortgage Rate
thereunder.
Β
βMonthly
Interest Distributable Amountβ: With respect to the Class A Certificates, the
Mezzanine Certificates, the Class C Certificates and any Distribution Date
the
amount of interest accrued during the related Accrual Period at the related
Pass-Through Rate on the Certificate Principal Balance (or Notional Amount
in
the case of the Class C Certificates) of such Class immediately prior to such
Distribution Date, reduced by any Net Prepayment Interest Shortfalls and Relief
Act Interest Shortfalls as allocated to such Certificate as provided in Section
1.03 and based on its respective entitlements to interest irrespective of any
Net Prepayment Interest Shortfalls and Relief Act Interest Shortfalls for such
Distribution Date).
Β
βMonthly
Paymentβ: With respect to any Mortgage Loan, the scheduled monthly payment of
principal and interest on such Mortgage Loan which is payable by the related
Mortgagor from time to time under the related Mortgage Note, determined: (a)
after giving effect to (i) any Deficient Valuation and/or Debt Service Reduction
with respect to such Mortgage Loan and (ii) any reduction in the amount of
interest collectible from the related Mortgagor pursuant to the Relief Act;
(b)
without giving effect to any extension granted or agreed to by the Master
Servicer pursuant to Section 3.01; and (c) on the assumption that all other
amounts, if any, due under such Mortgage Loan are paid when due.
Β
βMonthly
Statementβ: As defined in Section 4.03(a) hereof.
Β
βMoody'sβ:
Xxxxx'x Investors Service, Inc. or its successor in interest.
Β
βMortgageβ:
The mortgage, deed of trust or other instrument creating a first lien or second
lien on, or first or second priority security interest in, a Mortgaged Property
securing a Mortgage Note.
Β
βMortgage
Fileβ: The mortgage documents listed in Section 2.01 pertaining to a particular
Mortgage Loan and any additional documents required to be added to the Mortgage
File pursuant to this Agreement.
Β
βMortgage
Loanβ: Each mortgage loan transferred and assigned to the Trustee pursuant to
Section 2.01, Section 2.03(d) or Section 2.08 as from time to time held as
a
part of the Trust Fund, the Mortgage Loans so held being identified in the
Mortgage Loan Schedule.
Β
βMortgage
Loan Purchase Agreementβ: The agreement among the Originator, the Sellers and
the Depositor, regarding the transfer of the Mortgage Loans by the Sellers
to or
at the direction of the Depositor, substantially in the form attached hereto
as
Exhibit C.
Β
βMortgage
Loan Scheduleβ: As of any date, the list of Mortgage Loans included in REMIC 1
on such date, separately identifying the Group I Mortgage Loans and the Group
II
Mortgage Loans, attached hereto as Exhibit D. The Mortgage Loan Schedule shall
be prepared by the Originator and shall set forth the following information
with
respect to each Mortgage Loan, as applicable:
Β
(1)Β the
Mortgage Loan identifying number;
Β
(2)Β [reserved];
Β
(3)Β the
state
and zip code of the Mortgaged Property;
Β
Β |
(4)
|
a
code indicating whether the Mortgaged Property was represented by
the
borrower, at the time of origination, as being
owner-occupied;
|
Β
(5)Β the
type
of Residential Dwelling constituting the Mortgaged Property;
Β
(6)Β the
original months to maturity;
Β
Β |
(7)
|
the
stated remaining months to maturity from the Cut-off Date based on
the
original amortization schedule;
|
Β
(8)Β the
Loan-to-Value Ratio at origination;
Β
Β |
(9)
|
the
Mortgage Rate in effect immediately following the Cut-off
Date;
|
Β
Β |
(10)
|
the
date on which the first Monthly Payment was due on the Mortgage
Loan;
|
Β
(11)Β the
stated maturity date;
Β
(12)Β the
amount of the Monthly Payment at origination;
Β
Β |
(13)
|
the
amount of the Monthly Payment due on the first Due Date after the
Cut-off
Date;
|
Β
Β |
(14)
|
the
last Due Date on which a Monthly Payment was actually applied to
the
unpaid Stated Principal Balance;
|
Β
(15)Β the
original principal amount of the Mortgage Loan;
Β
Β |
(16)
|
the
Stated Principal Balance of the Mortgage Loan as of the Close of
Business
on the Cut-off Date;
|
Β
Β |
(17)
|
a
code indicating the purpose of the Mortgage Loan (i.e.,
purchase financing, rate/term refinancing, cash-out
refinancing);
|
Β
(18)Β the
Mortgage Rate at origination;
Β
Β |
(19)
|
a
code indicating the documentation program (i.e.,
full documentation, limited documentation, stated income
documentation);
|
Β
(20)Β the
risk
grade;
Β
(21)Β the
Value
of the Mortgaged Property;
Β
(22)Β the
sale
price of the Mortgaged Property, if applicable;
Β
Β |
(23)
|
the
actual unpaid principal balance of the Mortgage Loan as of the Cut-off
Date;
|
Β
(24)Β the
type
and term of the related Prepayment Charge;
Β
(25)Β the
rounding code;
Β
(26)Β the
program code;
Β
(27)Β a
code
indicating the lien priority for Mortgage Loans;
Β
Β |
(28)
|
with
respect to each Adjustable-Rate Mortgage Loan, the Minimum Mortgage
Rate;
|
Β
Β |
(29)
|
with
respect to each Adjustable-Rate Mortgage Loan, the Maximum Mortgage
Rate;
|
Β
(30)Β with
respect to each Adjustable-Rate Mortgage Loan, the Gross Margin;
Β
Β |
(31)
|
with
respect to each Adjustable-Rate Mortgage Loan, the next Adjustment
Date;
|
Β
Β |
(32)
|
with
respect to each Adjustable-Rate Mortgage Loan, the Periodic Rate
Cap;
|
Β
(33)Β the
credit score (βFICOβ) of such Mortgage Loan;
Β
(34)Β the
total
amount of points and fees charged such Mortgage Loan;
Β
Β |
(35)
|
[Reserved];
and
|
Β
Β |
(36)
|
a
code indicating whether such Mortgage Loan is covered under the Pool
Policy.
|
Β
The
Mortgage Loan Schedule shall set forth the following information, with respect
to the Mortgage Loans in the aggregate and for each Loan Group as of the Cut-off
Date: (1) the number of Mortgage Loans (separately identifying the number of
Fixed-Rate Mortgage Loans and the number of Adjustable-Rate Mortgage Loans);
(2)
the current Stated Principal Balance of the Mortgage Loans; (3) the weighted
average Mortgage Rate of the Mortgage Loans and (4) the weighted average
maturity of the Mortgage Loans. The Mortgage Loan Schedule shall be amended
from
time to time by the Originator in accordance with the provisions of this
Agreement. With respect to any Qualified Substitute Mortgage Loan, the Cut-off
Date shall refer to the related Cut-off Date for such Mortgage Loan, determined
in accordance with the definition of Cut-off Date herein.
Β
βMortgage
Noteβ: The original executed note or other evidence of indebtedness evidencing
the indebtedness of a Mortgagor under a Mortgage Loan.
Β
βMortgage
Poolβ: The pool of Mortgage Loans, identified on Exhibit D from time to time,
and any REO Properties acquired in respect thereof.
Β
βMortgage
Rateβ: With respect to each Fixed-Rate Mortgage Loan, the rate set forth in the
related Mortgage Note. With respect to each Adjustable-Rate Mortgage Loan,
the
annual rate at which interest accrues on such Mortgage Loan from time to time
in
accordance with the provisions of the related Mortgage Note, which rate (A)
as
of any date of determination until the first Adjustment Date following the
Cut-off Date shall be the rate set forth in the Mortgage Loan Schedule as the
Mortgage Rate in effect immediately following the Cut-off Date and (B) as of
any
date of determination thereafter shall be the rate as adjusted on the most
recent Adjustment Date, to equal the sum, rounded to the next highest or nearest
0.125% (as provided in the Mortgage Note), of the Index, determined as set
forth
in the related Mortgage Note, plus the related Gross Margin subject to the
limitations set forth in the related Mortgage Note. With respect to each
Mortgage Loan that becomes an REO Property, as of any date of determination,
the
annual rate determined in accordance with the immediately preceding sentence
as
of the date such Mortgage Loan became an REO Property.
Β
βMortgaged
Propertyβ: The underlying property securing a Mortgage Loan, including any REO
Property, consisting of an Estate in Real Property improved by a Residential
Dwelling.
Β
βMortgagorβ:
The obligor on a Mortgage Note.
Β
βNet
Liquidation Proceedsβ: With respect to any Liquidated Mortgage Loan or any other
disposition of related Mortgaged Property (including REO Property) the related
Liquidation Proceeds and Insurance Proceeds net of Advances, Servicing Advances,
Servicing Fees and any other accrued and unpaid servicing fees received and
retained in connection with the liquidation of such Mortgage Loan or Mortgaged
Property.
Β
βNet
Monthly Excess Cashflowβ: With respect to each Distribution Date, the sum of (a)
any Overcollateralization Release Amount for such Distribution Date and (b)
the
excess of (x) Available Funds for such Distribution Date over (y) the sum for
such Distribution Date of (A) the Monthly Interest Distributable Amounts for
the
Class A Certificates and the Mezzanine Certificates, (B) the Unpaid Interest
Shortfall Amounts for the Class A Certificates and (C) the Principal Remittance
Amount.
Β
βNet
Mortgage Rateβ: With respect to any Mortgage Loan (or the related REO Property),
as of any date of determination, a per annum rate of interest equal to the
then
applicable Mortgage Rate for such Mortgage Loan minus the Servicing Fee
Rate.
Β
βNet
Swap
Paymentβ: In the case of payments made by the Trust, the excess, if any, of (x)
the Fixed Swap Payment over (y) the Floating Swap Payment, and in the case
of
payments made by the Swap Provider, the excess, if any, of (x) the Floating
Swap
Payment over (y) the Fixed Swap Payment. In each case, the Net Swap Payment
shall not be less than zero.
Β
βNet
Prepayment Interest Shortfallβ: With respect to any Distribution Date, the
excess, if any, of any Prepayment Interest Shortfalls for such date over the
related Compensating Interest.
Β
βNet
WAC
Rateβ: With respect to each Distribution Date and the Certificates, a per annum
rate equal to the product of (x) the weighted average of the Adjusted Net
Mortgage Rates of the Mortgage Loans minus an amount, expressed as a percentage,
equal to the sum of (x) the product of (i) Net Swap Payment owed to the Swap
Provider, if any, for such Distribution Date divided by the aggregate Stated
Principal Balance of the Mortgage Loans and (ii) 12 and (y) the product of
(i)
the Swap Termination Payment (other than any Swap Termination Payment resulting
from a Swap Provider Trigger Event) if any, owed to the Swap Provider for such
Distribution Date, divided by the aggregate Stated Principal Balance of the
Mortgage Loans and (ii) 12 and (y) a fraction, the numerator of which is 30
and
the denominator of which is the actual number of days elapsed in the related
Accrual Period. For
federal income tax purposes, for any Distribution Date with respect to the
REMIC
3 Regular Interests the ownership of which is represented by the Regular
Certificates (other than the Class C Certificates or Class P Certificates),
the
economic equivalent of such rate shall be expressed as the weighted average
(adjusted for the actual number of days elapsed in the related Interest Accrual
Period) of the Uncertificated REMIC 2 Pass-Through Rate on the REMIC 2 Regular
Interests (other than REMIC 2 Regular Interest LTIO), weighted on the basis
of
the Uncertificated Principal Balance of each such REMIC 2 Regular
Interest.
Β
βNet
WAC
Rate Carryover Amountβ: With respect to any Class of Class A Certificates and
Mezzanine Certificates and any Distribution Date, the sum of (A) the positive
excess of (i) the amount of interest accrued on such Class of Certificates
for
such Distribution Date calculated at the related Formula Rate over (ii) the
amount of interest accrued on such Class of Certificates at the related Net
WAC
Rate for such Distribution Date and (B) the related Net WAC Rate Carryover
Amount for the previous Distribution Date not previously paid, together with
interest thereon at a rate equal to the related Formula Rate, in each case
for
such Distribution Date and for such related Accrual Period.
Β
βNet
WAC
Rate Carryover Reserve Accountβ: The reserve account established and maintained
pursuant to Section 3.28.
Β
βNew
Leaseβ: Any lease of REO Property entered into on behalf of the Trust, including
any lease renewed or extended on behalf of the Trust if the Trust has the right
to renegotiate the terms of such lease.
Β
βNIMS
Insurerβ: Any insurer that is guaranteeing certain payments under notes secured
by collateral which includes all or a portion of the Class C Certificates,
the
Class P Certificates and/or the Residual Certificates.
Β
βNonrecoverable
Advanceβ: Any Advance or Servicing Advance previously made or proposed to be
made in respect of a Mortgage Loan or REO Property that, in the good faith
business judgment of the Master Servicer, will not be ultimately recoverable
from Late Collections, Insurance Proceeds, Liquidation Proceeds or condemnation
proceeds on such Mortgage Loan or REO Property as provided herein.
Β
βNotional
Amountβ: Immediately prior to any Distribution Date, with respect to the Class C
Interest, the aggregate of the Uncertificated Principal Balances of the REMIC
2
Regular Interests (other than REMIC 2 Regular Interest LTIO and REMIC 2 Regular
Interest LTP).
Β
βOffered
Certificatesβ: The Class A Certificates, the Class M-1 Certificates, the Class
M-2 Certificates, the Class M-3 Certificates, the Class M-4 Certificates, the
Class M-5 Certificates, the Class M-6 Certificates, the Class M-7 Certificates,
the Class M-8 Certificates, and the Class M-9 Certificates offered to the public
pursuant to the Prospectus Supplement.
Β
βOfficers'
Certificateβ: A certificate signed by the Chairman of the Board, the Vice
Chairman of the Board, the President or a vice president (however denominated),
and by the Treasurer, the Secretary, or one of the assistant treasurers or
assistant secretaries or Servicing Officers of the Master Servicer, the
Originator or the Depositor, as applicable.
Β
βOpinion
of Counselβ: A written opinion of counsel, who may, without limitation, be a
salaried counsel for the Depositor or the Master Servicer, acceptable to the
Trustee, except that any opinion of counsel relating to (a) the qualification
of
any REMIC as a REMIC or (b) compliance with the REMIC Provisions must be an
opinion of Independent counsel.
Β
βOptional
Termination Dateβ: The first Distribution Date on which the Master Servicer or
the NIMS Insurer may opt to terminate the Trust Fund pursuant to Section
10.01.
Β
βOriginal
Class Certificate Principal Balanceβ: With respect to the Class A Certificates,
the Mezzanine Certificates, the Class C Interest, the Class C Certificates,
the
Class P Interest and the Class P Certificates, the corresponding amounts set
forth opposite such Class above in the Preliminary Statement.
Β
βOriginatorβ:
Option One Mortgage Corporation, a California corporation, or its successor
in
interest, in its capacity as originator under the Mortgage Loan Purchase
Agreement.
Β
βOvercollateralization
Deficiency Amountβ: With respect to any Distribution Date, the amount, if any,
by which the Overcollateralization Target Amount exceeds the Overcollateralized
Amount on such Distribution Date (after giving effect to distributions in
respect of the Group I Basic Principal Distribution Amount and the Group II
Basic Principal Distribution Amount on such Distribution Date).
Β
βOvercollateralization
Floorβ: With respect to the Mezzanine Certificates, $7,500,000.00.
Β
βOvercollateralization
Release Amountβ: With respect to any Distribution Date, the lesser of (x) the
Principal Remittance Amount for such Distribution Date and (y) the Excess
Overcollateralized Amount.
Β
βOvercollateralization
Target Amountβ: With respect to any Distribution Date, prior to the Stepdown
Date will be 1.30%
of the
aggregate Principal Balance of the Mortgage Loans as of the Cut-off Date. The
Overcollateralization Target Amount on or after the Stepdown Date will be the
lesser of the amount set forth in the preceding sentence and 2.60%
of the
aggregate Stated Principal Balance of the Mortgage Loans for the related
Distribution Date, subject to a floor equal to the Overcollateralization Floor;
provided however, if a Trigger Event is in effect on the related Distribution
Date, the Overcollateralization Target Amount will be equal to the
Overcollateralization Target Amount for the previous Distribution Date.
Notwithstanding the foregoing, on and after any Distribution Date following
the
reduction of the aggregate Certificate Principal Balance of the Class A
Certificates and the Mezzanine Certificates to zero, the Overcollateralization
Target Amount shall be zero.
Β
βOvercollateralized
Amountβ: For any Distribution Date, is the amount, equal to (i) the sum of the
aggregate Stated Principal Balance of the Mortgage Loans as of the last day
of
the related Due Period (after giving effect to scheduled payments of principal
due during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period) minus (ii) the sum of the aggregate Certificate Principal Balance of
the
Class A Certificates, the Mezzanine Certificates and the Class P Certificates
as
of such Distribution Date (after giving effect to distributions to be made
on
such Distribution Date).
Β
βOwnership
Interestβ: As to any Certificate, any ownership or security interest in such
Certificate, including any interest in such Certificate as the Holder thereof
and any other interest therein, whether direct or indirect, legal or beneficial,
as owner or as pledgee.
Β
βPass-Through
Rateβ: With respect to any Class of the Class A and Mezzanine Certificates and
any Distribution Date, the lesser of (x) the related Formula Rate for such
Distribution Date and (y) the Net WAC Rate for such Distribution Date.
Β
With
respect to the Class C Interest and any Distribution Date, a per annum rate
equal to the percentage equivalent of a fraction, the numerator of which is
(x)
the sum of (i) 100% of the interest on REMIC 2 Regular Interest LTP and (ii)
interest on the Uncertificated Balance of each REMIC 2 Regular Interest listed
in clause (y) at a rate equal to the related Uncertificated REMIC 2 Pass-Through
Rate minus the Marker Rate and the denominator of which is (y) the aggregate
Uncertificated Balance of REMIC 1 Regular Interests XXXX, XXXX0, XXXXX0, LTIIA2,
LTIIA3, LTIIA4, LTM1, LTM2, LTM3, LTM4, LTM5, LTM6, LTM7, LTM8, LTM9, LTM10
and
LTZZ.
Β
With
respect to the Class C Certificates, 100% of the interest distributable to
the
Class C Interest, expressed as a per annum rate on its Notional
Amount.
Β
With
respect to the Class Swap-IO Interest, the Class Swap IO Interest shall not
have
a Pass-Through Rate, but interest for such Regular Interest and each
Distribution Date shall be an amount equal to 100% of the amounts distributable
to REMIC 2 Regular Interest LTIO for such Distribution Date.
Β
βPaying
Agentβ: Any paying agent appointed pursuant to Section 5.05.
Β
βPercentage
Interestβ: With respect to any Certificate (other than a Residual Certificate),
a fraction, expressed as a percentage, the numerator of which is the Initial
Certificate Principal Balance or Notional Amount represented by such Certificate
and the denominator of which is the Original Class Certificate Principal Balance
or initial Notional Amount of the related Class. With respect to a Residual
Certificate, the portion of the Class evidenced thereby, expressed as a
percentage, as stated on the face of such Certificate; provided,
however,
that
the sum of all such percentages for each such Class totals 100%.
Β
βPeriodic
Rate Capβ: With respect to each Adjustable-Rate Mortgage Loan and any Adjustment
Date therefor, the fixed percentage set forth in the related Mortgage Note,
which is the maximum amount by which the Mortgage Rate for such Mortgage Loan
may increase or decrease (without regard to the Maximum Mortgage Rate or the
Minimum Mortgage Rate) on such Adjustment Date from the Mortgage Rate in effect
immediately prior to such Adjustment Date.
Β
βPermitted
Investmentsβ: Any one or more of the following obligations or securities
acquired at a purchase price of not greater than par, regardless of whether
issued or managed by the Depositor, the Master Servicer, the NIMS Insurer,
the
Trustee or any of their respective Affiliates or for which an Affiliate of
the
NIMS Insurer or Trustee serves as an advisor:
Β
(i)Β direct
obligations of, or obligations fully guaranteed as to timely payment of
principal and interest by, the United States or any agency or instrumentality
thereof, provided such obligations are backed by the full faith and credit
of
the United States;
Β
(ii)Β (A)
demand and time deposits in, certificates of deposit of, bankers' acceptances
issued by or federal funds sold by any depository institution or trust company
(including the Trustee or its agent acting in their respective commercial
capacities) incorporated under the laws of the United States of America or
any
state thereof and subject to supervision and examination by federal and/or
state
authorities, so long as, at the time of such investment or contractual
commitment providing for such investment, such depository institution or trust
company (or, if the only Rating Agency is S&P, in the case of the principal
depository institution in a depository institution holding company, debt
obligations of the depository institution holding company) or its ultimate
parent has a short-term uninsured debt rating in the highest available rating
category of Fitch, Xxxxxβx and S&P and provided that each such investment
has an original maturity of no more than 365 days; and provided further that,
if
the only Rating Agency is S&P and if the depository or trust company is a
principal subsidiary of a bank holding company and the debt obligations of
such
subsidiary are not separately rated, the applicable rating shall be that of
the
bank holding company; and, provided further that, if the original maturity
of
such short-term obligations of a domestic branch of a foreign depository
institution or trust company shall exceed 30 days, the short-term rating of
such
institution shall be A-1+ in the case of S&P if S&P is the Rating
Agency; and (B) any other demand or time deposit or deposit which is fully
insured by the FDIC;
Β
(iii)Β repurchase
obligations with a term not to exceed 30 days with respect to any security
described in clause (i) above and entered into with a depository institution
or
trust company (acting as principal) rated A-1+ by S&P, A2 or higher by
Moody's, and F-1+ or higher by Fitch, provided, however, that collateral
transferred pursuant to such repurchase obligation must be of the type described
in clause (i) above and must (A) be valued daily at current market prices plus
accrued interest, (B) pursuant to such valuation, be equal, at all times, to
105% of the cash transferred by the Trustee in exchange for such collateral
and
(C) be delivered to the Trustee or, if the Trustee is supplying the collateral,
an agent for the Trustee, in such a manner as to accomplish perfection of a
security interest in the collateral by possession of certificated
securities;
Β
(iv)Β securities
bearing interest or sold at a discount that are issued by any corporation
incorporated under the laws of the United States of America or any State thereof
and that are rated by a Rating Agency in its highest long-term unsecured rating
category at the time of such investment or contractual commitment providing
for
such investment;
Β
(v)Β commercial
paper (including both non-interest-bearing discount obligations and
interest-bearing obligations payable on demand or on a specified date not more
than 30 days after the date of acquisition thereof) that is rated by a Rating
Agency in its highest short-term unsecured debt rating available at the time
of
such investment;
Β
(vi)Β units
of
money market funds, including those managed or advised by the Trustee or its
Affiliates, that have been rated βAAAmβ by S&P, βAAAβ by Fitch (if rated by
Fitch) and βAaaβ by Moody's; and
Β
(vii)Β if
previously confirmed in writing to the Trustee, any other demand, money market
or time deposit, or any other obligation, security or investment, as may be
acceptable to the Rating Agencies in writing as a permitted investment of funds
backing securities having ratings equivalent to its highest initial rating
of
the Class A Certificates;
Β
provided,
that no instrument described hereunder shall evidence either the right to
receive (a) only interest with respect to the obligations underlying such
instrument or (b) both principal and interest payments derived from obligations
underlying such instrument and the interest and principal payments with respect
to such instrument provide a yield to maturity at par greater than 120% of
the
yield to maturity at par of the underlying obligations.
Β
βPermitted
Transfereeβ: Any transferee of a Residual Certificate other than a Disqualified
Organization or a non-U.S. Person.
Β
βPersonβ:
Any individual, corporation, limited liability company, partnership, joint
venture, association, joint stock company, trust, unincorporated organization
or
government or any agency or political subdivision thereof.
Β
βPlanβ:
Any employee benefit plan or certain other retirement plans and arrangements,
including individual retirement accounts and annuities, Xxxxx plans and bank
collective investment funds and insurance company general or separate accounts
in which such plans, accounts or arrangements are invested, that are subject
to
ERISA or Section 4975 of the Code.
Β
βPool
Insurerβ: Radian Guaranty Inc., a Pennsylvania corporation and stock mortgage
insurance company, or any permitted successor thereof, as issuer of the Pool
Policy.
Β
βPool
Policyβ: The mortgage pool insurance policy (policy number #06-103210) dated the
Closing Date and issued by the Pool Insurer.
Β
βPool
Balanceβ: As of any date of determination, the aggregate Stated Principal
Balance of the Mortgage Loans in both Loan Groups as of such date.
Β
βPrepayment
Assumptionβ: As defined in the Prospectus Supplement.
Β
βPrepayment
Chargeβ: With respect to any Mortgage Loan, the charges, fees, penalties or
premiums, if any, due in connection with a full or partial prepayment of such
Mortgage Loan in accordance with the terms thereof (other than any Master
Servicer Prepayment Charge Payment Amount).
Β
βPrepayment
Charge Scheduleβ: As of any date, the list of Prepayment Charges on the Mortgage
Loans included in the Trust Fund on such date, attached hereto as Schedule
I
(including the prepayment charge summary attached thereto). The Prepayment
Charge Schedule shall be prepared by the Master Servicer (in its capacity as
Originator) and set forth the following information with respect to each
Prepayment Charge:
Β
Β |
(i)
|
the
Mortgage Loan identifying number;
|
Β
Β |
(ii)
|
a
code indicating the type of Prepayment
Charge;
|
Β
Β |
(iii)
|
the
state of origination of the related Mortgage
Loan;
|
Β
Β |
(iv)
|
the
date on which the first monthly payment was due on the related Mortgage
Loan;
|
Β
Β |
(v)
|
the
term of the related Prepayment Charge;
and
|
Β
Β |
(vi)
|
the
principal balance of the related Mortgage Loan as of the Cut-off
Date.
|
Β
The
Prepayment Charge Schedule shall be amended from time to time by the Master
Servicer in accordance with the provisions of this Agreement and a copy of
such
amended Prepayment Charge Schedule shall be furnished by the Master Servicer
to
the NIMS Insurer.
Β
βPrepayment
Interest Excessβ: With respect to any Distribution Date, for each Mortgage Loan
that was the subject of a Principal Prepayment in full during the portion of
the
related Prepayment Period occurring between the first day and the Determination
Date of the calendar month in which such Distribution Date occurs, an amount
equal to interest (to the extent received) at the applicable Net Mortgage Rate
on the amount of such Principal Prepayment for the number of days commencing
on
the first day of the calendar month in which such Distribution Date occurs
and
ending on the date on which such prepayment is so applied.
Β
βPrepayment
Interest Shortfallβ: With respect to any Distribution Date, for each Mortgage
Loan that was the subject of a Principal Prepayment in full during the portion
of the related Prepayment Period occurring between the first day of the related
Prepayment Period and the last day of the calendar month preceding the month
in
which such Distribution Date occurs, an amount equal to one month's interest
on
the Mortgage Loan less any payments made by the Mortgagor. The obligations
of
the Master Servicer in respect of any Prepayment Interest Shortfall are set
forth in Section 3.24.
Β
βPrepayment
Periodβ: With respect to any Distribution Date, the period commencing on the day
after the Determination Date in the calendar month preceding the calendar month
in which such Distribution Date occurs (or, in the case of the first
Distribution Date, commencing on June 1, 2006) and ending on the Determination
Date of the calendar month in which such Distribution Date occurs.
Β
βPrincipal
Balanceβ: As to any Mortgage Loan other than a Liquidated Mortgage Loan, and any
day, the related Cut-off Date Principal Balance, minus
all
collections credited against the Principal Balance of any such Mortgage Loan.
For purposes of this definition, a Liquidated Mortgage Loan shall be deemed
to
have a Principal Balance equal to the Principal Balance of the related Mortgage
Loan as of the final recovery of related Liquidation Proceeds and a Principal
Balance of zero thereafter. As to any REO Property and any day, the Principal
Balance of the related Mortgage Loan immediately prior to such Mortgage Loan
becoming REO Property minus any REO Principal Amortization received with respect
thereto on or prior to such day.
Β
βPrincipal
Prepaymentβ: Any payment of principal made by the Mortgagor on a Mortgage Loan
which is received in advance of its scheduled Due Date and which is not
accompanied by an amount of interest representing the full amount of scheduled
interest due on any Due Date in any month or months subsequent to the month
of
prepayment.
Β
βPrincipal
Remittance Amountβ: With respect to any Distribution Date, the sum of (i) the
Group I Principal Remittance Amount and (ii) the Group II Principal Remittance
Amount.
Β
βProspectus
Supplementβ: That certain Prospectus Supplement dated June 23, 2006 relating to
the public offering of the Offered Certificates.
Β
βPurchase
Priceβ: With respect to any Mortgage Loan or REO Property to be purchased
pursuant to or as contemplated by Section 2.03, and as confirmed by an Officers'
Certificate from the Master Servicer to the Trustee, an amount equal to the
sum
of (i) 100% of the Stated Principal Balance thereof as of the date of purchase,
(ii) in the case of (x) a Mortgage Loan, accrued interest on such Stated
Principal Balance at the applicable Mortgage Rate in effect from time to time
from the Due Date as to which interest was last covered by a payment by the
Mortgagor or an advance by the Master Servicer, which payment or advance had
as
of the date of purchase been distributed pursuant to Section 4.01, through
the
end of the calendar month in which the purchase is to be effected, and (y)
an
REO Property, the sum of (1) accrued interest on such Stated Principal Balance
at the applicable Mortgage Rate in effect from time to time from the Due Date
as
to which interest was last covered by a payment by the Mortgagor or an advance
by the Master Servicer through the end of the calendar month immediately
preceding the calendar month in which such REO Property was acquired, plus
(2)
REO Imputed Interest for such REO Property for each calendar month commencing
with the calendar month in which such REO Property was acquired and ending
with
the calendar month in which such purchase is to be effected, net of the total
of
all net rental income, Insurance Proceeds, Liquidation Proceeds and Advances
that as of the date of purchase had been distributed as or to cover REO Imputed
Interest pursuant to Section 4.04, (iii) any unreimbursed Servicing Advances
and
Advances and any unpaid Servicing Fees allocable to such Mortgage Loan or REO
Property, (iv) any amounts previously withdrawn from the Collection Account
in
respect of such Mortgage Loan or REO Property pursuant to Section 3.23 and
(v)
in the case of a Mortgage Loan required to be purchased pursuant to Section
2.03, expenses reasonably incurred or to be incurred by the Master Servicer,
the
NIMS Insurer or the Trustee in respect of the breach or defect giving rise
to
the purchase obligation including any costs and damages incurred by the Trust
in
connection with any violation by such loan of any predatory or abusive lending
law.
Β
βQualified
Insurerβ: Any insurance company acceptable to Xxxxxx Xxx.
Β
βQualified
Substitute Mortgage Loanβ: A mortgage loan substituted for a Deleted Mortgage
Loan pursuant to the terms of this Agreement or the Mortgage Loan Purchase
Agreement which must, on the date of such substitution, (i) have an outstanding
principal balance (or in the case of a substitution of more than one mortgage
loan for a Deleted Mortgage Loan, an aggregate principal balance), after
application of all scheduled payments of principal and interest due during
or
prior to the month of substitution, not in excess of, and not more than 5%
less
than, the outstanding principal balance of the Deleted Mortgage Loan as of
the
Due Date in the calendar month during which the substitution occurs, (ii) have
a
Mortgage Rate not less than (and not more than one percentage point in excess
of) the Mortgage Rate of the Deleted Mortgage Loan, (iii) if the Qualified
Substitute Mortgage Loan is an Adjustable-Rate Mortgage Loan, have a Maximum
Mortgage Rate not less than the Maximum Mortgage Rate on the Deleted Mortgage
Loan, (iv) if the Qualified Substitute Mortgage Loan is an Adjustable-Rate
Mortgage Loan, have a Minimum Mortgage Rate not less than the Minimum Mortgage
Rate of the Deleted Mortgage Loan, (v) if the Qualified Substitute Mortgage
Loan
is an Adjustable-Rate Mortgage Loan, have a Gross Margin equal to or greater
than the Gross Margin of the Deleted Mortgage Loan, (vi) if the Qualified
Substitute Mortgage Loan is an Adjustable-Rate Mortgage Loan, have a next
Adjustment Date not more than two months later than the next Adjustment Date
on
the Deleted Mortgage Loan, (vii) have a remaining term to maturity not greater
than (and not more than one year less than) that of the Deleted Mortgage Loan,
(viii) be current as of the date of substitution, (ix) have a Loan-to-Value
Ratio as of the date of substitution equal to or lower than the Loan-to-Value
Ratio of the Deleted Mortgage Loan as of such date, (x) have a risk grading
determined by the Originator at least equal to the risk grading assigned on
the
Deleted Mortgage Loan, (xi) have been underwritten or reunderwritten by the
Originator in accordance with the same underwriting criteria and guidelines
as
the Deleted Mortgage Loan, (xii) have a Prepayment Charge provision at least
equal to the Prepayment Charge provision of the Deleted Mortgage Loan, (xiii)
conform to each representation and warranty set forth in Section 3.01 of the
Mortgage Loan Purchase Agreement applicable to the Deleted Mortgage Loan, (xiv)
have the same Due Date as the Deleted Mortgage Loan, (xv) be
covered by the Pool Policy if the Deleted Mortgage Loan was covered by the
Pool
Policy and (xvi) not be a Convertible Mortgage Loan unless that Deleted Mortgage
Loan was a Convertible Mortgage Loan. In the event that one or more mortgage
loans are substituted for one or more Deleted Mortgage Loans, the amounts
described in clause (i) hereof shall be determined on the basis of aggregate
principal balances, the Mortgage Rates described in clauses (ii) through (vi)
hereof shall be satisfied for each such mortgage loan, the risk gradings
described in clause (x) hereof shall be satisfied as to each such mortgage
loan,
the terms described in clause (vii) hereof shall be determined on the basis
of
weighted average remaining term to maturity (provided that no such mortgage
loan
may have a remaining term to maturity longer than the Deleted Mortgage Loan),
the Loan-to-Value Ratios described in clause (ix) hereof shall be satisfied
as
to each such mortgage loan and, except to the extent otherwise provided in
this
sentence, the representations and warranties described in clause (xii) hereof
must be satisfied as to each Qualified Substitute Mortgage Loan or in the
aggregate, as the case may be.
Β
βRating
Agency or Rating Agenciesβ: Moodyβs and S&P or their successors. If such
agencies or their successors are no longer in existence, βRating Agenciesβ shall
be such nationally recognized statistical rating agencies, or other comparable
Persons, designated by the Depositor, notice of which designation shall be
given
to the Trustee and Master Servicer.
Β
βRealized
Lossβ: With respect to any Liquidated Mortgage Loan, the amount of loss realized
equal to the portion of the Stated Principal Balance remaining unpaid after
application of all Net Liquidation Proceeds in respect of such Mortgage
Loan.
Β
βRecord
Dateβ: With respect to (i) the Class P Certificates, the Class C Certificates
and the Residual Certificates, the Close of Business on the last Business Day
of
the calendar month preceding the month in which the related Distribution Date
occurs and (ii) with respect to the Class A Certificates and the Mezzanine
Certificates, the Close of Business on the Business Day immediately preceding
the related Distribution Date; provided,
however,
that
following the date on which Definitive Certificates for a Class A Certificate
or
a Mezzanine Certificate are available pursuant to Section 5.02, the Record
Date
for such Certificates shall be the last Business Day of the calendar month
preceding the month in which the related Distribution Date occurs.
Β
βRelevant
Servicing Criteriaβ: The
Servicing Criteria applicable to the various parties, as set forth on Exhibit
S
attached hereto. For clarification purposes, multiple parties can have
responsibility for the same Relevant Servicing Criteria.
Β
βReference
Banksβ: Those banks (i) with an established place of business in London,
England, (ii) not controlling, under the control of or under common control
with
the Depositor, the Originator or the Master Servicer or any affiliate thereof
and (iii) which have been designated as such by the Depositor; provided,
however,
that if
fewer than two of such banks provide a LIBOR rate, then any leading banks
selected by the Depositor which are engaged in transactions in United States
dollar deposits in the international Eurocurrency market.
Β
βRegular
Certificateβ: Any of the Class A Certificates, Mezzanine Certificates, Class C
Certificates or Class P Certificates.
Β
βRegulation
ABβ: Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R.
§§229.1100-229.1123, as such may be amended from time to time, and subject to
such clarification and interpretation as have been provided by the Commission
in
the adopting release (Asset-Backed Securities, Securities Act Release No.
33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time
to
time.
Β
βRelief
Actβ: The Servicemembers Civil Relief Act.
Β
βRelief
Act Interest Shortfallβ: With respect to any Distribution Date, for any Mortgage
Loan with respect to which there has been a reduction in the amount of interest
collectible thereon for the most recently ended Due Period as a result of the
application of the Relief Act or any similar state law, the amount by which
(i)
interest collectible on such Mortgage Loan during such Due Period is less than
(ii) one month's interest on the Stated Principal Balance of such Mortgage
Loan
at the Mortgage Rate for such Mortgage Loan before giving effect to the
application of the Relief Act.
Β
βREMICβ:
A βreal estate mortgage investment conduitβ within the meaning of Section 860D
of the Code.
Β
βREMIC
1β: The segregated pool of assets subject hereto, constituting the primary trust
created hereby and to be administered hereunder, with respect to which a REMIC
election is to be made consisting of: (i) such Mortgage Loans as from time
to
time are subject to this Agreement, together with the Mortgage Files relating
thereto, and together with all collections thereon and proceeds thereof, (ii)
any REO Property, together with all collections thereon and proceeds thereof,
(iii) the Trustee's rights with respect to the Mortgage Loans under all
insurance policies, including the Pool Policy, required
to be maintained pursuant to this Agreement and any proceeds thereof, (iv)
the
Depositor's rights under the Mortgage Loan Purchase Agreement (including any
security interest created thereby) and (v) the Collection Account, the
Distribution Account (subject to the last sentence of this definition) and
any
REO Account and such assets that are deposited therein from time to time and
any
investments thereof, together with any and all income, proceeds and payments
with respect thereto. Notwithstanding the foregoing, however, a REMIC election
will not be made with respect to the Net WAC Rate Carryover Reserve Account,
the
Master Servicer Prepayment Charge Payment Amounts, the Interest Rate Swap
Agreement or the Swap Account.
Β
βREMIC
1
Regular Interestsβ: One of the 2 separate non-certificated beneficial ownership
interests in REMIC 1 issued hereunder and designated as a Regular Interest
in
REMIC 1. Each REMIC 1 Regular Interest shall accrue interest at the related
Uncertificated REMIC 1 Pass-Through Rate in effect from time to time, and shall
be entitled to distributions of principal, subject to the terms and conditions
hereof, in an aggregate amount equal to its initial Uncertificated Principal
Balance as set forth in the Preliminary Statement hereto.
Β
βREMIC
2β: The segregated pool of assets consisting of all of the REMIC 1 Regular
Interests conveyed in trust to the Trustee, for the benefit of the Holders
of
the Regular Certificates and the Class R Certificate (in respect of the Class
R-2 Interest), pursuant to Article II hereunder, and all amounts deposited
therein, with respect to which a separate REMIC election is to be
made.
Β
βREMIC
2
Interest Loss Allocation Amountβ: With respect to any Distribution Date, an
amount equal to (a) the product of (i) the sum of the aggregate Stated Principal
Balance of the Mortgage Loans and (ii) the Uncertificated REMIC 2 Pass-Through
Rate for REMIC 2 Regular Interest LTAA minus the Marker Rate, divided by (b)
12.
Β
βREMIC
2
Overcollateralization Target Amountβ: 1.00% of the Overcollateralization Target
Amount.
Β
βREMIC
2
Overcollateralized Amountβ: With respect to any date of determination, (i) 1.00%
of the aggregate Uncertificated Principal Balance of the REMIC 2 Regular
Interests minus (ii) the aggregate of the Uncertificated Principal Balances
of
REMIC 2 Regular Interest LTIA1, REMIC 2 Regular Interest LTIIA1, REMIC 2 Regular
Interest LTIIA2, REMIC 2 Regular Interest LTIIA3, REMIC 2 Regular Interest
LTIIA4, REMIC 2 Regular Interest LTM1, REMIC 2 Regular Interest LTM2, REMIC
2
Regular Interest LTM3, REMIC 2 Regular Interest LTM4, REMIC 2 Regular Interest
LTM5, REMIC 2 Regular Interest LTM6, REMIC 2 Regular Interest LTM7, REMIC 2
Regular Interest LTM8, REMIC 2 Regular Interest LTM9, REMIC 2 Regular Interest
LTM10 and REMIC 2 Regular Interest LTP, in each case as of such date of
determination.
Β
βREMIC
2
Principal Loss Allocation Amountβ: With respect to any Distribution Date, an
amount equal to (a) the product of (i) the sum of the aggregate Stated Principal
Balance of the Mortgage Loans and related REO Properties then outstanding and
(ii) 1 minus a fraction, the numerator of which is two times the aggregate
of
the Uncertificated Principal Balances of REMIC 2 Regular Interest LTIA1, REMIC
2
Regular Interest LTIIA1, REMIC 2 Regular Interest LTIIA2, REMIC 2 Regular
Interest LTIIA3, REMIC 2 Regular Interest LTIIA4, REMIC 2 Regular Interest
LTM1,
REMIC 2 Regular Interest LTM2, REMIC 2 Regular Interest LTM3, REMIC 2 Regular
Interest LTM4, REMIC 2 Regular Interest LTM5, REMIC 2 Regular Interest LTM6,
REMIC 2 Regular Interest LTM7, REMIC 2 Regular Interest LTM8, REMIC 2 Regular
Interest LTM9 and REMIC 2 Regular Interest LTM10 and the denominator of which
is
the aggregate of the Uncertificated Principal Balances of REMIC 2 Regular
Interest LTIA1, REMIC 2 Regular Interest LTIIA1, REMIC 2 Regular Interest
LTIIA2, REMIC 2 Regular Interest LTIIA3, REMIC 2 Regular Interest LTIIA4, REMIC
2 Regular Interest LTM1, REMIC 2 Regular Interest LTM2, REMIC 2 Regular Interest
LTM3, REMIC 2 Regular Interest LTM4, REMIC 2 Regular Interest LTM5, REMIC 2
Regular Interest LTM6, REMIC 2 Regular Interest LTM7, REMIC 2 Regular Interest
LTM8, REMIC 2 Regular Interest LTM9, REMIC 2 Regular Interest LTM10 and REMIC
2
Regular Interest LTZZ.
Β
βREMIC
2
Regular Interestsβ: One of the separate non-certificated beneficial ownership
interests in REMIC 2 issued hereunder and designated as a Regular Interest
in
REMIC 2. Each REMIC 2 Regular Interest shall accrue interest at the related
Uncertificated REMIC 2 Pass-Through Rate in effect from time to time, and shall
be entitled to distributions of principal (other than REMIC 2 Regular Interest
LTIO), subject to the terms and conditions hereof, in an aggregate amount equal
to its initial Uncertificated Principal Balance as set forth in the Preliminary
Statement hereto. The following is a list of each of the REMIC 2 Regular
Interests: REMIC 2 Regular Interest LTAA, REMIC 2 Regular Interest LTIA1, REMIC
2 Regular Interest LTIIA1, REMIC 2 Regular Interest LTIIA2, REMIC 2 Regular
Interest LTIIA3, REMIC 2 Regular Interest LTIIA4, REMIC 2 Regular Interest
LTM1,
REMIC 2 Regular Interest LTM2, REMIC 2 Regular Interest LTM3, REMIC 2 Regular
Interest LTM4, REMIC 2 Regular Interest LTM5, REMIC 2 Regular Interest LTM6,
REMIC 2 Regular Interest LTM7, REMIC 2 Regular Interest LTM8, REMIC 2 Regular
Interest LTM9, REMIC 2 Regular Interest LTM10, REMIC 2 Regular Interest LTZZ,
REMIC 2 Regular Interest LTP and REMIC 2 Regular Interest LTIO, each of which
is
a separate non-certificated beneficial ownership interests in REMIC
2.
Β
βREMIC
3β: The segregated pool of assets consisting of all of the REMIC 2 Regular
Interests conveyed in trust to the Trustee, for the benefit of the Holders
of
the Regular Certificates and the Class R Certificate (in respect of the Class
R-3 Interest), pursuant to Article II hereunder, and all amounts deposited
therein, with respect to which a separate REMIC election is to be
made.
Β
βREMIC
3
Regular Interestsβ: Any Class A Certificate, Mezzanine Certificate, Class C
Interest, Class P Interest or Class SWAP-IO Interest.
Β
βREMIC
4β: The segregated pool of assets consisting of the Class C Interest conveyed
in
trust to the Trustee, for the benefit of the Holders of the Regular Certificates
and the Class R-X Certificates (in respect of the Class R-4 Interest), pursuant
to Section 2.07, and all amounts deposited therein, with respect to which a
separate REMIC election is to be made.
Β
βREMIC
5β: The segregated pool of assets consisting of the Class P Interest conveyed
in
trust to the Trustee, for the benefit of the Holders of the Regular Certificates
and the Class R-X Certificates (in respect of the Class R-5 Interest),
pursuant
to Section 2.07, and all amounts deposited therein, with respect to which a
separate REMIC election is to be made.
Β
βREMIC
6β: The segregated pool of assets consisting of the Class SWAP-IO Interest
conveyed in trust to the Trustee, for the benefit of the Holders of REMIC 6
Regular Interest SWAP-IO and the Class R-X Certificate (in respect of the Class
R-6 Interest), pursuant to Section 2.07, and all amounts deposited therein,
with
respect to which a separate REMIC election is to be made.
Β
βREMIC
6
Regular Interestβ: REMIC 6 Regular Interest SWAP-IO.
Β
βREMIC
6
Regular Interest SWAP-IOβ: The non-certificated beneficial ownership interest in
REMIC 6 issued hereunder and designated as a Regular Interest in REMIC 6. REMIC
6 Regular Interest SWAP-IO shall be entitled to 100% of amounts distributed
in
respect of The Class SWAP-IO Interest.
Β
βREMIC
Provisionsβ: Provisions of the federal income tax law relating to real estate
mortgage investment conduits which appear at Section 860A through 860G of
Subchapter M of Chapter 1 of the Code, and related provisions, and regulations
and rulings promulgated thereunder, as the foregoing may be in effect from
time
to time.
Β
βREMIC
Regular Interestsβ: The REMIC 1 Regular Interests, REMIC 2 Regular Interests,
the Class C Interest, Class P Interest or Class SWAP-IO Interest.
Β
βRemittance
Reportβ: A report prepared by the Master Servicer and delivered to the Trustee
and the NIMS Insurer pursuant to Section 4.04.
Β
βRents
from Real Propertyβ: With respect to any REO Property, gross income of the
character described in Section 856(d) of the Code.
Β
βREO
Accountβ: The account or accounts maintained by the Master Servicer in respect
of an REO Property pursuant to Section 3.23.
Β
βREO
Dispositionβ: The sale or other disposition of an REO Property on behalf of the
Trust Fund.
Β
βREO
Imputed Interestβ: As to any REO Property, for any calendar month during which
such REO Property was at any time part of the Trust Fund, one month's interest
at the applicable Net Mortgage Rate on the Stated Principal Balance of such
REO
Property (or, in the case of the first such calendar month, of the related
Mortgage Loan if appropriate) as of the Close of Business on the Distribution
Date in such calendar month.
Β
βREO
Principal Amortizationβ: With respect to any REO Property, for any calendar
month, the excess, if any, of (a) the aggregate of all amounts received in
respect of such REO Property during such calendar month, whether in the form
of
rental income, sale proceeds (including, without limitation, that portion of
the
Termination Price paid in connection with a purchase of all of the Mortgage
Loans and REO Properties pursuant to Section 10.01 that is allocable to such
REO
Property) or otherwise, net of any portion of such amounts (i) payable pursuant
to Section 3.23 in respect of the proper operation, management and maintenance
of such REO Property or (ii) payable or reimbursable to the Master Servicer
pursuant to Section 3.23 for unpaid Servicing Fees in respect of the related
Mortgage Loan and unreimbursed Servicing Advances and Advances in respect of
such REO Property or the related Mortgage Loan, over (b) the REO Imputed
Interest in respect of such REO Property for such calendar month.
Β
βREO
Propertyβ: A Mortgaged Property acquired by the Master Servicer on behalf of the
Trust Fund through foreclosure or deed-in-lieu of foreclosure, as described
in
Section 3.23.
Β
βReportable
Eventβ: As defined in Section 3.25(a)(ii).
Β
βRequest
for Releaseβ: A release signed by a Servicing Officer, in the form of Exhibit E
attached hereto.
Β
βReserve
Interest Rateβ: With respect to any Interest Determination Date, the rate per
annum that the Trustee determines to be either (i) the arithmetic mean (rounded
upwards if necessary to the nearest whole multiple of 1/16 of 1%) of the
one-month United States dollar lending rates which banks in The City of New
York
selected by the Depositor are quoting on the relevant Interest Determination
Date to the principal London offices of leading banks in the London interbank
market or (ii) in the event that the Trustee can determine no such arithmetic
mean, in the case of any Interest Determination Date after the initial Interest
Determination Date, the lowest one-month United States dollar lending rate
which
such New York banks selected by the Depositor are quoting on such Interest
Determination Date to leading European banks.
Β
βResidential
Dwellingβ: Any one of the following: (i) a detached one-family dwelling, (ii) a
detached two- to four-family dwelling, (iii) a one-family dwelling unit in
a
Xxxxxx Xxx eligible condominium project, (iv) a manufactured home, or (v) a
detached one-family dwelling in a planned unit development, none of which is
a
mobile home.
Β
βResidual
Certificateβ: Any Class R Certificates or Class R-X Certificates.
Β
βResidual
Interestβ: The sole class of βresidual interestsβ in a REMIC within the meaning
of Section 860G(a)(2) of the Code.
Β
βResponsible
Officerβ: When used with respect to the Trustee, the Chairman or Vice Chairman
of the Board of Directors or Trustees, the Chairman or Vice Chairman of the
Executive or Standing Committee of the Board of Directors or Trustees, the
President, any vice president, any assistant vice president, the Secretary,
any
assistant secretary, the Treasurer, any assistant treasurer, the Cashier, any
assistant cashier, any trust officer or assistant trust officer, the Controller
and any assistant controller or any other officer of the Trustee customarily
performing functions similar to those performed by any of the above designated
officers and, with respect to a particular matter, to whom such matter is
referred because of such officer's knowledge of and familiarity with the
particular subject.
Β
βS&Pβ:
Standard & Poor's Ratings Services, a division of The XxXxxx-Xxxx Companies,
Inc., or its successor in interest.
Β
βXxxxxxxx-Xxxxx
Actβ: The Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations of the
Commission promulgated thereunder (including any published interpretations
thereof by the Commissionβs staff).
Β
βXxxxxxxx-Xxxxx
Certificationβ: As defined in Section 3.25(a)(iii).
Β
βSellerβ:
Any one or all of: (i) Option One Mortgage Corporation, a California
corporation, or (ii) Option One Owner Trust 2001-1A, Option One Owner Trust
2001-1B, Option One Owner Trust 2001-2, Option One Owner Trust 2002-3, Option
One Owner Trust 2003-4, Option One Owner Trust 2003-5, Option One Owner Trust
2005-6, Option One Owner Trust 2005-7, Option One Owner Trust 2005-8 and/or
Option One Owner Trust 2005-9, each a Delaware statutory trust.
Β
βSenior
Credit Enhancement Percentageβ: For any Distribution Date, the percentage
equivalent of a fraction, the numerator of which is the aggregate Certificate
Principal Balance of the Mezzanine Certificates and the Class C Certificates,
and the denominator of which is the aggregate Stated Principal Balance of the
Mortgage Loans, calculated prior to taking into account payments of principal
on
the Mortgage Loans and distribution of the Group I Principal Distribution Amount
and the Group II Principal Distribution Amount to the Holders of the
Certificates then entitled to distributions of principal on such Distribution
Date.
Β
βServicing
Accountβ: The account or accounts created and maintained pursuant to Section
3.09.
Β
βServicing
Advancesβ: All customary, reasonable and necessary βout of pocketβ costs and
expenses (including reasonable attorneys' fees and expenses) incurred by the
Master Servicer in the performance of its servicing obligations, including,
but
not limited to, the cost of (i) the preservation, restoration, inspection and
protection of the Mortgaged Property, (ii) any enforcement or judicial
proceedings, including foreclosures, (iii) the management and liquidation of
the
REO Property and (iv) compliance with the obligations under Sections 3.01,
3.09,
3.16, and 3.23.
Β
βServicing
Criteriaβ: As set forth in Exhibit S hereto.
Β
βServicing
Feeβ: With respect to each Mortgage Loan and for any calendar month, an amount
equal to one month's interest (or in the event of any payment of interest which
accompanies a Principal Prepayment in full or in part made by the Mortgagor
during such calendar month, interest for the number of days covered by such
payment of interest) at the Servicing Fee Rate on the same principal amount
on
which interest on such Mortgage Loan accrues for such calendar month. A portion
of such Servicing Fee may be retained by any Sub-Servicer as its servicing
compensation.
Β
βServicing
Fee Rateβ: 0.30% per annum for the first 10 Due Periods, 0.40% per annum for the
11th
through
30th
Due
Periods and 0.65% per annum for all Due Periods thereafter.
Β
βServicing
Officerβ: Any employee or officer of the Master Servicer involved in, or
responsible for, the administration and servicing of Mortgage Loans, whose
name
and specimen signature appear on a list of servicing officers furnished by
the
Master Servicer to the Trustee and the Depositor on the Closing Date, as such
list may from time to time be amended.
Β
βServicing
Transfer Costsβ: All reasonable costs and expenses incurred by the Trustee in
connection with the transfer of servicing from a predecessor servicer,
including, without limitation, any reasonable costs or expenses associated
with
the complete transfer of all servicing data and the completion, correction
or
manipulation of such servicing data as may be required by the Trustee to correct
any errors or insufficiencies in the servicing data or otherwise to enable
the
Trustee to service the Mortgage Loans properly and effectively.
Β
βSignificance
Percentageβ: The percentage equivalent of a fraction, the numerator of which is
(I) the present value (such calculation of present value using the two-year
swaps rate made available at Bloomberg Financial Markets, L.P.) of the aggregate
amount payable under the Interest Rate Swap Agreement (assuming that one-month
LIBOR for each remaining Calculation Period (as defined in the Interest Rate
Swap Agreement) beginning with the Calculation Period immediately following
the
related Distribution Date is equal to the sum of (a) the one-month LIBOR rate
for each remaining Calculation Period made available at Bloomberg Financial
Markets, L.P. by taking the following steps: (1) typing in the following
keystrokes: fwcv <go>, us <go>, 3 <go>; (2) the Forwards shall
be set to β1-Moβ; (3) the Intervals shall be set to β1-Moβ; and (4) the Points
shall be set to equal the remaining term of the Interest Rate Swap Agreement
in
months and the Trustee shall click <go> (provided that the Depositor shall
notify the Trustee in writing of any changes to such keystrokes), (b) the
percentage equivalent of a fraction, the numerator of which is 5.00% and the
denominator of which is the initial number of Distribution Dates on which the
Trustee is entitled to receive payments under the Interest Rate Swap Agreement
(the βAdd-On Amountβ) and (c) the Add-On Amount for each previous period) and
the denominator of which is (II) the aggregate Certificate Principal Balance
of
the Class A Certificates and the Mezzanine Certificates on such Distribution
Date (after giving effect to all distributions on such Distribution
Date).
Β
βStartup
Dayβ: As defined in Section 9.01(b) hereof.
Β
βStated
Principal Balanceβ: With respect to any Mortgage Loan: (a) as of any date of
determination up to but not including the Distribution Date on which the
proceeds, if any, of a Liquidation Event with respect to such Mortgage Loan
would be distributed, the outstanding principal balance of such Mortgage Loan
as
of the Cut-off Date, as shown in the Mortgage Loan Schedule, minus the sum
of
(i) the principal portion of each Monthly Payment due on a Due Date subsequent
to the Cut-off Date, to the extent received from the Mortgagor or advanced
by
the Master Servicer and distributed pursuant to Section 4.01 on or before such
date of determination, (ii) all Principal Prepayments received after the Cut-off
Date, to the extent distributed pursuant to Section 4.01 on or before such
date
of determination, (iii) all Liquidation Proceeds and Insurance Proceeds to
the
extent distributed pursuant to Section 4.01 on or before such date of
determination, and (iv) any Realized Loss incurred with respect thereto as
a
result of a Deficient Valuation made during or prior to the Due Period for
the
most recent Distribution Date coinciding with or preceding such date of
determination; and (b) as of any date of determination coinciding with or
subsequent to the Distribution Date on which the proceeds, if any, of a
Liquidation Event with respect to such Mortgage Loan would be distributed,
zero.
With respect to any REO Property: (a) as of any date of determination up to
but
not including the Distribution Date on which the proceeds, if any, of a
Liquidation Event with respect to such REO Property would be distributed, an
amount (not less than zero) equal to the Stated Principal Balance of the related
Mortgage Loan as of the date on which such REO Property was acquired on behalf
of the Trust Fund, minus the aggregate amount of REO Principal Amortization
in
respect of such REO Property for all previously ended calendar months, to the
extent distributed pursuant to Section 4.01 on or before such date of
determination; and (b) as of any date of determination coinciding with or
subsequent to the Distribution Date on which the proceeds, if any, of a
Liquidation Event with respect to such REO Property would be distributed,
zero.
Β
βStepdown
Dateβ: The earlier to occur of (a) the Distribution Date on which the aggregate
Certificate Principal Balance of the Class A Certificates has been reduced
to
zero and (b) the later to occur of (i) the Distribution Date occurring in
July
2009
and
(ii)
the first Distribution Date on which the Senior Credit Enhancement Percentage
(calculated for this purpose only after taking into account payments of
principal on the Mortgage Loans and distribution of the Group I Principal
Distribution Amount and the Group II Principal Distribution Amount to the
Certificates then entitled to distributions of principal on such Distribution
Date) is equal to or greater than 40.80%.
Β
βSubsequent
Recoveriesβ: As of any Distribution Date, unexpected amounts received by the
Master Servicer (net of any related expenses permitted to be reimbursed pursuant
to Section 3.10) specifically related to a Mortgage Loan that was the subject
of
a liquidation or an REO Disposition prior to the related Prepayment Period
that
resulted in a Realized Loss.
Β
βSub-Servicerβ:
Any Person with which the Master Servicer has entered into a Sub-Servicing
Agreement and which meets the qualifications of a Sub-Servicer pursuant to
Section 3.02.
Β
βSub-Servicing
Accountβ: An account established by a Sub-Servicer which meets the requirements
set forth in Section 3.08 and is otherwise acceptable to the applicable Master
Servicer.
Β
βSub-Servicing
Agreementβ: The written contract between the Master Servicer and a Sub-Servicer
relating to servicing and administration of certain Mortgage Loans as provided
in Section 3.02.
Β
βSubstitution
Adjustmentβ: As defined in Section 2.03(d) hereof.
Β
βSupplemental
Interest Trustβ: As defined in Section 4.05(a).
Β
βSwap
Administration Agreementβ: As defined in Section 4.05(b).
Β
βSwap
Accountβ: The account or accounts created and maintained pursuant to Section
4.05. The Swap Account must be an Eligible Account.
Β
βSwap
Administratorβ: Xxxxx Fargo Bank, N.A., a national banking association, or its
successor in interest, or any successor Swap Administrator appointed pursuant
to
the Swap Administration Agreement.
Β
βSwap
Interest Shortfall Amountβ: Any shortfall of interest with respect to any Class
of Certificates resulting from the application of the Net WAC Rate due to a
discrepancy between the Uncertificated Notional Amount of the Class Swap-IO
Interest and the scheduled notional amount pursuant to the Swap Administration
Agreement.
Β
βSwap
LIBORβ: A per annum rate equal to the floating rate payable by the Swap Provider
under the Interest Rate Swap Agreement.
Β
βSwap
Providerβ: Barclays Bank PLC.
Β
βSwap
Provider Trigger Eventβ: A Swap Termination Payment that is triggered upon: (i)
an Event of Default under the Interest Rate Swap Agreement with respect to
which
the Swap Provider is a Defaulting Party (as defined in the Interest Rate Swap
Agreement), (ii) a Termination Event under the Interest Rate Swap Agreement
with
respect to which the Swap Provider is the sole Affected Party (as defined in
the
Interest Rate Swap Agreement) or (iii) an Additional Termination Event under
the
Interest Rate Swap Agreement with respect to which the Swap Provider is the
sole
Affected Party.
Β
βSwap
Termination Paymentβ: The payment due to either party under the Interest Rate
Swap Agreement upon the early termination of the Interest Rate Swap
Agreement.
Β
βTax
Matters Personβ: The tax matters person appointed pursuant to Section 9.01(e)
hereof.
Β
βTax
Prepayment Assumptionβ: The prepayment assumption provided by the Depositor and
as disclosed in the Prospectus Supplement.
Β
βTax
Returnsβ: The federal income tax return on Internal Revenue Service Form 1066,
U.S. Real Estate Mortgage Investment Conduit Income Tax Return, including
Schedule Q thereto, Quarterly Notice to Residual Interest Holders of the REMIC
Taxable Income or Net Loss Allocation, or any successor forms, to be filed
by
the Trustee on behalf of each REMIC, together with any and all other information
reports or returns that may be required to be furnished to the
Certificateholders or filed with the Internal Revenue Service or any other
governmental taxing authority under any applicable provisions of federal, state
or local tax laws.
Β
βTermination
Priceβ: As defined in Section 10.01(a) hereof.
Β
βTerminatorβ:
As defined in Section 10.01 hereof.
Β
βThree
Month Rolling Delinquency Percentageβ: With respect to the Mortgage Loans and
any Distribution Date, the average for the three most recent calendar months
of
the fraction, expressed as a percentage, the numerator of which is (x) the
sum
(without duplication) of the aggregate of the Stated Principal Balances of
all
Mortgage Loans that are (i) 60 or more days Delinquent, (ii) in bankruptcy
and
60 or more days Delinquent, (iii) in foreclosure and 60 or more days Delinquent
or (iv) REO Properties, and the denominator of which is (y) the sum of the
Stated Principal Balances of the Mortgage Loans, in the case of both (x) and
(y), as of the Close of Business on the last Business Day of each of the three
most recent calendar months.
Β
βTrigger
Eventβ: A Trigger Event is in effect with respect to any Distribution Date on or
after the Stepdown Date if:
Β
(a)Β the
Delinquency Percentage exceeds 39.22%
of the
Senior Credit Enhancement Percentage or
Β
(b)Β the
aggregate amount of Realized Losses incurred since the Cut-off Date through
the
last day of the related Due Period (after reduction for all Subsequent
Recoveries received from the Cut-off Date through the Prepayment Period) divided
by the aggregate principal balance of the Mortgage Loans as of the Cut-off
Date
exceeds the applicable percentages set forth below with respect to such
Distribution Date:
Β
Distribution
Date Occurring In
|
Percentage
|
July
2008 - June 2009
|
1.55%
for July 2008, plus 1/12 of 1.90% thereafter
|
July
2009 - June 2010
|
3.45%
for July 2009, plus 1/12 of 1.95% thereafter
|
July
2010 - June 2011
|
5.40%
for July 2010, plus 1/12 of 1.55% thereafter
|
July
2011 - June 2012
|
6.95%
for July 2011, plus 1/12 of 0.85% thereafter
|
July
2012 and thereafter
|
7.80%
|
βTrustβ:
Option One Mortgage Loan Trust 2006-2, the trust created hereunder.
Β
βTrust
Fundβ: All of the assets of the Trust, which the trust created hereunder
consisting of REMIC 1, REMIC 2, REMIC 3, REMIC 4, REMIC 5, REMIC 6, the Net
WAC
Rate Carryover Reserve Account, the Master Servicer Prepayment Charge Payment
Amounts, distributions made to the Trustee by the Swap Administrator under
the
Swap Administration Agreement and the Swap Account.
Β
βTrust
REMICβ: Each of REMIC 1, REMIC 2, REMIC 3, REMIC 4, REMIC 5 and REMIC
6.
Β
βTrusteeβ:
Xxxxx Fargo Bank, N.A., a national banking association, or any successor trustee
appointed as herein provided.
Β
βTrustee
Feeβ: The amount payable to the Trustee on each Distribution Date pursuant to
Section 8.05 as compensation for all services rendered by it in the execution
of
the trust hereby created and in the exercise and performance of any of the
powers and duties of the Trustee hereunder, which amount shall equal one twelfth
of the product of (i) the Trustee Fee Rate, multiplied by (ii) the aggregate
Stated Principal Balance of the Mortgage Loans and any REO Properties (after
giving effect to scheduled payments of principal due during the Due Period
relating to the previous Distribution Date, to the extent received or advanced)
as of the first day of the calendar month prior to the month of such
Distribution Date (or, in the case of the initial Distribution Date, as of
the
Cut-off Date).
Β
βTrustee
Fee Rateβ: 0.0030%
per annum.
Β
βUncertificated
Accrued Interestβ: With respect to each REMIC Regular Interest on each
Distribution Date, an amount equal to one month's interest at the related
Uncertificated Pass-Through Rate on the Uncertificated Principal Balance of
such
REMIC Regular Interest. In each case, Uncertificated Accrued Interest will
be
reduced by any Net Prepayment Interest Shortfalls and Relief Act Interest
Shortfalls (allocated to such REMIC Regular Interests based on their respective
entitlements to interest irrespective of any Net Prepayment Interest Shortfalls
and Relief Act Interest Shortfalls for such Distribution Date).
Β
βUncertificated
Notional Amountβ: With respect to REMIC 2 Regular Interest LTIO and each
Distribution Date listed below, the aggregate Uncertificated Principal Balance
of REMIC 1 Regular Interest I-1-A.
Β
With
respect to the Class SWAP-IO Interest and any Distribution Date, an amount
equal
to the Uncertificated Notional Amount of the REMIC 2 Regular Interest
LTIO.
Β
βUncertificated
Pass-Through Rateβ: The Uncertificated REMIC 1 Pass-Through Rate or
Uncertificated REMIC 2 Pass-Through Rate.
Β
βUncertificated
Principal Balanceβ: With respect to each REMIC Regular Interest (other than
REMIC 2 Regular Interest LTIO), the amount of such REMIC Regular Interest
outstanding as of any date of determination. As of the Closing Date, the
Uncertificated Principal Balance of each REMIC Regular Interest (other than
REMIC 2 Regular Interest LTIO) shall equal the amount set forth in the
Preliminary Statement hereto as its initial Uncertificated Principal Balance.
On
each Distribution Date, the Uncertificated Principal Balance of each REMIC
Regular Interest shall be reduced by all distributions of principal made on
such
REMIC Regular Interest on such Distribution Date pursuant to Section 4.08 and,
if and to the extent necessary and appropriate, shall be further reduced on
such
Distribution Date by Realized Losses as provided in Section 4.08, and the
Uncertificated Principal Balances of REMIC 2 Regular Interest LTZZ shall be
increased by interest deferrals as provided in Section 4.08. The Uncertificated
Principal Balance of each REMIC Regular Interest shall never be less than zero.
With respect to the Class C Interest, as of any date of determination, an amount
equal to the excess, if any, of (A) the then aggregate Uncertificated Principal
Balance of the REMIC 2 Regular Interest over (B) the then aggregate Certificate
Principal Balance of the Class A Certificates, Mezzanine Certificates and the
Class P Interest then outstanding.
Β
βUncertificated
REMIC 1 Pass-Through Rateβ: With respect to REMIC 1 Regular Interest I-1-A, a
per annum rate equal to the weighted average of the Expense Adjusted Net
Mortgage Rates of the Mortgage Loans multiplied by 2, subject to a maximum
rate
of 11.100%. With respect to REMIC 1 Regular Interest I-1-B, the greater of
(x) a
per annum rate equal to the excess, if any, of (i) 2 multiplied by the weighted
average of the Expense Adjusted Net Mortgage Rates of the Group I Mortgage
Loans
over (ii) 11.100% and (y) 0.00%.
Β
βUncertificated
REMIC 2 Pass-Through Rateβ: With respect to REMIC 2 Regular Interest LT-AA,
REMIC
2
Regular Interest LTIA1, REMIC 2 Regular Interest LTIIA1, REMIC 2 Regular
Interest LTIIA2, REMIC 2 Regular Interest LTIIA3, REMIC 2 Regular Interest
LTIIA4, REMIC 2 Regular Interest LTM1, REMIC 2 Regular Interest LTM2, REMIC
2
Regular Interest LTM3, REMIC 2 Regular Interest LTM4, REMIC 2 Regular Interest
LTM5, REMIC 2 Regular Interest LTM6, REMIC 2 Regular Interest LTM7, REMIC 2
Regular Interest LTM8, REMIC 2 Regular Interest LTM9, REMIC 2 Regular Interest
LTM10 and
REMIC
2 Regular Interest LT-ZZ and REMIC 2 Regular Interest LT-P, a
per
annum rate (but not less than zero) equal to the weighted average of (x) with
respect to REMIC 1 Regular Interest I-1-B, the Uncertificated REMIC 1
Pass-Through Rate for such REMIC 1 Regular Interest, weighted on the basis
of
the Uncertificated Principal Balance of such REMIC 1 Regular Interest for each
such Distribution Date and (y) with respect to REMIC I Regular Interest I-1-A,
for the first Distribution Date through the 60th
Distribution Date, 2 multiplied by Swap LIBOR, subject to a maximum rate of
Uncertificated REMIC I Pass-Through Rate, and thereafter the Uncertificated
REMIC I Pass-Through Rate.
Β
With
respect to REMIC 2 Regular Interest LTIO, and (a) the first Distribution Date
through the 60th
Distribution Date, the excess of (i) the Uncertificated REMIC 1 Pass-Through
Rates for REMIC 1 Regular Interest I-1-A, over (ii) 2 multiplied by Swap LIBOR,
and (c) thereafter 0.00%.
βUnderwritersβ:
Each of Banc of America Securities LLC, Greenwich Capital Markets, Inc.,
Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., Xxxxxx Brothers
Inc.,
Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and H&R Block
Financial Advisors, Inc.
Β
βUninsured
Causeβ: Any cause of damage to a Mortgaged Property such that the complete
restoration of such property is not fully reimbursable by the hazard insurance
policies required to be maintained pursuant to Section 3.14.
Β
βUnited
States Personβ or βU.S. Personβ: A citizen or resident of the United States, a
corporation, partnership (or other entity treated as a corporation or
partnership for United States federal income tax purposes) created or organized
in, or under the laws of, the United States, any state thereof, or the District
of Columbia (except in the case of a partnership, to the extent provided in
Treasury regulations) provided that, for purposes solely of the restrictions
on
the transfer of Residual Certificates, no partnership or other entity treated
as
a partnership for United States federal income tax purposes shall be treated
as
a United States Person unless all persons that own an interest in such
partnership either directly or through any entity that is not a corporation
for
United States federal income tax purposes are required by the applicable
operative agreement to be United States Persons, or an estate the income of
which from sources without the United States is includible in gross income
for
United States federal income tax purposes regardless of its connection with
the
conduct of a trade or business within the United States, or a trust if a court
within the United States is able to exercise primary supervision over the
administration of the trust and one or more United States persons have authority
to control all substantial decisions of the trust. The term βUnited Statesβ
shall have the meaning set forth in Section 7701 of the Code or successor
provisions.
Β
βUnpaid
Interest Shortfall Amountβ: With respect to the Class A Certificates and the
Mezzanine Certificates and (i) the first Distribution Date, zero, and (ii)
any
Distribution Date after the first Distribution Date, the amount, if any, by
which (a) the sum of (1) the Monthly Interest Distributable Amount for such
Class for the immediately preceding Distribution Date and (2) the outstanding
Unpaid Interest Shortfall Amount, if any, for such Class for such preceding
Distribution Date exceeds (b) the aggregate amount distributed on such Class
in
respect of interest pursuant to clause (a) of this definition on such preceding
Distribution Date, plus interest on the amount of interest due but not paid
on
the Certificates of such Class on such preceding Distribution Date, to the
extent permitted by law, at the Pass-Through Rate for such Class for the related
Accrual Period.
Β
βValueβ:
With respect to any Mortgage Loan, and the related Mortgaged Property, the
lesser of:
Β
Β |
(i)
|
the
lesser of (a) the value thereof as determined by an appraisal made
for the
originator of the Mortgage Loan at the time of origination of the
Mortgage
Loan by an appraiser who met the minimum requirements of Xxxxxx Xxx
and
Xxxxxxx Mac, and (b) the value thereof as determined by a review
appraisal
conducted by the Originator in the event any such review appraisal
determines an appraised value more than 10% lower than the value
thereof,
in the case of a Mortgaged Loan with a Loan-to-Value Ratio less than
or
equal to 80%, or more than 5% lower than the value thereof, in the
case of
a Mortgage Loan with a Loan-to-Value Ratio greater than 80%, as determined
by the appraisal referred to in clause (i)(a) above;
and
|
Β
Β |
(ii)
|
the
purchase price paid for the related Mortgaged Property by the Mortgagor
with the proceeds of the Mortgage Loan; provided, however, that in
the
case of a refinanced Mortgage Loan (which is a Mortgage Loan the
proceeds
of which were not used to purchase the related Mortgaged Property)
or a
Mortgage Loan originated in connection with a βlease option purchaseβ if
the βlease option purchase priceβ was set 12 months or more prior to
origination, such value of the Mortgaged Property is based solely
upon
clause (i) above.
|
Β
βVoting
Rightsβ: The portion of the voting rights of all of the Certificates which is
allocated to any Certificate. At all times the Class A Certificates, the
Mezzanine Certificates and the Class C Certificates shall have 98% of the Voting
Rights (allocated among the Holders of the Class A Certificates, the Mezzanine
Certificates and the Class C Certificates in proportion to the then outstanding
Certificate Principal Balances of their respective Certificates), the Class
P
Certificates shall have 1% of the Voting Rights and the Residual Certificates
shall have 1% of the Voting Rights. The Voting Rights allocated to any Class
of
Certificates (other than the Class P Certificates and the Residual Certificates)
shall be allocated among all Holders of each such Class in proportion to the
outstanding Certificate Principal Balance or Notional Amount of such
Certificates and the Voting Rights allocated to the Class P Certificates and
the
Residual Certificates shall be allocated among all Holders of each such Class
in
proportion to such Holders' respective Percentage Interest; provided,
however,
that
when none of the Regular Certificates are outstanding, 100% of the Voting Rights
shall be allocated among Holders of the Residual Certificates in accordance
with
such Holders' respective Percentage Interests in the Certificates of such
Class.
Β
SECTION 1.02.Β Β |
Accounting.
|
Β
Unless
otherwise specified herein, for the purpose of any definition or calculation,
whenever amounts are required to be netted, subtracted or added or any
distributions are taken into account such definition or calculation and any
related definitions or calculations shall be determined without duplication
of
such functions.
Β
SECTION 1.03.Β Β |
Allocation
of Certain Interest Shortfalls.
|
Β
For
purposes of calculating the amount of the Monthly Interest Distributable Amount
for each of the Class A Certificates, the Mezzanine Certificates and the Class
C
Certificates for any Distribution Date, (1) the aggregate amount of any Net
Prepayment Interest Shortfalls and any Relief Act Interest Shortfalls incurred
in respect of the Mortgage Loans for any Distribution Date shall be allocated
first, among the Class C Certificates on a pro
rata
basis
based on, and to the extent of, one month's interest at the then applicable
Pass-Through Rate on the Notional Amount of each such Certificate and,
thereafter, among the Class A Certificates and the Mezzanine Certificates,
on a
pro
rata
basis
based on, and to the extent of, one month's interest at the then applicable
respective Pass-Through Rate on the respective Certificate Principal Balance
of
each such Certificate and (2) the aggregate amount of any Realized Losses and
Net WAC Rate Carryover Amounts incurred for any Distribution Date shall be
allocated among the Class C Certificates on a pro
rata
basis
based on, and to the extent of, one month's interest at the then applicable
Pass-Through Rate on the Notional Amount of each such Certificate after the
allocation thereto in clause (1).
Β
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC 1 Regular Interests for any Distribution Date, the aggregate amount of
any
Prepayment Interest Shortfalls and any Relief Act Interest Shortfalls incurred
in respect of the Mortgage Loans for any Distribution Date shall be allocated
first, to the REMIC 1 Regular Interest I-1-B, based on, and to the extent of,
one monthβs interest at the then applicable Uncertificated REMIC 1 Pass-Through
Rate on the Uncertificated Principal Balance of such REMIC 1 Regular Interest,
and then, to REMIC 1 Regular Interest I-1-A, based on, and to the extent of,
one
monthβs interest at the then applicable Uncertificated REMIC 1 Pass-Through Rate
on the Uncertificated Principal Balance of such REMIC 1 Regular
Interest.
Β
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC 2 Regular Interests for any Distribution Date, the aggregate amount of
any
Prepayment Interest Shortfalls and any Relief Act Interest Shortfalls incurred
in respect of the Mortgage Loans for any Distribution Date shall be
allocated
among
REMIC 2 Regular Interest LTAA, REMIC 2 Regular Interest LTIA1, REMIC 2 Regular
Interest LTIIA1, REMIC 2 Regular Interest LTIIA2, REMIC 2 Regular Interest
LTIIA3, REMIC 2 Regular Interest LTIIA4, REMIC 2 Regular Interest LTM1, REMIC
2
Regular Interest LTM2, REMIC 2 Regular Interest LTM3, REMIC 2 Regular Interest
LTM4, REMIC 2 Regular Interest LTM5, REMIC 2 Regular Interest LTM6, REMIC 2
Regular Interest LTM7, REMIC 2 Regular Interest LTM8, REMIC 2 Regular Interest
LTM9, REMIC 2 Regular Interest LTM10 and REMIC 2 Regular Interest LTZZ,
pro
rata
based
on, and to the extent of, one month's interest at the then applicable respective
Uncertificated REMIC 2 Pass-Through Rate on the respective Uncertificated
Principal Balance of each such REMIC 2 Regular Interest.
Β
SECTION 1.04.Β Β |
Rights
of the NIMS Insurer.
|
Β
Each
of
the rights of the NIMS Insurer set forth in this Agreement shall exist so long
as (i) the NIMS Insurer has undertaken to guarantee certain payments of notes
issued pursuant to an Indenture and (ii) any series of notes issued pursuant
to
one or more Indentures remain outstanding or the NIMS Insurer is owed amounts
in
respect of its guarantee of payment on such notes; provided, however, the NIMS
Insurer shall not have any rights hereunder (except pursuant to Section 11.01
in
the case of clause (ii) below) so long as (i) the NIMS Insurer has not
undertaken to guarantee certain payments of notes issued pursuant to the
Indenture or (ii) any default has occurred and is continuing under the insurance
policy issued by the NIMS Insurer with respect to such notes.
Β
Β
ARTICLE
II
Β
CONVEYANCE
OF MORTGAGE LOANS;
ORIGINAL
ISSUANCE OF CERTIFICATES
Β
SECTION 2.01.Β Β |
Conveyance
of Mortgage Loans.
|
Β
The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse for the benefit of the Certificateholders all the right, title and
interest of the Depositor, including any security interest therein for the
benefit of the Depositor, in and to (i) each Mortgage Loan identified on the
Mortgage Loan Schedule, including the related Cut-off Date Principal Balance,
all interest accruing thereon on and after the Cut-off Date and all collections
in respect of interest and principal due after the Cut-off Date; (ii) property
which secured each such Mortgage Loan and which has been acquired by foreclosure
or deed in lieu of foreclosure; (iii) its interest in any insurance policies
(including the Pool Policy) in respect of the Mortgage Loans; (iv) the rights
of
the Depositor under the Mortgage Loan Purchase Agreement, (v) all other assets
included or to be included in the Trust Fund, (vi) payments made to the Trustee
by the Swap Administrator under the Swap Administration Agreement and the Swap
Account and (vii) all proceeds of any of the foregoing. Such assignment includes
all interest and principal due and collected by the Depositor or the Master
Servicer after the Cut-off Date with respect to the Mortgage Loans. On the
Closing Date, the Depositor will deposit the Closing Date Deposit Amount into
the Distribution Account.
Β
In
connection with such transfer and assignment, the Depositor, does hereby deliver
to, and deposit with the Trustee, or its designated agent (the βCustodianβ), the
following documents or instruments with respect to each Mortgage Loan so
transferred and assigned by the Originator, on behalf of the
Depositor:
Β
(i)Β Β the
original Mortgage Note, endorsed either (A) in blank, in which case the Trustee
shall cause the endorsement to be completed or (B) in the following form: βPay
to the order of Xxxxx Fargo Bank, N.A., as Trustee, without recourseβ, or with
respect to any lost Mortgage Note, an original Lost Note Affidavit stating
that
the original mortgage note was lost, misplaced or destroyed, together with
a
copy of the related mortgage note; provided,
however,
that
such substitutions of Lost Note Affidavits for original Mortgage Notes may
occur
only with respect to Mortgage Loans, the aggregate Cut-off Date Principal
Balance, as applicable, of which is less than or equal to 1.00% of the Pool
Balance as of the Cut-off Date;
Β
(ii)Β Β the
original Mortgage with evidence of recording thereon, and the original recorded
power of attorney, if the Mortgage was executed pursuant to a power of attorney,
with evidence of recording thereon;
Β
(iii)Β Β an
original Assignment. The Mortgage shall be assigned either (A) in blank or
(B)
to βXxxxx Fargo Bank, N.A., as Trustee, without recourseβ;
Β
(iv)Β Β an
original of any intervening assignment of Mortgage showing a complete chain
of
assignments;
Β
(v)Β Β the
original or a certified copy of lender's title insurance policy;
and
Β
(vi)Β Β the
original or copies of each assumption, modification, written assurance or
substitution agreement, if any.
Β
The
Trustee agrees to execute and deliver (or cause the Custodian to execute and
deliver) to the Depositor and the NIMS Insurer on or prior to the Closing Date
an acknowledgment of receipt of the original Mortgage Note (with any exceptions
noted), substantially in the form attached as Exhibit F-3 hereto.
Β
If
any of
the documents referred to in Section 2.01(ii), (iii) or (iv) above has as of
the
Closing Date been submitted for recording but either (x) has not been returned
from the applicable public recording office or (y) has been lost or such public
recording office has retained the original of such document, the obligations
of
the Depositor to deliver such documents shall be deemed to be satisfied upon
(1)
delivery to the Trustee or the Custodian no later than the Closing Date, of
a
copy of each such document certified by the Master Servicer, in its capacity
as
Originator, in the case of (x) above or the applicable public recording office
in the case of (y) above to be a true and complete copy of the original that
was
submitted for recording and (2) if such copy is certified by the Master
Servicer, in its capacity as Originator, delivery to the Trustee or the
Custodian, promptly upon receipt thereof of either the original or a copy of
such document certified by the applicable public recording office to be a true
and complete copy of the original. If the original lender's title insurance
policy, or a certified copy thereof, was not delivered pursuant to Section
2.01(v) above, the Master Servicer, in its capacity as Originator, shall deliver
or cause to be delivered to the Trustee or the Custodian, the original or a
copy
of a written commitment or interim binder or preliminary report of title issued
by the title insurance or escrow company or an original attorney's opinion
of
title, with the original or a certified copy thereof to be delivered to the
Trustee or the Custodian, promptly upon receipt thereof. The Master Servicer
or
the Depositor shall deliver or cause to be delivered to the Trustee or the
Custodian promptly upon receipt thereof any other documents constituting a
part
of a Mortgage File received with respect to any Mortgage Loan, including, but
not limited to, any original documents evidencing an assumption or modification
of any Mortgage Loan.
Β
Upon
discovery or receipt of notice of any materially defective document in, or
that
a document is missing from, a Mortgage File, the Master Servicer, in its
capacity as Originator, shall have 120 days to cure such defect or deliver
such
missing document to the Trustee or the Custodian. If the Originator does not
cure such defect or deliver such missing document within such time period,
the
Master Servicer, in its capacity as Originator, shall either repurchase or
substitute for such Mortgage Loan in accordance with Section 2.03.
Β
The
Depositor (at the expense of the Master Servicer, in its capacity as Originator)
shall cause the Assignments which were delivered in blank to be completed and
shall cause all Assignments referred to in Section 2.01(iii) hereof and, to
the
extent necessary, in Section 2.01(iv) hereof to be recorded. The Depositor
shall
be required to deliver such Assignments for recording within 90 days of the
Closing Date. Notwithstanding the foregoing, however, for administrative
convenience and facilitation of servicing and to reduce closing costs, the
Assignments of Mortgage shall not be required to be submitted for recording
(except with respect to any Mortgage Loan located in Maryland) unless the
Trustee and the Depositor receive notice that such failure to record would
result in a withdrawal or a downgrading by any Rating Agency of the rating
on
any Class of Certificates; provided,
however,
each
Assignment shall be submitted for recording by the Depositor in the manner
described above, at no expense to the Trust Fund or Trustee, upon the earliest
to occur of: (i) reasonable direction by Holders of Certificates entitled to
at
least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event
of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure
relating to the Master Servicer, (iv) the occurrence of a servicing transfer
as
described in Section 7.02 hereof, (v) if the Originator is not the Master
Servicer and with respect to any one Assignment the occurrence of a bankruptcy,
insolvency or foreclosure relating to the Mortgagor under the related Mortgage,
(vi) any Mortgage Loan that is 90 days or more Delinquent and such recordation
would be necessary to facilitate conversion of the Mortgaged Property in
accordance with Section 3.16 and (vii) reasonable direction by the NIMS Insurer.
Upon (a) receipt of written notice from the Trustee that recording of the
Assignments is required pursuant to one or more of the conditions (excluding
(v)
and (vi) above) set forth in the preceding sentence or (b) upon the occurrence
of condition (v) or (vi) in the preceding sentence, the Depositor shall be
required to deliver such Assignments for recording as provided above, promptly
and in any event within 30 days following receipt of such notice.
Notwithstanding the foregoing, if the Originator fails to pay the cost of
recording the Assignments, such expense will be paid by the Trustee and the
Trustee shall be reimbursed for such expenses by the Trust. To the extent not
previously delivered to the Trustee by the Depositor, the Depositor shall
furnish the Trustee, or its designated agent, with a copy of each Assignment
submitted for recording. In the event that any such Assignment is lost or
returned unrecorded because of a defect therein, the Depositor shall promptly
have a substitute Assignment prepared or have such defect cured, as the case
may
be, and thereafter cause each such Assignment to be duly recorded.
Β
The
Depositor herewith delivers to the Trustee an executed copy of the Mortgage
Loan
Purchase Agreement and the Pool Policy.
Β
The
Master Servicer shall forward to the Custodian original documents evidencing
an
assumption, modification, consolidation or extension of any Mortgage Loan
entered into in accordance with this Agreement within two weeks of their
execution; provided, however, that the Master Servicer shall provide the
Custodian with a certified true copy of any such document submitted for
recordation within two weeks of its execution, and shall provide the original
of
any document submitted for recordation or a copy of such document certified
by
the appropriate public recording office to be a true and complete copy of the
original within 365 days of its submission for recordation. In the event that
the Master Servicer cannot provide a copy of such document certified by the
public recording office within such 365 day period, an Officers' Certificate
of
the Master Servicer which shall (A) identify the recorded document, (B) state
that the recorded document has not been delivered to the Custodian due solely
to
a delay caused by the public recording office, (C) state the amount of time
generally required by the applicable recording office to record and return
a
document submitted for recordation, if known and (D) specify the date the
applicable recorded document is expected to be delivered to the Custodian,
and,
upon receipt of a copy of such document certified by the public recording
office, the Master Servicer shall immediately deliver such document to the
Custodian. In the event the appropriate public recording office will not certify
as to the accuracy of such document, the Master Servicer shall deliver a copy
of
such document certified by an officer of the Master Servicer to be a true and
complete copy of the original to the Custodian.
Β
The
parties hereto understand and agree that it is not intended that any mortgage
loan be included in the Trust that is a high-cost home loan as defined by the
HOEPA or any other applicable predatory or abusive lending laws.
Β
SECTION 2.02.Β Β |
Acceptance
by Trustee.
|
Β
Subject
to the provisions of Section 2.01 and subject to the review described below
and
any exceptions noted on the exception report described in the next paragraph
below, the Trustee acknowledges receipt of the documents referred to in Section
2.01 above and all other assets included in the definition of βTrust Fundβ and
declares that it holds and will hold such documents and the other documents
delivered to it constituting a Mortgage File, and that it holds or will hold
all
such assets and such other assets included in the definition of βTrust Fundβ in
trust for the exclusive use and benefit of all present and future
Certificateholders.
Β
The
Trustee agrees, for the benefit of the Certificateholders, to review, or that
it
has reviewed pursuant to Section 2.01 (or to cause the Custodian to review
or
that it has caused the Custodian to have reviewed) each Mortgage File on or
prior to the Closing Date, with respect to each Mortgage Loan (or, with respect
to any document delivered after the Startup Day, within 45 days of receipt
and
with respect to any Qualified Substitute Mortgage, within 45 days after the
assignment thereof). The Trustee further agrees, for the benefit of the
Certificateholders, to certify to the Depositor, the Master Servicer and the
NIMS Insurer in substantially the form attached hereto as Exhibit F-1, within
45
days after the Closing Date, with respect to each Mortgage Loan (or, with
respect to any document delivered after the Startup Day, within 45 days of
receipt and with respect to any Qualified Substitute Mortgage, within 45 days
after the assignment thereof) that, as to each Mortgage Loan listed in the
Mortgage Loan Schedule (other than any Mortgage Loan paid in full or any
Mortgage Loan specifically identified in the exception report annexed thereto
as
not being covered by such certification), (i) all documents required to be
delivered to it pursuant Section 2.01 of this Agreement are in its possession,
(ii) such documents have been reviewed by it and have not been mutilated,
damaged or torn and relate to such Mortgage Loan and (iii) based on its
examination and only as to the foregoing, the information set forth in the
Mortgage Loan Schedule that corresponds to items (1) and (2) of the Mortgage
Loan Schedule accurately reflects information set forth in the Mortgage File.
It
is herein acknowledged that, in conducting such review, the Trustee (or the
Custodian, as applicable) is under no duty or obligation to inspect, review
or
examine any such documents, instruments, certificates or other papers to
determine that they are genuine, enforceable, or appropriate for the represented
purpose or that they have actually been recorded or that they are other than
what they purport to be on their face.
Β
Prior
to
the first anniversary date of this Agreement the Trustee shall deliver (or
cause
the Custodian to deliver) to the Depositor, the Master Servicer and the NIMS
Insurer a final certification in the form annexed hereto as Exhibit F-2
evidencing the completeness of the Mortgage Files, with any applicable
exceptions noted thereon.
Β
If
in the
process of reviewing the Mortgage Files and making or preparing, as the case
may
be, the certifications referred to above, the Trustee (or the Custodian, as
applicable) finds any document or documents constituting a part of a Mortgage
File to be missing or defective in any material respect, at the conclusion
of
its review the Trustee shall so notify the Originator, the Depositor, the NIMS
Insurer and the Master Servicer. In addition, upon the discovery by the
Originator, the Depositor, the NIMS Insurer or the Master Servicer (or upon
receipt by the Trustee of written notification of such breach) of a breach
of
any of the representations and warranties made by the Originator in the Mortgage
Loan Purchase Agreement in respect of any Mortgage Loan which materially
adversely affects such Mortgage Loan or the interests of the related
Certificateholders in such Mortgage Loan, the party discovering such breach
shall give prompt written notice to the other parties to this
Agreement.
Β
The
Depositor and the Trustee intend that the assignment and transfer herein
contemplated constitute a sale of the Mortgage Loans, the related Mortgage
Notes
and the related documents, conveying good title thereto free and clear of any
liens and encumbrances, from the Depositor to the Trustee in trust for the
benefit of the Certificateholders and that such property not be part of the
Depositor's estate or property of the Depositor in the event of any insolvency
by the Depositor. In the event that such conveyance is deemed to be, or to
be
made as security for, a loan, the parties intend that the Depositor shall be
deemed to have granted and does hereby grant to the Trustee a first priority
perfected security interest in all of the Depositor's right, title and interest
in and to the Mortgage Loans, the related Mortgage Notes and the related
documents, and that this Agreement shall constitute a security agreement under
applicable law.
Β
SECTION 2.03.Β Β |
Repurchase
or Substitution of Mortgage Loans by the
Originator.
|
Β
(a)Β Β Upon
discovery or receipt of written notice of any materially defective document
in,
or that a document is missing from, a Mortgage File or of the breach by the
Originator of any representation, warranty or covenant under the Mortgage Loan
Purchase Agreement in respect of any Mortgage Loan which materially adversely
affects the value of such Mortgage Loan or the interest therein of the
Certificateholders, the Trustee shall promptly notify the Originator, the NIMS
Insurer and the Master Servicer of such defect, missing document or breach
and
request that the Originator deliver such missing document or cure such defect
or
breach within 120 days from the date the Originator was notified of such missing
document, defect or breach, and if the Originator does not deliver such missing
document or cure such defect or breach in all material respects during such
period, the Trustee shall enforce the Originator's obligation under the Mortgage
Loan Purchase Agreement and cause the Originator to repurchase such Mortgage
Loan from the Trust Fund at the Purchase Price on or prior to the Determination
Date following the expiration of such 120 day period (subject to Section
2.03(e)). The Purchase Price for the repurchased Mortgage Loan shall be
deposited in the Collection Account, and the Trustee, upon receipt of written
certification from the Master Servicer of such deposit, shall release to the
Originator the related Mortgage File and shall execute and deliver such
instruments of transfer or assignment, in each case without recourse, as the
Originator shall furnish to it and as shall be necessary to vest in the
Originator any Mortgage Loan released pursuant hereto and the Trustee shall
have
no further responsibility with regard to such Mortgage File (it being understood
that the Trustee shall have no responsibility for determining the sufficiency
of
such assignment for its intended purpose). In lieu of repurchasing any such
Mortgage Loan as provided above, the Originator may cause such Mortgage Loan
to
be removed from the Trust Fund (in which case it shall become a Deleted Mortgage
Loan) and substitute one or more Qualified Substitute Mortgage Loans in the
manner and subject to the limitations set forth in Section 2.03(d). It is
understood and agreed that the obligation of the Originator to cure or to
repurchase (or to substitute for) any Mortgage Loan as to which a document
is
missing, a material defect in a constituent document exists or as to which
such
a breach has occurred and is continuing shall constitute the sole remedy against
the Originator respecting such omission, defect or breach available to the
Trustee on behalf of the Certificateholders.
Β
(b)Β Β Within
90
days of the earlier of discovery by the Depositor or receipt of notice by the
Depositor of the breach of any representation, warranty or covenant of the
Depositor set forth in Section 2.06 which materially and adversely affects
the
interests of the Certificateholders in any Mortgage Loan, the Depositor shall
cure such breach in all material respects.
Β
(c)Β Β Within
90
days of the earlier of discovery by the Master Servicer or receipt of notice
by
the Master Servicer of the breach of any representation, warranty or covenant
of
the Master Servicer set forth in Section 2.05 which materially and adversely
affects the interests of the Certificateholders in any Mortgage Loan, the Master
Servicer shall cure such breach in all material respects.
Β
(d)Β Β Any
substitution of Qualified Substitute Mortgage Loans for Deleted Mortgage Loans
made pursuant to Section 2.03(a) must be effected prior to the last Business
Day
that is within two years after the Closing Date. As to any Deleted Mortgage
Loan
for which the Originator substitutes a Qualified Substitute Mortgage Loan or
Loans, such substitution shall be effected by the Originator delivering to
the
Trustee, for such Qualified Substitute Mortgage Loan or Loans, the Mortgage
Note, the Mortgage and the Assignment to the Trustee, and such other documents
and agreements, with all necessary endorsements thereon, as are required by
Section 2.01, together with an Officers' Certificate providing that each such
Qualified Substitute Mortgage Loan satisfies the definition thereof and
specifying the Substitution Adjustment (as described below), if any, in
connection with such substitution. The Trustee shall acknowledge receipt for
such Qualified Substitute Mortgage Loan or Loans and, within ten Business Days
thereafter, shall review such documents as specified in Section 2.02 and deliver
to the Master Servicer and the NIMS Insurer, with respect to such Qualified
Substitute Mortgage Loan or Loans, a certification substantially in the form
attached hereto as Exhibit F-1, with any applicable exceptions noted thereon.
Within one year of the date of substitution, the Trustee shall deliver to the
Master Servicer and the NIMS Insurer a certification substantially in the form
of Exhibit F-2 hereto with respect to such Qualified Substitute Mortgage Loan
or
Loans, with any applicable exceptions noted thereon. Monthly Payments due with
respect to Qualified Substitute Mortgage Loans in the month of substitution
are
not part of the Trust Fund and will be retained by the Originator. For the
month
of substitution, distributions to Certificateholders will reflect the
collections and recoveries in respect of such Deleted Mortgage Loan in the
Due
Period preceding the month of substitution and the Originator shall thereafter
be entitled to retain all amounts subsequently received in respect of such
Deleted Mortgage Loan. The Originator shall give or cause to be given written
notice to the Certificateholders and the NIMS Insurer that such substitution
has
taken place, shall amend the Mortgage Loan Schedule to reflect the removal
of
such Deleted Mortgage Loan from the terms of this Agreement and the substitution
of the Qualified Substitute Mortgage Loan or Loans and shall deliver a copy
of
such amended Mortgage Loan Schedule to the NIMS Insurer and the Trustee. Upon
such substitution by the Originator, such Qualified Substitute Mortgage Loan
or
Loans shall constitute part of the Mortgage Pool and shall be subject in all
respects to the terms of this Agreement and the Mortgage Loan Purchase
Agreement, including all applicable representations and warranties thereof
included in the Mortgage Loan Purchase Agreement as of the date of
substitution.
Β
For
any
month in which the Originator substitutes one or more Qualified Substitute
Mortgage Loans for one or more Deleted Mortgage Loans, the Master Servicer
will
determine the amount (the βSubstitution Adjustmentβ), if any, by which the
aggregate Purchase Price of all such Deleted Mortgage Loans exceeds the
aggregate, as to each such Qualified Substitute Mortgage Loan, of the principal
balance thereof as of the date of substitution, together with one month's
interest on such principal balance at the applicable Net Mortgage Rate. On
the
date of such substitution, the Originator will deliver or cause to be delivered
to the Master Servicer for deposit in the Collection Account an amount equal
to
the Substitution Adjustment, if any, and the Trustee, upon receipt of the
related Qualified Substitute Mortgage Loan or Loans and certification by the
Master Servicer of such deposit, shall release to the Originator the related
Mortgage File or Files and shall execute and deliver such instruments of
transfer or assignment, in each case without recourse, as the Originator shall
deliver to it and as shall be necessary to vest therein any Deleted Mortgage
Loan released pursuant hereto.
Β
In
addition, the Originator shall obtain at its own expense and deliver to the
Trustee and the NIMS Insurer an Opinion of Counsel to the effect that such
substitution will not cause (a) any federal tax to be imposed on the Trust
Fund,
including without limitation, any federal tax imposed on βprohibited
transactionsβ under Section 860F(a)(l) of the Code or on βcontributions after
the startup dateβ under Section 860G(d)(l) of the Code or (b) any REMIC to fail
to qualify as a REMIC at any time that any Certificate is outstanding. If such
Opinion of Counsel cannot be delivered, then such substitution may only be
effected at such time as the required Opinion of Counsel can be
given.
Β
Upon
discovery by the Originator, the Master Servicer, the NIMS Insurer or the
Trustee that any Mortgage Loan does not constitute a βqualified mortgageβ within
the meaning of Section 860G(a)(3) of the Code, the party discovering such fact
shall within two Business Days give written notice thereof to the other parties.
In connection therewith, the Originator or the Depositor, as the case may be,
shall repurchase or, subject to the limitations set forth in Section 2.03(d),
substitute one or more Qualified Substitute Mortgage Loans for the affected
Mortgage Loan within 90 days of the earlier of discovery or receipt of such
notice with respect to such affected Mortgage Loan. Such repurchase or
substitution shall be made (i) by the Originator if the affected Mortgage Loan's
status as a non-qualified mortgage is or results from a breach of any
representation, warranty or covenant made by the Originator under the Mortgage
Loan Purchase Agreement or (ii) the Depositor, if the affected Mortgage Loan's
status as a non-qualified mortgage is a breach of any representation or warranty
of the Depositor set forth in Section 2.06, or if its status as a non-qualified
mortgage is a breach of no representation or warranty. Any such repurchase
or
substitution shall be made in the same manner as set forth in Section 2.03(a),
if made by the Originator, or Section 2.03(b), if made by the Depositor. The
Trustee shall reconvey to the Depositor or the Originator, as the case may
be,
the Mortgage Loan to be released pursuant hereto in the same manner, and on
the
same terms and conditions, as it would a Mortgage Loan repurchased for breach
of
a representation or warranty.
Β
SECTION 2.04.Β Β |
Intentionally
Omitted.
|
Β
SECTION 2.05.Β Β |
Representations,
Warranties and Covenants of the Master
Servicer.
|
Β
The
Master Servicer hereby represents, warrants and covenants to the Trustee, for
the benefit of each of the Trustee and the Certificateholders and to the
Depositor that as of the Closing Date or as of such date specifically provided
herein:
Β
(i)Β Β The
Master Servicer is duly organized, validly existing, and in good standing under
the laws of the jurisdiction of its formation and has all licenses necessary
to
carry on its business as now being conducted and is licensed, qualified and
in
good standing in the states where the Mortgaged Property is located if the
laws
of such state require licensing or qualification in order to conduct business
of
the type conducted by the Master Servicer or to ensure the enforceability or
validity of each Mortgage Loan; the Master Servicer has the power and authority
to execute and deliver this Agreement and to perform in accordance herewith;
the
execution, delivery and performance of this Agreement (including all instruments
of transfer to be delivered pursuant to this Agreement) by the Master Servicer
and the consummation of the transactions contemplated hereby have been duly
and
validly authorized; this Agreement evidences the valid, binding and enforceable
obligation of the Master Servicer, subject to applicable bankruptcy, insolvency,
reorganization, moratorium or other similar laws affecting the enforcement
of
creditors' rights generally; and all requisite corporate action has been taken
by the Master Servicer to make this Agreement valid and binding upon the Master
Servicer in accordance with its terms;
Β
(ii)Β Β The
consummation of the transactions contemplated by this Agreement are in the
ordinary course of business of the Master Servicer and will not result in the
breach of any term or provision of the charter or by-laws of the Master Servicer
or result in the breach of any term or provision of, or conflict with or
constitute a default under or result in the acceleration of any obligation
under, any agreement, indenture or loan or credit agreement or other instrument
to which the Master Servicer or its property is subject, or result in the
violation of any law, rule, regulation, order, judgment or decree to which
the
Master Servicer or its property is subject;
Β
(iii)Β Β The
execution and delivery of this Agreement by the Master Servicer and the
performance and compliance with its obligations and covenants hereunder do
not
require the consent or approval of any governmental authority or, if such
consent or approval is required, it has been obtained;
Β
(iv)Β Β This
Agreement, and all documents and instruments contemplated hereby which are
executed and delivered by the Master Servicer, constitute and will constitute
valid, legal and binding obligations of the Master Servicer, enforceable in
accordance with their respective terms, except as the enforcement thereof may
be
limited by applicable bankruptcy laws and general principles of
equity;
Β
(v)Β Β [Reserved];
Β
(vi)Β Β The
Master Servicer does not believe, nor does it have any reason or cause to
believe, that it cannot perform each and every covenant contained in this
Agreement;
Β
(vii)Β Β There
is
no action, suit, proceeding or investigation pending or, to its knowledge,
threatened against the Master Servicer that, either individually or in the
aggregate, (A) may result in any change in the business, operations, financial
condition, properties or assets of the Master Servicer that might prohibit
or
materially and adversely affect the performance by such Master Servicer of
its
obligations under, or validity or enforceability of, this Agreement, or (B)
may
result in any material impairment of the right or ability of the Master Servicer
to carry on its business substantially as now conducted, or (C) may result
in
any material liability on the part of the Master Servicer, or (D) would draw
into question the validity or enforceability of this Agreement or of any action
taken or to be taken in connection with the obligations of the Master Servicer
contemplated herein, or (E) would otherwise be likely to impair materially
the
ability of the Master Servicer to perform under the terms of this
Agreement;
Β
(viii)Β Β Neither
this Agreement nor any information, certificate of an officer, statement
furnished in writing or report delivered to the Trustee by the Master Servicer
in connection with the transactions contemplated hereby contains any untrue
statement of a material fact;
Β
(ix)Β Β The
Master Servicer covenants that its computer and other systems used in servicing
the Mortgage Loans operate in a manner such that the Master Servicer can service
the Mortgage Loans in accordance with the terms of this Agreement;
Β
(x)Β Β The
information set forth in the Prepayment Charge Schedule (including the
Prepayment Charge Summary attached thereto) is complete, true and correct in
all
material respects on the date or dates when such information is furnished and
each Prepayment Charge is permissible and enforceable in accordance with its
terms (except to the extent that the enforceability thereof may be limited
by
bankruptcy, insolvency, moratorium, receivership and other similar laws
affecting creditor's rights generally or the collectability thereof may be
limited due to acceleration in connection with a foreclosure) under applicable
federal, state and local law;
Β
(xi)Β Β The
Master Servicer will not waive any Prepayment Charge unless it is waived in
accordance with the standard set forth in Section 3.01; and
Β
(xii)Β Β The
Master Servicer has accurately and fully reported, and will continue to
accurately and fully report, its borrower credit files to each of the credit
repositories in a timely manner.
Β
It
is
understood and agreed that the representations, warranties and covenants set
forth in this Section 2.05 shall survive delivery of the Mortgage Files to
the
Trustee and shall inure to the benefit of the Trustee, the Depositor and the
Certificateholders. Upon discovery by any of the Depositor, the NIMS Insurer,
the Master Servicer, the Originator or the Trustee of a breach of any of the
foregoing representations, warranties and covenants which materially and
adversely affects the value of any Mortgage Loan, Prepayment Charge or the
interests therein of the Certificateholders, the party discovering such breach
shall give prompt written notice (but in no event later than two Business Days
following such discovery) to the Master Servicer, the Originator, the NIMS
Insurer and the Trustee. Notwithstanding the foregoing, within 90 days of the
earlier of discovery by the Master Servicer or receipt of notice by the Master
Servicer of the breach of the representation or covenant of the Master Servicer
(in its capacity as Originator) set forth in Sections 2.05(x) or 2.05(xi) above
which materially and adversely affects the interests of the Holders of the
Class
P Certificates in any Prepayment Charge, the Master Servicer shall remedy such
breach as follows: (a) if the representation made by the Master Servicer (in
its
capacity as Originator) in Section 2.05(x) above is breached and a Principal
Prepayment has occurred in the applicable Prepayment Period or if a change
of
law subsequent to the Closing Date limits the enforceability of a Prepayment
Charge (other than in the circumstances provided in Section 2.05(x) above),
the
Master Servicer (in its capacity as Originator) must pay the amount of the
scheduled Prepayment Charge, for the benefit of the Holders of the Class P
Certificates, by depositing such amount into the Collection Account, net of
any
amount previously collected by the Master Servicer and paid by the Master
Servicer, for the benefit of the Holders of the Class P Certificates, in respect
of such Prepayment Charge; and (b) if any of the covenants made by the Master
Servicer in Section 2.05(xi) above is breached, the Master Servicer must pay
the
amount of such waived Prepayment Charge, for the benefit of the Holders of
the
Class P Certificates, by depositing such amount into the Collection Account.
The
foregoing shall not, however, limit any remedies available to the
Certificateholders, the Depositor or the Trustee on behalf of the
Certificateholders, pursuant to the Mortgage Loan Purchase Agreement signed
by
the Master Servicer in its capacity as Originator, respecting a breach of the
representations, warranties and covenants of the Master Servicer in its capacity
as Originator contained in the Mortgage Loan Purchase Agreement.
Β
SECTION 2.06.Β Β |
Representations
and Warranties of the Depositor.
|
Β
The
Depositor represents and warrants to the Trust and the Trustee on behalf of
the
Certificateholders as follows:
Β
(i)Β Β This
Agreement constitutes a legal, valid and binding obligation of the Depositor,
enforceable against the Depositor in accordance with its terms, except as
enforceability may be limited by applicable bankruptcy, insolvency,
reorganization, moratorium or other similar laws now or hereafter in effect
affecting the enforcement of creditors' rights in general and except as such
enforceability may be limited by general principles of equity (whether
considered in a proceeding at law or in equity);
Β
(ii)Β Β Immediately
prior to the sale and assignment by the Depositor to the Trustee on behalf
of
the Trust of each Mortgage Loan, the Depositor had good and marketable title
to
each Mortgage Loan (insofar as such title was conveyed to it by the Seller)
subject to no prior lien, claim, participation interest, mortgage, security
interest, pledge, charge or other encumbrance or other interest of any
nature;
Β
(iii)Β Β As
of the
Closing Date, the Depositor has transferred all right, title and interest in
the
Mortgage Loans to the Trustee on behalf of the Trust;
Β
(iv)Β Β The
Depositor has not transferred the Mortgage Loans to the Trustee on behalf of
the
Trust with any intent to hinder, delay or defraud any of its
creditors;
Β
(v)Β Β The
Depositor has been duly incorporated and is validly existing as a corporation
in
good standing under the laws of Delaware, with full corporate power and
authority to own its assets and conduct its business as presently being
conducted;
Β
(vi)Β Β The
Depositor is not in violation of its articles of incorporation or by-laws or
in
default in the performance or observance of any material obligation, agreement,
covenant or condition contained in any contract, indenture, mortgage, loan
agreement, note, lease or other instrument to which the Depositor is a party
or
by which it or its properties may be bound, which default might result in any
material adverse changes in the financial condition, earnings, affairs or
business of the Depositor or which might materially and adversely affect the
properties or assets, taken as a whole, of the Depositor;
Β
(vii)Β Β The
execution, delivery and performance of this Agreement by the Depositor, and
the
consummation of the transactions contemplated thereby, do not and will not
result in a material breach or violation of any of the terms or provisions
of,
or, to the knowledge of the Depositor, constitute a default under, any
indenture, mortgage, deed of trust, loan agreement or other agreement or
instrument to which the Depositor is a party or by which the Depositor is bound
or to which any of the property or assets of the Depositor is subject, nor
will
such actions result in any violation of the provisions of the articles of
incorporation or by-laws of the Depositor or, to the best of the Depositor's
knowledge without independent investigation, any statute or any order, rule
or
regulation of any court or governmental agency or body having jurisdiction
over
the Depositor or any of its properties or assets (except for such conflicts,
breaches, violations and defaults as would not have a material adverse effect
on
the ability of the Depositor to perform its obligations under this
Agreement);
Β
(viii)Β Β To
the
best of the Depositor's knowledge without any independent investigation, no
consent, approval, authorization, order, registration or qualification of or
with any court or governmental agency or body of the United States or any other
jurisdiction is required for the issuance of the Certificates, or the
consummation by the Depositor of the other transactions contemplated by this
Agreement, except such consents, approvals, authorizations, registrations or
qualifications as (a) may be required under State securities or Blue Sky laws,
(b) have been previously obtained or (c) the failure of which to obtain would
not have a material adverse effect on the performance by the Depositor of its
obligations under, or the validity or enforceability of, this Agreement;
and
Β
(ix)Β Β There
are
no actions, proceedings or investigations pending before or, to the Depositor's
knowledge, threatened by any court, administrative agency or other tribunal
to
which the Depositor is a party or of which any of its properties is the subject:
(a) which if determined adversely to the Depositor would have a material adverse
effect on the business, results of operations or financial condition of the
Depositor; (b) asserting the invalidity of this Agreement or the Certificates;
(c) seeking to prevent the issuance of the Certificates or the consummation
by
the Depositor of any of the transactions contemplated by this Agreement, as
the
case may be; or (d) which might materially and adversely affect the performance
by the Depositor of its obligations under, or the validity or enforceability
of,
this Agreement.
Β
SECTION 2.07.Β Β |
Issuance
of Certificates.
|
Β
The
Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery
to it of the Mortgage Files, subject to the provisions of Sections 2.01 and
2.02, together with the assignment to it of all other assets included in the
Trust Fund, receipt of which is hereby acknowledged. Concurrently with such
assignment and delivery and in exchange therefor, the Trustee, pursuant to
the
written request of the Depositor executed by an officer of the Depositor, has
executed, authenticated and delivered to or upon the order of the Depositor,
the
Certificates in authorized denominations. The interests evidenced by the
Certificates, constitute the entire beneficial ownership interest in the Trust
Fund.
Β
SECTION 2.08.Β Β |
[Reserved].
|
Β
SECTION 2.09.Β Β |
Conveyance
of REMIC Regular Interests and Acceptance of REMICΒ 2, REMIC 3, REMIC
4, REMIC 5 and REMIC 6 by the Trustee; Issuance of
Certificates.
|
Β
(a)Β Β The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the assets
described in the definition of REMIC 1 for the benefit of the holders of the
REMIC 1 Regular Interests (which are uncertificated) and the Class R
Certificates (in respect of the Class R-1 Interest). The Trustee acknowledges
receipt of the assets described in the definition of REMIC 1 and declares that
it holds and will hold the same in trust for the exclusive use and benefit
of
the holders of the REMIC 1 Regular Interests and the Class R Certificates (in
respect of the Class R-1 Interest). The interests evidenced by the Class R-1
Interest, together with the REMIC 1 Regular Interests, constitute the entire
beneficial ownership interest in REMIC 1.
Β
(b)Β Β The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the REMIC
1 Regular Interests for the benefit of the holders of the REMIC 2 Regular
Interests (which are uncertificated) and the Class R Certificates (in respect
of
the Class R-2 Interest). The Trustee acknowledges receipt of the REMIC 1 Regular
Interests and declares that it holds and will hold the same in trust for the
exclusive use and benefit of the holders of the REMIC 2 Regular Interests and
the Class R Certificates (in respect of the Class R-2 Interest). The interests
evidenced by the Class R-2 Interest, together with the REMIC 2 Regular
Interests, constitute the entire beneficial ownership interest in REMIC
2.
Β
(c)Β Β The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the REMIC
2 Regular Interests (which are uncertificated) for the benefit of the Holders
of
the REMIC 3 Regular Interests and the Class R Certificates (in respect of the
Class R-3 Interest). The Trustee acknowledges receipt of the REMIC 2 Regular
Interests and declares that it holds and will hold the same in trust for the
exclusive use and benefit of the Holders of the REMIC 3 Regular Certificates,
the Class C Interest, Class P Interest and Class SWAP-IO Interest and the Class
R Certificates (in respect of the Class R-3 Interest). The interests evidenced
by the Class R-3 Interest, together with the REMIC 3 Regular Certificates,
the
Class C Interest, Class P Interest and Class SWAP-IO Interest, constitute the
entire beneficial ownership interest in REMIC 3.
Β
(d)Β Β The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
C Interest (which is uncertificated) for the benefit of the Holders of the
Class
C Certificates and the Class R-X Certificates (in respect of the Class R-4
Interest). The Trustee acknowledges receipt of the Class C Interest and declares
that it holds and will hold the same in trust for the exclusive use and benefit
of the Holders of the Class C Certificates and the Class R-X Certificates (in
respect of the Class R-4 Interest). The interests evidenced by the Class R-4
Interest, together with the Class C Certificates, constitute the entire
beneficial ownership interest in REMIC 4.
Β
(e)Β Β
The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
P Interest (which is uncertificated) for the benefit of the Holders of the
Class
P Certificates and the Class R-X Certificates (in respect of the Class R-5
Interest). The Trustee acknowledges receipt of the Class P Interest and declares
that it holds and will hold the same in trust for the exclusive use and benefit
of the Holders of the Class P Certificates and the Class R-X Certificates (in
respect of the Class R-5 Interest). The interests evidenced by the Class R-5
Interest, together with the Class P Certificates, constitute the entire
beneficial ownership interest in REMIC 5.
Β
(f)Β Β The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
SWAP-IO Interest (which is uncertificated) for the benefit of the Holders of
REMIC 6 Regular Interest SWAP-IO and the Class R-X Certificates (in respect
of
the Class R-6 Interest). The Trustee acknowledges receipt of the Class SWAP-IO
Interest and declares that it holds and will hold the same in trust for the
exclusive use and benefit of the Holders of REMIC 6 Regular Interest SWAP-IO
and
the Class R-X Certificates (in respect of the Class R-6 Interest). The interests
evidenced by the Class R-6 Interest, together with REMIC 6 Regular Interest
SWAP-IO, constitute the entire beneficial ownership interest in REMIC
6.
Β
(g)Β Β Concurrently
with (i) the assignment and delivery to the Trustee of REMIC 1 and the
acceptance by the Trustee thereof, pursuant to Section 2.01 and Section 2.02,
(ii) the assignment and delivery to the Trustee of REMIC 2 (including the
Residual Interest therein represented by the Class R-2 Interest) and the
acceptance by the Trustee thereof, pursuant to Section 2.07 and (iii) the
assignment and delivery to the Trustee of REMIC 3 (including the Residual
Interest therein represented by the Class R-3 Interest), and the acceptance
by
the Trustee thereof, pursuant to Section 2.07(c), (iv) the assignment and
delivery to the Trustee of REMIC 4 (including the Residual Interest therein
represented by the Class R-4 Interest) and the acceptance by the Trustee
thereof, pursuant to Section 2.07(d), (v) the assignment and delivery to the
Trustee of REMIC 5 (including the Residual Interest therein represented by
the
Class R-5 Interest) and the acceptance by the Trustee thereof, pursuant to
Section 2.07(e) and (vi) the assignment and delivery to the Trustee of REMIC
6
(including the Residual Interest therein represented by the Class R-6 Interest)
and the acceptance by the Trustee thereof, pursuant to Section 2.07(f), the
Trustee, pursuant to the written request of the Depositor executed by an officer
of the Depositor, has executed, authenticated and delivered to or upon the
order
of the Depositor, (A) the Class R Certificates in authorized denominations
evidencing the Class R-1 Interest, the Class R-2 Interest and the Class R-3
Interest and (B) the Class R-X Certificates in authorized denominations
evidencing the Class R-4 Interest, the Class R-5 Interest and the Class R-6
Interest.
Β
SECTION 2.10.Β Β |
Negative
Covenants of the Trustee and the Master
Servicer.
|
Β
Except
as
otherwise expressly permitted by this Agreement, the Trustee and the Master
Servicer shall not cause the Trust Fund to:
Β
(i)Β Β sell,
transfer, exchange or otherwise dispose of any of the assets of the Trust
Fund;
Β
(ii)Β Β dissolve
or liquidate the Trust Fund in whole or in part;
Β
(iii)Β Β engage,
directly or indirectly, in any business other than that arising out of the
issue
of the Certificates, and the actions contemplated or required to be performed
under this Agreement;
Β
(iv)Β Β incur,
create or assume any indebtedness for borrowed money;
Β
(v)Β Β voluntarily
file a petition for bankruptcy, reorganization, assignment for the benefit
of
creditors or similar proceeding; or
Β
(vi)Β Β merge,
convert or consolidate with any other Person.
Β
Β
ARTICLE
III
Β
ADMINISTRATION
AND SERVICING
OF
THE
MORTGAGE LOANS
Β
SECTION 3.01.Β Β |
Master
Servicer to Act as Master Servicer.
|
Β
The
Master Servicer shall service and administer the Mortgage Loans on behalf of
the
Trust and in the best interests of and for the benefit of the Certificateholders
(as determined by the Master Servicer in its reasonable judgment) in accordance
with the terms of this Agreement and the Mortgage Loans and, to the extent
consistent with such terms, in the same manner in which it services and
administers similar mortgage loans for its own portfolio, giving due
consideration to customary and usual standards of practice of mortgage lenders
and loan servicers administering similar mortgage loans but without regard
to:
Β
(A)Β Β any
relationship that the Master Servicer, any Sub-Servicer or any Affiliate of
the
Master Servicer or any Sub-Servicer may have with the related
Mortgagor;
Β
(B)Β Β the
ownership or non-ownership of any Certificate by the Master Servicer or any
Affiliate of the Master Servicer;
Β
(C)Β Β the
Master Servicer's obligation to make Advances or Servicing Advances;
or
Β
(D)Β Β the
Master Servicer's or any Sub-Servicer's right to receive compensation for its
services hereunder or with respect to any particular transaction.
Β
To
the
extent consistent with the foregoing, the Master Servicer (a) shall seek the
timely and complete recovery of principal and interest on the Mortgage Notes
and
(b) shall waive (or permit a Sub-Servicer to waive) a Prepayment Charge only
under the following circumstances: (i) such waiver is standard and customary
in
servicing similar Mortgage Loans and (ii) either (A) such waiver relates to
a
default or a reasonably foreseeable default and would, in the reasonable
judgment of the Master Servicer, maximize recovery of total proceeds taking
into
account the value of such Prepayment Charge and the related Mortgage Loan or
(B)
such waiver is made in connection with a refinancing of the related Mortgage
Loan unrelated to a default or a reasonably foreseeable default where (x) the
related Mortgagor has stated to the Master Servicer or an applicable
Sub-Servicer an intention to refinance the related Mortgage Loan and (y) the
Master Servicer has concluded in its reasonable judgment that the waiver of
such
Prepayment Charge would induce such mortgagor to refinance with the Master
Servicer; provided, however, that the Master Servicer shall waive no more than
5.00% of the Prepayment Charges (by number of Prepayment Charges) set forth
on
the Prepayment Charge Schedule in accordance with clause (ii)(B) above. If
a
Prepayment Charge is waived as permitted by meeting the standards described
in
clauses (i) and (ii)(B) above, then the Master Servicer is required to pay
the
amount of such waived Prepayment Charge, for the benefit of the Holders of
the
Class P Certificates, by depositing such amount into the Collection Account
together with and at the time that the amount prepaid on the related Mortgage
Loan is required to be deposited into the Collection Account. Notwithstanding
any other provisions of this Agreement, any payments made by the Master Servicer
in respect of any waived Prepayment Charges pursuant to clauses (i) and (ii)(B)
above shall be deemed to be paid outside of the Trust Fund. Subject only to
the
above-described servicing standards and the terms of this Agreement and of
the
Mortgage Loans, the Master Servicer shall have full power and authority, acting
alone or through Sub-Servicers as provided in Section 3.02, to do or cause
to be
done any and all things in connection with such servicing and administration
which it may deem necessary or desirable. Without limiting the generality of
the
foregoing, the Master Servicer in its own name or in the name of a Sub-Servicer
is hereby authorized and empowered by the Trustee when the Master Servicer
believes it appropriate in its best judgment in accordance with the servicing
standards set forth above, to execute and deliver, on behalf of the
Certificateholders and the Trustee, and upon notice to the Trustee, any and
all
instruments of satisfaction or cancellation, or of partial or full release
or
discharge, and all other comparable instruments, with respect to the Mortgage
Loans and the Mortgaged Properties and to institute foreclosure proceedings
or
obtain a deed-in-lieu of foreclosure so as to convert the ownership of such
properties, and to hold or cause to be held title to such properties, on behalf
of the Trustee and Certificateholders. The Master Servicer shall service and
administer the Mortgage Loans in accordance with applicable state and federal
law and shall provide to the Mortgagors any reports required to be provided
to
them thereby. The Master Servicer shall also comply in the performance of this
Agreement with all reasonable rules and requirements of each insurer under
any
standard hazard insurance policy. Subject to Section 3.17, within 15 days of
the
Closing Date, the Trustee shall execute, at the written request of the Master
Servicer, and furnish to the Master Servicer and any Sub-Servicer any special
or
limited powers of attorney for each county in which a Mortgaged Property is
located and other documents necessary or appropriate to enable the Master
Servicer or any Sub-Servicer to carry out their servicing and administrative
duties hereunder; provided,
such
limited powers of attorney or other documents shall be prepared by the Master
Servicer and submitted to the Trustee for execution. The Trustee shall not
be
liable for the actions of the Master Servicer or any Sub-Servicers under such
powers of attorney.
Β
Subject
to Section 3.09 hereof, in accordance with the standards of the preceding
paragraph, the Master Servicer shall advance or cause to be advanced funds
as
necessary for the purpose of effecting the payment of taxes and assessments
on
the Mortgaged Properties, which advances shall be Servicing Advances
reimbursable in the first instance from related collections from the Mortgagors
pursuant to Section 3.09, and further as provided in Section 3.11. Any cost
incurred by the Master Servicer or by Sub-Servicers in effecting the payment
of
taxes and assessments on a Mortgaged Property shall not, for the purpose of
calculating distributions to Certificateholders, be added to the unpaid
principal balance of the related Mortgage Loan, notwithstanding that the terms
of such Mortgage Loan so permit.
Β
Notwithstanding
anything in this Agreement to the contrary, the Master Servicer may not make
any
future advances with respect to a Mortgage Loan (except as provided in Section
4.04) and the Master Servicer shall not (i) permit any modification with respect
to any Mortgage Loan that would change the Mortgage Rate, reduce or increase
the
Principal Balance (except for reductions resulting from actual payments of
principal) or change the final maturity date on such Mortgage Loan (unless,
as
provided in Section 3.07, the Mortgagor is in default with respect to the
Mortgage Loan or such default is, in the judgment of the Master Servicer,
reasonably foreseeable) or (ii) permit any modification, waiver or amendment
of
any term of any Mortgage Loan that would both (A) effect an exchange or
reissuance of such Mortgage Loan under Section 1001 of the Code (or Treasury
regulations promulgated thereunder) and (B) cause any REMIC created hereunder
to
fail to qualify as a REMIC under the Code or the imposition of any tax on
βprohibited transactionsβ or βcontributions after the startup dateβ under the
REMIC Provisions.
Β
SECTION 3.02.Β Β |
Sub-Servicing
Agreements Between Master Servicer and
Sub-Servicers.
|
Β
(a)Β Β The
Master Servicer may enter into Sub-Servicing Agreements with Sub-Servicers
for
the servicing and administration of the Mortgage Loans; provided,
however,
that
(i) such agreements would not result in a withdrawal or a downgrading by any
Rating Agency of the rating on any Class of Certificates and (ii) the NIMS
Insurer shall have consented to such Sub-Servicing Agreement. The Trustee is
hereby authorized to acknowledge, at the request of the Master Servicer, any
Sub-Servicing Agreement that meets the requirements applicable to Sub-Servicing
Agreements set forth in this Agreement and that is otherwise permitted under
this Agreement.
Β
Each
Sub-Servicer shall be (i) authorized to transact business in the state or states
where the related Mortgaged Properties it is to service are situated, if and
to
the extent required by applicable law to enable the Sub-Servicer to perform
its
obligations hereunder and under the Sub-Servicing Agreement and (ii) a Xxxxxxx
Mac or Xxxxxx Mae approved mortgage servicer. Each Sub-Servicing Agreement
must
impose on the Sub-Servicer requirements conforming to the provisions set forth
in Section 3.08 and provide for servicing of the Mortgage Loans consistent
with
the terms of this Agreement. The Master Servicer will examine each Sub-Servicing
Agreement and will be familiar with the terms thereof. The terms of any
Sub-Servicing Agreement will not be inconsistent with any of the provisions
of
this Agreement. The Master Servicer and the Sub-Servicers may enter into and
make amendments to the Sub-Servicing Agreements or enter into different forms
of
Sub-Servicing Agreements; provided,
however,
that
any such amendments or different forms shall be consistent with and not violate
the provisions of this Agreement, and that no such amendment or different form
shall be made or entered into which could be reasonably expected to be
materially adverse to the interests of the Certificateholders without the
consent of the Holders of Certificates entitled to at least 66% of the Voting
Rights; provided,
further,
that
the consent of the Holders of Certificates entitled to at least 66% of the
Voting Rights shall not be required (i) to cure any ambiguity or defect in
a
Sub-Servicing Agreement, (ii) to correct, modify or supplement any provisions
of
a Sub-Servicing Agreement, or (iii) to make any other provisions with respect
to
matters or questions arising under a Sub-Servicing Agreement, which, in each
case, shall not be inconsistent with the provisions of this Agreement. Any
variation without the consent of the Holders of Certificates entitled to at
least 66% of the Voting Rights from the provisions set forth in Section 3.08
relating to insurance or priority requirements of Sub-Servicing Accounts, or
credits and charges to the Sub-Servicing Accounts or the timing and amount
of
remittances by the Sub-Servicers to the Master Servicer, are conclusively deemed
to be inconsistent with this Agreement and therefore prohibited. The Master
Servicer shall deliver to the NIMS Insurer and the Trustee copies of all
Sub-Servicing Agreements, and any amendments or modifications thereof, promptly
upon the Master Servicer's execution and delivery of such
instruments.
Β
(b)Β Β As
part
of its servicing activities hereunder, the Master Servicer, for the benefit
of
the Trustee and the Certificateholders, shall enforce the obligations of each
Sub-Servicer under the related Sub-Servicing Agreement and of the Originator
under the Mortgage Loan Purchase Agreement, including, without limitation,
any
obligation to make advances in respect of delinquent payments as required by
a
Sub-Servicing Agreement, or to purchase a Mortgage Loan on account of missing
or
defective documentation or on account of a breach of a representation, warranty
or covenant, as described in Section 2.03(a). Such enforcement, including,
without limitation, the legal prosecution of claims, termination of
Sub-Servicing Agreements, and the pursuit of other appropriate remedies, shall
be in such form and carried out to such an extent and at such time as the Master
Servicer, in its good faith business judgment, would require were it the owner
of the related Mortgage Loans. The Master Servicer shall pay the costs of such
enforcement at its own expense, and shall be reimbursed therefor only (i) from
a
general recovery resulting from such enforcement, to the extent, if any, that
such recovery exceeds all amounts due in respect of the related Mortgage Loans,
or (ii) from a specific recovery of costs, expenses or attorneys' fees against
the party against whom such enforcement is directed. Enforcement of the Mortgage
Loan Purchase Agreement against the Originator shall be effected by the Master
Servicer to the extent it is not the Originator, and otherwise by the Trustee
in
accordance with the foregoing provisions of this paragraph.
Β
SECTION 3.03.Β Β |
Successor
Sub-Servicers.
|
Β
The
Master Servicer, with the consent of the NIMS Insurer, shall be entitled to
terminate any Sub-Servicing Agreement and the rights and obligations of any
Sub-Servicer pursuant to any Sub-Servicing Agreement in accordance with the
terms and conditions of such Sub-Servicing Agreement. In the event of
termination of any Sub-Servicer, all servicing obligations of such Sub-Servicer
shall be assumed simultaneously by the Master Servicer without any act or deed
on the part of such Sub-Servicer or the Master Servicer, and the Master Servicer
either shall service directly the related Mortgage Loans or shall enter into
a
Sub-Servicing Agreement with a successor Sub-Servicer which qualifies under
Section 3.02.
Β
Any
Sub-Servicing Agreement shall include the provision that such agreement may
be
immediately terminated by the Master Servicer or the Trustee (if the Trustee
is
acting as Master Servicer) without fee, in accordance with the terms of this
Agreement, in the event that the Master Servicer (or the Trustee, if such party
is then acting as Master Servicer) shall, for any reason, no longer be the
Master Servicer (including termination due to a Master Servicer Event of
Termination).
Β
SECTION 3.04.Β Β |
Liability
of the Master Servicer.
|
Β
Notwithstanding
any Sub-Servicing Agreement or the provisions of this Agreement relating to
agreements or arrangements between the Master Servicer and a Sub-Servicer or
reference to actions taken through a Sub-Servicer or otherwise, the Master
Servicer shall remain obligated and primarily liable to the Trustee and the
Certificateholders for the servicing and administering of the Mortgage Loans
in
accordance with the provisions of Section 3.01 without diminution of such
obligation or liability by virtue of such Sub-Servicing Agreements or
arrangements or by virtue of indemnification from the Sub-Servicer and to the
same extent and under the same terms and conditions as if the Master Servicer
alone were servicing and administering the Mortgage Loans. The Master Servicer
shall be entitled to enter into any agreement with a Sub-Servicer for
indemnification of the Master Servicer by such Sub-Servicer and nothing
contained in this Agreement shall be deemed to limit or modify such
indemnification.
Β
SECTION 3.05.Β Β |
No
Contractual Relationship Between Sub-Servicers and the NIMS Insurer,
the
Trustee or Certificateholders.
|
Β
Any
Sub-Servicing Agreement that may be entered into and any transactions or
services relating to the Mortgage Loans involving a Sub-Servicer in its capacity
as such shall be deemed to be between the Sub-Servicer and the Master Servicer
alone, and the NIMS Insurer, the Trustee or Certificateholders shall not be
deemed parties thereto and shall have no claims, rights, obligations, duties
or
liabilities with respect to the Sub-Servicer except as set forth in Section
3.06. The Master Servicer shall be solely liable for all fees owed by it to
any
Sub-Servicer, irrespective of whether the Master Servicer's compensation
pursuant to this Agreement is sufficient to pay such fees.
Β
SECTION 3.06.Β Β |
Assumption
or Termination of Sub-Servicing Agreements by
Trustee.
|
Β
In
the
event the Master Servicer shall for any reason no longer be the servicer
(including by reason of the occurrence of a Master Servicer Event of
Termination), the Trustee shall thereupon assume all of the rights and
obligations of the Master Servicer under each Sub-Servicing Agreement that
the
Master Servicer may have entered into, unless the Trustee elects to terminate
any Sub-Servicing Agreement in accordance with its terms as provided in Section
3.03. Upon such assumption, the Trustee (or the successor servicer appointed
pursuant to Section 7.02) shall be deemed, subject to Section 3.03, to have
assumed all of the departing Master Servicer's interest therein and to have
replaced the departing Master Servicer as a party to each Sub-Servicing
Agreement to the same extent as if each Sub-Servicing Agreement had been
assigned to the assuming party, except that (i) the departing Master Servicer
shall not thereby be relieved of any liability or obligations under any
Sub-Servicing Agreement that arose before it ceased to be the Master Servicer
and (ii) neither the Trustee nor any successor Master Servicer shall be deemed
to have assumed any liability or obligation of the Master Servicer that arose
before it ceased to be the Master Servicer.
Β
The
Master Servicer at its expense shall, upon request of Trustee, deliver to the
assuming party all documents and records relating to each Sub-Servicing
Agreement and the Mortgage Loans then being serviced and an accounting of
amounts collected and held by or on behalf of it, and otherwise use its best
efforts to effect the orderly and efficient transfer of the Sub-Servicing
Agreements to the assuming party. All Servicing Transfer Costs shall be paid
by
the predecessor Master Servicer upon presentation of reasonable documentation
of
such costs, and if such predecessor Master Servicer defaults in its obligation
to pay such costs, such costs shall be paid by the successor Master Servicer
or
the Trustee (in which case the successor Master Servicer or the Trustee, as
applicable, shall be entitled to reimbursement therefor from the assets of
the
Trust).
Β
SECTION 3.07.Β Β |
Collection
of Certain Mortgage Loan Payments.
|
Β
The
Master Servicer shall make reasonable efforts to collect all payments called
for
under the terms and provisions of the Mortgage Loans, and shall, to the extent
such procedures shall be consistent with this Agreement and the terms and
provisions of any applicable insurance policies (including the Pool Policy),
follow such collection procedures as it would follow with respect to mortgage
loans comparable to the Mortgage Loans and held for its own account. Consistent
with the foregoing, the Master Servicer may in its discretion (i) waive any
late
payment charge or, if applicable, any penalty interest, or (ii) extend the
due
dates for the Monthly Payments due on a Mortgage Note for a period of not
greater than 180 days; provided,
however,
that
any extension pursuant to clause (ii) above shall not affect the amortization
schedule of any Mortgage Loan for purposes of any computation hereunder, except
as provided below. In the event of any such arrangement pursuant to clause
(ii)
above, the Master Servicer shall make timely Advances on such Mortgage Loan
during such extension pursuant to Section 4.04 and in accordance with the
amortization schedule of such Mortgage Loan without modification thereof by
reason of such arrangement.
Β
Notwithstanding
the foregoing, in the event that any Mortgage Loan is in default or, in the
judgment of the Master Servicer, such default is reasonably foreseeable, the
Master Servicer, consistent with the standards set forth in Section 3.01, may
also waive, modify or vary any term of such Mortgage Loan (including
modifications that would change the Mortgage Rate, forgive the payment of
principal or interest, capitalize the interest portion of past due Monthly
Payments and outstanding Servicing Advances, or extend the final maturity date
of such Mortgage Loan), accept payment from the related Mortgagor of an amount
less than the Stated Principal Balance in final satisfaction of such Mortgage
Loan, or consent to the postponement of strict compliance with any such term
or
otherwise grant indulgence to any Mortgagor (any and all such waivers,
modifications, variances, forgiveness of principal or interest, postponements,
or indulgences collectively referred to herein as βforbearanceβ), provided,
however,
that in
no event shall the Master Servicer grant any such forbearance (other than as
permitted by the second sentence of this Section) with respect to any one
Mortgage Loan more than once in any 12 month period or more than three times
over the life of such Mortgage Loan, provided,
further,
that in
determining which course of action permitted by this sentence it shall pursue,
the Master Servicer shall adhere to the Loss Mitigation Procedures and
provided,
further,
that
the NIMS Insurer's prior written consent shall be required for any modification,
waiver or amendment if the aggregate number of outstanding Mortgage Loans which
have been modified, waived or amended exceeds 5% of the number of Mortgage
Loans
as of the Cut-off Date. The Master Servicer's analysis supporting any
forbearance and the conclusion that any forbearance meets the standards of
Section 3.01 and the Loss Mitigation Procedures shall be reflected in writing
in
the Mortgage File.
Β
SECTION 3.08.Β Β |
Sub-Servicing
Accounts.
|
Β
In
those
cases where a Sub-Servicer is servicing a Mortgage Loan pursuant to a
Sub-Servicing Agreement, the Sub-Servicer will be required to establish and
maintain one or more accounts (collectively, the βSub-Servicing Accountβ). The
Sub-Servicing Account shall be an Eligible Account and shall comply with all
requirements of this Agreement relating to the Collection Account. The
Sub-Servicer shall deposit in the clearing account in which it customarily
deposits payments and collections on mortgage loans in connection with its
mortgage loan servicing activities on a daily basis, and in no event more than
one Business Day after the Sub-Servicer's receipt thereof, all proceeds of
Mortgage Loans received by the Sub-Servicer less its servicing compensation
to
the extent permitted by the Sub-Servicing Agreement, and shall thereafter
deposit such amounts in the Sub-Servicing Account, in no event more than two
Business Days after the receipt of such amounts. The Sub-Servicer shall
thereafter deposit such proceeds in the Collection Account or remit such
proceeds to the Master Servicer for deposit in the Collection Account not later
than two Business Days after the deposit of such amounts in the Sub-Servicing
Account. For purposes of this Agreement, the Master Servicer shall be deemed
to
have received payments on the Mortgage Loans when the Sub-Servicer receives
such
payments.
Β
SECTION 3.09.Β Β |
Collection
of Taxes, Assessments and Similar Items; Servicing
Accounts.
|
Β
The
Master Servicer shall establish and maintain, or cause to be established and
maintained, one or more accounts (the βServicing Accountsβ), into which all
Escrow Payments shall be deposited and retained. Servicing Accounts shall be
Eligible Accounts. The Master Servicer shall deposit in the clearing account
in
which it customarily deposits payments and collections on mortgage loans in
connection with its mortgage loan servicing activities on a daily basis, and
in
no event more than one Business Day after the Master Servicer's receipt thereof,
all Escrow Payments collected on account of the Mortgage Loans and shall
thereafter deposit such Escrow Payments in the Servicing Accounts, in no event
more than two Business Days after the receipt of such Escrow Payments, all
Escrow Payments collected on account of the Mortgage Loans for the purpose
of
effecting the timely payment of any such items as required under the terms
of
this Agreement. Withdrawals of amounts from a Servicing Account may be made
only
to (i) effect payment of taxes, assessments, hazard insurance premiums, and
comparable items in a manner and at a time that assures that the lien priority
of the Mortgage is not jeopardized (or, with respect to the payment of taxes,
in
a manner and at a time that avoids the loss of the Mortgaged Property due to
a
tax sale or the foreclosure as a result of a tax lien); (ii) reimburse the
Master Servicer (or a Sub-Servicer to the extent provided in the related
Sub-Servicing Agreement) out of related collections for any Servicing Advances
made pursuant to Section 3.01 (with respect to taxes and assessments) and
Section 3.14 (with respect to hazard insurance); (iii) refund to Mortgagors
any
sums as may be determined to be overages; (iv) pay interest to the Master
Servicer or, if required and as described below, to Mortgagors on balances
in
the Servicing Account; or (v) clear and terminate the Servicing Account at
the
termination of the Master Servicer's obligations and responsibilities in respect
of the Mortgage Loans under this Agreement in accordance with Article X. In
the
event the Master Servicer deposits in a Servicing Account any amount not
required to be deposited therein, it may at any time withdraw such amount from
such Servicing Account, any provision herein to the contrary notwithstanding.
The Master Servicer will be responsible for the administration of the Servicing
Accounts and will be obligated to make Servicing Advances to such accounts
when
and as necessary to avoid the lapse of insurance coverage on the Mortgaged
Property, or which the Master Servicer knows, or in the exercise of the required
standard of care of the Master Servicer hereunder should know, is necessary
to
avoid the loss of the Mortgaged Property due to a tax sale or the foreclosure
as
a result of a tax lien. If any such payment has not been made and the Master
Servicer receives notice of a tax lien with respect to the Mortgage being
imposed, the Master Servicer shall, within 10 business days of such notice,
advance or cause to be advanced funds necessary to discharge such lien on the
Mortgaged Property. As part of its servicing duties, the Master Servicer or
Sub-Servicers shall pay to the Mortgagors interest on funds in the Servicing
Accounts, to the extent required by law and, to the extent that interest earned
on funds in the Servicing Accounts is insufficient, to pay such interest from
its or their own funds, without any reimbursement therefor. The Master Servicer
may pay to itself any excess interest on funds in the Servicing Accounts, to
the
extent such action is in conformity with the Servicing Standard, is permitted
by
law and such amounts are not required to be paid to Mortgagors or used for
any
of the other purposes set forth above.
Β
SECTION 3.10.Β Β |
Collection
Account and Distribution Account.
|
Β
(a)Β Β On
behalf
of the Trust Fund, the Master Servicer shall establish and maintain, or cause
to
be established and maintained, one or more accounts (such account or accounts,
the βCollection Accountβ), held in trust for the benefit of the Trustee and the
Certificateholders. On behalf of the Trust Fund, the Master Servicer shall
deposit or cause to be deposited in the clearing account in which it customarily
deposits payments and collections on mortgage loans in connection with its
mortgage loan servicing activities on a daily basis, and in no event more than
one Business Day after the Master Servicer's receipt thereof, and shall
thereafter deposit in the Collection Account, in no event more than two Business
Days after the Master Servicer's receipt thereof, as and when received or as
otherwise required hereunder, the following payments and collections received
or
made by it subsequent to the Cut-off Date, (other than in respect of principal
or interest on the Mortgage Loans due on or before the Cut-off Date) or payments
(other than Principal Prepayments) received by it on or prior to the Cut-off
Date, but allocable to a Due Period subsequent thereto:
Β
(i)Β Β all
payments on account of principal, including Principal Prepayments (but not
Prepayment Charges), on the Mortgage Loans;
Β
(ii)Β Β all
payments on account of interest (net of the related Servicing Fee) on each
Mortgage Loan;
Β
(iii)Β Β all
Insurance Proceeds, Liquidation Proceeds, Subsequent Recoveries and condemnation
proceeds (other than proceeds collected in respect of any particular REO
Property and amounts paid in connection with a purchase of Mortgage Loans and
REO Properties pursuant to Section 10.01);
Β
(iv)Β Β any
amounts required to be deposited pursuant to Section 3.12 in connection with
any
losses realized on Permitted Investments with respect to funds held in the
Collection Account;
Β
(v)Β Β any
amounts required to be deposited by the Master Servicer pursuant to the second
paragraph of Section 3.14(a) in respect of any blanket policy
deductibles;
Β
(vi)Β Β all
proceeds of any Mortgage Loan repurchased or purchased in accordance with
Section 2.03 or Section 10.01;
Β
(vii)Β Β all
amounts required to be deposited in connection with Substitution Adjustments
pursuant to Section 2.03;
Β
(viii)Β Β all
Prepayment Charges collected by the Master Servicer and any Master Servicer
Prepayment Charge Payment Amounts in connection with the Principal Prepayment
of
any of the Mortgage Loans; and
Β
(ix)Β Β without
duplication, all payments of claims under the Pool Policy.
Β
The
foregoing requirements for deposit in the Collection Account shall be exclusive,
it being understood and agreed that, without limiting the generality of the
foregoing, payments in the nature of Servicing Fees, late payment charges,
assumption fees, insufficient funds charges and ancillary income (other than
Prepayment Charges) need not be deposited by the Master Servicer in the
Collection Account and may be retained by the Master Servicer as additional
compensation. In the event the Master Servicer shall deposit in the Collection
Account any amount not required to be deposited therein, it may at any time
withdraw such amount from the Collection Account, any provision herein to the
contrary notwithstanding.
Β
(b)Β Β On
behalf
of the Trust Fund, the Trustee shall establish and maintain one or more accounts
(such account or accounts, the βDistribution Accountβ), held in trust for the
benefit of the Trustee and the Certificateholders. On behalf of the Trust Fund,
the Master Servicer shall deliver to the Trustee in immediately available funds
for deposit in the Distribution Account on or before 1:00 p.m. New York time
(i)
on the Master Servicer Remittance Date, that portion of the Available Funds
(calculated without regard to the references in the definition thereof to
amounts that may be withdrawn from the Distribution Account) for the related
Distribution Date then on deposit in the Collection Account, the amount of
all
Prepayment Charges collected during the applicable Prepayment Period by the
Master Servicer and Master Servicer Prepayment Charge Payment Amounts in
connection with the Principal Prepayment of any of the Mortgage Loans then
on
deposit in the Collection Account for
the
related Distribution Date, then on deposit in the Collection Account
and
the
amount of any funds reimbursable to an Advancing Person pursuant to Section
3.29, and (ii) on each Business Day as of the commencement of which the balance
on deposit in the Collection Account exceeds $75,000 following any withdrawals
pursuant to the next succeeding sentence, the amount of such excess, but only
if
the Collection Account constitutes an Eligible Account solely pursuant to clause
(ii) of the definition of βEligible Account.β If the balance on deposit in the
Collection Account exceeds $75,000 as of the commencement of business on any
Business Day and the Collection Account constitutes an Eligible Account solely
pursuant to clause (ii) of the definition of βEligible Account,β the Master
Servicer shall, on or before 1:00 p.m. New York time on such Business Day,
withdraw from the Collection Account any and all amounts payable or reimbursable
to the Master Servicer, the Trustee, the Originator or any Sub-Servicer pursuant
to Section 3.11 and shall pay such amounts to the Persons entitled
thereto.
Β
On
the
Closing Date, the Depositor will deposit the Closing Date Deposit Amount into
the Distribution Account.
Β
(c)Β Β Funds
in
the Collection Account and the Distribution Account may be invested in Permitted
Investments in accordance with the provisions set forth in Section 3.12. The
Master Servicer shall give notice to the NIMS Insurer and the Trustee of the
location of the Collection Account maintained by it when established and prior
to any change thereof. The Trustee shall give notice to the NIMS Insurer, the
Master Servicer and the Depositor of the location of the Distribution Account
when established and prior to any change thereof.
Β
(d)Β Β Funds
held in the Collection Account at any time may be delivered by the Master
Servicer to the Trustee for deposit in an account (which may be the Distribution
Account and must satisfy the standards for the Distribution Account as set
forth
in the definition thereof) and for all purposes of this Agreement shall be
deemed to be a part of the Collection Account; provided,
however,
that
the Trustee shall have the sole authority to withdraw any funds held pursuant
to
this subsection (d). In the event the Master Servicer shall deliver to the
Trustee for deposit in the Distribution Account any amount not required to
be
deposited therein, it may at any time request that the Trustee withdraw such
amount from the Distribution Account and remit to it any such amount, any
provision herein to the contrary notwithstanding. In addition, the Master
Servicer, with respect to items (i) through (iv) below, shall deliver to the
Trustee from time to time for deposit, and the Trustee, with respect to items
(i) through (iv) below, shall so deposit, in the Distribution
Account:
Β
(i)Β Β any
Advances, as required pursuant to Section 4.04;
Β
(ii)Β Β any
amounts required to be deposited pursuant to Section 3.23(d) or (f) in
connection with any REO Property;
Β
(iii)Β Β any
amounts to be paid in connection with a purchase of Mortgage Loans and REO
Properties pursuant to Section 10.01;
Β
(iv)Β Β any
Compensating Interest to be deposited pursuant to Section 3.24 in connection
with any Prepayment Interest Shortfall; and
Β
(v)Β Β any
amounts required to be paid to the Trustee pursuant to the Agreement, including,
but not limited to Section 3.06, Section 3.26 and Section 7.02.
Β
(e)Β Β [Reserved].
Β
(f)Β Β The
Master Servicer shall deposit in the Collection Account any amounts required
to
be deposited pursuant to Section 3.12(b) in connection with losses realized
on
Permitted Investments with respect to funds held in the Collection
Account.
Β
SECTION 3.11.Β Β |
Withdrawals
from the Collection Account and Distribution
Account.
|
Β
(a)Β Β The
Master Servicer shall, from time to time, make withdrawals from the Collection
Account for any of the following purposes or as described in Section
4.04:
Β
(i)Β Β to
remit
to the Trustee for deposit in the Distribution Account the amounts required
to
be so remitted pursuant to Section 3.10(b) or permitted to be so remitted
pursuant to the first sentence of Section 3.10(d);
Β
(ii)Β Β subject
to Section 3.16(d), to reimburse the Master Servicer for (a) any unreimbursed
Advances to the extent of amounts received which represent Late Collections
(net
of the related Servicing Fees) of Monthly Payments or Liquidation Proceeds
and
Insurance Proceeds on Mortgage Loans with respect to which such Advances were
made in accordance with the provisions of Section 4.04; (b) any unreimbursed
Advances with respect to the final liquidation of a Mortgage Loan that are
Nonrecoverable Advances, but only to the extent that Late Collections,
including, Liquidation Proceeds and Insurance Proceeds received with respect
to
such Mortgage Loan are insufficient to reimburse the Master Servicer for such
unreimbursed Advances; or (c) subject to Section 4.04(b), any unreimbursed
Advances to the extent of funds held in the Collection Account for future
distribution that were not included in Available Funds for the preceding
Distribution Date;
Β
(iii)Β Β subject
to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) any
unpaid Servicing Fees, (b) any unreimbursed Servicing Advances with respect
to
each Mortgage Loan, but only to the extent of any Late Collections, including,
Liquidation Proceeds, Insurance Proceeds and condemnation proceeds received
with
respect to such Mortgage Loan, and (c) any Servicing Advances with respect
to
the final liquidation of a Mortgage Loan that are Nonrecoverable Advances,
but
only to the extent that Late Collections, including, Liquidation Proceeds and
Insurance Proceeds received with respect to such Mortgage Loan are insufficient
to reimburse the Master Servicer or any Sub-Servicer for Servicing
Advances;
Β
(iv)Β Β to
pay to
the Master Servicer as servicing compensation (in addition to the Servicing
Fee)
on the Master Servicer Remittance Date any interest or investment income earned
on funds deposited in the Collection Account;
Β
(v)Β Β to
pay to
the Originator, with respect to each Mortgage Loan that has previously been
purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts
received thereon subsequent to the date of purchase or substitution, as the
case
may be;
Β
(vi)Β Β to
reimburse the Master Servicer for any Advance or Servicing Advance previously
made which the Master Servicer has determined to be a Nonrecoverable Advance
in
accordance with the provisions of Section 4.04;
Β
(vii)Β Β to
pay,
or to reimburse the Master Servicer for Servicing Advances in respect of,
expenses incurred in connection with any Mortgage Loan pursuant to Section
3.16(b);
Β
(viii)Β Β to
reimburse the Master Servicer for expenses incurred by or reimbursable to the
Master Servicer pursuant to Section 6.03;
Β
(ix)Β Β to
reimburse the NIMS Insurer, the Master Servicer (if the Master Servicer is
not
an Affiliate of the Originator) or the Trustee, as the case may be, for
enforcement expenses reasonably incurred in respect of the breach or defect
giving rise to the purchase obligation under Section 2.03 of this Agreement
that
were included in the Purchase Price of the Mortgage Loan, including any expenses
arising out of the enforcement of the purchase obligation;
Β
(x)Β Β to
pay
itself any Prepayment Interest Excess; and
Β
(xi)Β Β to
clear
and terminate the Collection Account pursuant to Section 10.01.
Β
The
foregoing requirements for withdrawal from the Collection Account shall be
exclusive. In the event the Master Servicer shall deposit in the Collection
Account any amount not required to be deposited therein, it may at any time
withdraw such amount from the Collection Account, any provision herein to the
contrary notwithstanding.
Β
The
Master Servicer shall keep and maintain separate accounting, on a Mortgage
Loan
by Mortgage Loan basis, for the purpose of justifying any withdrawal from the
Collection Account, to the extent held by or on behalf of it, pursuant to
subclauses (ii), (iii), (v), (vi), (ix) and (x) above. The Master Servicer
shall
provide written notification to the NIMS Insurer and the Trustee, on or prior
to
the next succeeding Master Servicer Remittance Date, upon making any withdrawals
from the Collection Account pursuant to subclause (vi) above; provided
that an
Officers' Certificate in the form described under Section 4.04(d) shall suffice
for such written notification to the Trustee in respect hereof.
Β
(b)Β Β The
Trustee shall, from time to time, make withdrawals from the Distribution
Account, for any of the following purposes, without priority:
Β
(i)Β Β to
make
distributions to the Swap Account in accordance with Section 4.05;
Β
(ii)Β Β to
make
distributions in accordance with Section 4.01;
Β
(iii)Β Β to
pay
itself the Trustee Fee and any other amounts owed to it pursuant to Section
8.05;
Β
(iv)Β Β to
pay
any amounts in respect of taxes pursuant to Section 9.01(g);
Β
(v)Β Β to
clear
and terminate the Distribution Account pursuant to Section 10.01;
Β
(vi)Β Β to
pay
any amounts required to be paid to the Trustee pursuant to this Agreement,
including but not limited to funds required to be paid pursuant to Section
3.06
and Section 7.02;
Β
(vii)Β Β to
pay to
the Trustee, any interest or investment income earned on funds deposited in
the
Distribution Account;
Β
(viii)Β Β to
pay to
an Advancing Person reimbursements for Advances and/or Servicing Advances
pursuant to Section 3.29; and
Β
(ix)Β Β [reserved].
Β
SECTION 3.12.Β Β |
Investment
of Funds in the Collection Account and the Distribution
Account.
|
Β
(a)Β Β The
Master Servicer may direct any depository institution maintaining the Collection
Account to invest the funds on deposit in such accounts, and the Trustee may
invest the funds on deposit in the Distribution Account (each such account,
for
the purposes of this Section 3.12 an βInvestment Accountβ). All investments
pursuant to this Section 3.12 shall be in one or more Permitted Investments
bearing interest or sold at a discount, and maturing, unless payable on demand,
(i) no later than the Business Day immediately preceding the date on which
such
funds are required to be withdrawn from such account pursuant to this Agreement,
if a Person other than the Trustee is the obligor thereon or if such investment
is managed or advised by a Person other than the Trustee or an Affiliate of
the
Trustee, and (ii) no later than the date on which such funds are required to
be
withdrawn from such account pursuant to this Agreement, if the Trustee is the
obligor thereon or if such investment is managed or advised by the Trustee
or
any Affiliate. All such Permitted Investments shall be held to maturity, unless
payable on demand. Any investment of funds in an Investment Account shall be
made in the name of the Trustee (in its capacity as such), or in the name of
a
nominee of the Trustee. The Trustee shall be entitled to sole possession (except
with respect to investment direction of funds held in the Collection Account
and
any income and gain realized thereon) over each such investment, and any
certificate or other instrument evidencing any such investment shall be
delivered directly to the Trustee or its agent, together with any document
of
transfer necessary to transfer title to such investment to the Trustee or its
nominee. In the event amounts on deposit in an Investment Account are at any
time invested in a Permitted Investment payable on demand, the Trustee
shall:
Β
Β |
(x)
|
consistent
with any notice required to be given thereunder, demand that payment
thereon be made on the last day such Permitted Investment may otherwise
mature hereunder in an amount equal to the lesser of (1) all amounts
then
payable thereunder and (2) the amount required to be withdrawn on
such
date; and
|
Β
Β |
(y)
|
demand
payment of all amounts due thereunder promptly upon determination
by a
Responsible Officer of the Trustee that such Permitted Investment
would
not constitute a Permitted Investment in respect of funds thereafter
on
deposit in the Investment Account.
|
Β
(b)Β Β All
income and gain realized from the investment of funds deposited in the
Collection Account and any REO Account held by or on behalf of the Master
Servicer shall be for the benefit of the Master Servicer and shall be subject
to
its withdrawal in accordance with Section 3.11 or Section 3.23, as applicable.
The Master Servicer shall deposit in the Collection Account or any REO Account,
as applicable, the amount of any loss of principal incurred in respect of any
such Permitted Investment made with funds in such account immediately upon
realization of such loss.
Β
(c)Β Β All
income and gain realized from the investment of funds deposited in the
Distribution Account shall be for the benefit of the Trustee. The Trustee shall
deposit in the Distribution Account the amount of any loss of principal incurred
in respect of any such Permitted Investment made with funds in such accounts
immediately upon realization of such loss.
Β
(d)Β Β Except
as
otherwise expressly provided in this Agreement, if any default occurs in the
making of a payment due under any Permitted Investment, or if a default occurs
in any other performance required under any Permitted Investment, the Trustee
may and, subject to Section 8.01 and Section 8.02(a)(v), upon the request of
the
NIMS Insurer or the Holders of Certificates representing more than 50% of the
Voting Rights allocated to any Class of Certificates, shall take such action
as
may be appropriate to enforce such payment or performance, including the
institution and prosecution of appropriate proceedings.
Β
SECTION 3.13.Β Β |
[Reserved].
|
Β
SECTION 3.14.Β Β |
Maintenance
of Hazard Insurance and Errors and Omissions and Fidelity
Coverage.
|
Β
(a)Β Β The
Master Servicer shall cause to be maintained for each Mortgage Loan hazard
insurance with extended coverage on the Mortgaged Property in an amount which
is
at least equal to the lesser of (i) the current Principal Balance of such
Mortgage Loan and (ii) the amount necessary to fully compensate for any damage
or loss to the improvements that are a part of such property on a replacement
cost basis, in each case in an amount not less than such amount as is necessary
to avoid the application of any coinsurance clause contained in the related
hazard insurance policy. The Master Servicer shall also cause to be maintained
hazard insurance with extended coverage on each REO Property in an amount which
is at least equal to the lesser of (i) the maximum insurable value of the
improvements which are a part of such property and (ii) the outstanding
Principal Balance of the related Mortgage Loan at the time it became an REO
Property. The Master Servicer will comply in the performance of this Agreement
with all reasonable rules and requirements of each insurer under any such hazard
policies. Any amounts to be collected by the Master Servicer under any such
policies (other than amounts to be applied to the restoration or repair of
the
property subject to the related Mortgage or amounts to be released to the
Mortgagor in accordance with the procedures that the Master Servicer would
follow in servicing loans held for its own account, subject to the terms and
conditions of the related Mortgage and Mortgage Note) shall be deposited in
the
Collection Account, subject to withdrawal pursuant to Section 3.11, if received
in respect of a Mortgage Loan, or in the REO Account, subject to withdrawal
pursuant to Section 3.23, if received in respect of an REO Property. Any cost
incurred by the Master Servicer in maintaining any such insurance shall not,
for
the purpose of calculating distributions to Certificateholders, be added to
the
unpaid Principal Balance of the related Mortgage Loan, notwithstanding that
the
terms of such Mortgage Loan so permit. It is understood and agreed that no
earthquake or other additional insurance is to be required of any Mortgagor
other than pursuant to such applicable laws and regulations as shall at any
time
be in force and as shall require such additional insurance. If the Mortgaged
Property or REO Property is at any time in an area identified in the Federal
Register by the Federal Emergency Management Agency as having special flood
hazards and flood insurance has been made available, the Master Servicer will
cause to be maintained a flood insurance policy in respect thereof. Such flood
insurance shall be in an amount equal to the lesser of (i) the unpaid Principal
Balance of the related Mortgage Loan and (ii) the maximum amount of such
insurance available for the related Mortgaged Property under the national flood
insurance program (assuming that the area in which such Mortgaged Property
is
located is participating in such program).
Β
In
the
event that the Master Servicer shall obtain and maintain a blanket policy with
an insurer having a General Policy Rating of B:III or better in Best's Key
Rating Guide (or such other rating that is comparable to such rating) insuring
against hazard losses on all of the Mortgage Loans, it shall conclusively be
deemed to have satisfied its obligations as set forth in the first two sentences
of this Section 3.14, it being understood and agreed that such policy may
contain a deductible clause, in which case the Master Servicer shall, in the
event that there shall not have been maintained on the related Mortgaged
Property or REO Property a policy complying with the first two sentences of
this
Section 3.14, and there shall have been one or more losses which would have
been
covered by such policy, deposit to the Collection Account from its own funds
the
amount not otherwise payable under the blanket policy because of such deductible
clause. In connection with its activities as administrator and servicer of
the
Mortgage Loans, the Master Servicer agrees to prepare and present, on behalf
of
itself, the Trustee and Certificateholders, claims under any such blanket policy
in a timely fashion in accordance with the terms of such policy.
Β
(b)Β Β The
Master Servicer shall keep in force during the term of this Agreement a policy
or policies of insurance covering errors and omissions for failure in the
performance of the Master Servicer's obligations under this Agreement, which
policy or policies shall be in such form and amount that would meet the
requirements of Xxxxxx Xxx or Xxxxxxx Mac if it were the purchaser of the
Mortgage Loans, unless the Master Servicer has obtained a waiver of such
requirements from Xxxxxx Mae or Xxxxxxx Mac. The Master Servicer shall provide
the Trustee and the NIMS Insurer, upon request, with copies of such insurance
policies and fidelity bond. The Master Servicer shall also maintain a fidelity
bond in the form and amount that would meet the requirements of Xxxxxx Xxx
or
Xxxxxxx Mac, unless the Master Servicer has obtained a waiver of such
requirements from Xxxxxx Mae or Xxxxxxx Mac. The Master Servicer shall be deemed
to have complied with this provision if an Affiliate of the Master Servicer
has
such errors and omissions and fidelity bond coverage and, by the terms of such
insurance policy or fidelity bond, the coverage afforded thereunder extends
to
the Master Servicer. Any such errors and omissions policy and fidelity bond
shall by its terms not be cancelable without thirty days' prior written notice
to the Trustee and the NIMS Insurer. The Master Servicer shall also cause each
Sub-Servicer to maintain a policy of insurance covering errors and omissions
and
a fidelity bond which would meet such requirements.
Β
SECTION 3.15.Β Β |
Enforcement
of Due-On-Sale Clauses; Assumption
Agreements.
|
Β
The
Master Servicer will, to the extent it has knowledge of any conveyance or
prospective conveyance of any Mortgaged Property by any Mortgagor (whether
by
absolute conveyance or by contract of sale, and whether or not the Mortgagor
remains or is to remain liable under the Mortgage Note and/or the Mortgage),
exercise its rights to accelerate the maturity of such Mortgage Loan under
the
βdue-on-saleβ clause, if any, applicable thereto; provided,
however,
that
the Master Servicer shall not be required to take such action if in its sole
business judgment the Master Servicer believes it is not in the best interests
of the Trust Fund and shall not exercise any such rights if prohibited by law
from doing so. If the Master Servicer reasonably believes it is unable under
applicable law to enforce such βdue-on-saleβ clause, or if any of the other
conditions set forth in the proviso to the preceding sentence apply, the Master
Servicer will enter into an assumption and modification agreement from or with
the person to whom such property has been conveyed or is proposed to be
conveyed, pursuant to which such person becomes liable under the Mortgage Note
and, to the extent permitted by applicable state law, the Mortgagor remains
liable thereon. The Master Servicer is also authorized to enter into a
substitution of liability agreement with such person, pursuant to which the
original Mortgagor is released from liability and such person is substituted
as
the Mortgagor and becomes liable under the Mortgage Note, provided that no
such
substitution shall be effective unless such person satisfies the underwriting
criteria of the Master Servicer and has a credit risk rating at least equal
to
that of the original Mortgagor. In connection with any assumption or
substitution, the Master Servicer shall apply such underwriting standards and
follow such practices and procedures as shall be normal and usual in its general
mortgage servicing activities and as it applies to other mortgage loans owned
solely by it. The Master Servicer shall not take or enter into any assumption
and modification agreement, however, unless (to the extent practicable in the
circumstances) it shall have received confirmation, in writing, of the continued
effectiveness of any applicable hazard insurance policy. Any fee collected
by
the Master Servicer in respect of an assumption, modification or substitution
of
liability agreement shall be retained by the Master Servicer as additional
servicing compensation. In connection with any such assumption, no material
term
of the Mortgage Note (including but not limited to the related Mortgage Rate
and
the amount of the Monthly Payment) may be amended or modified, except as
otherwise required pursuant to the terms thereof. The Master Servicer shall
notify the Trustee that any such substitution, modification or assumption
agreement has been completed by forwarding to the Trustee the executed original
of such substitution, modification or assumption agreement, which document
shall
be added to the related Mortgage File and shall, for all purposes, be considered
a part of such Mortgage File to the same extent as all other documents and
instruments constituting a part thereof.
Β
Notwithstanding
the foregoing paragraph or any other provision of this Agreement, the Master
Servicer shall not be deemed to be in default, breach or any other violation
of
its obligations hereunder by reason of any assumption of a Mortgage Loan by
operation of law or by the terms of the Mortgage Note or any assumption which
the Master Servicer may be restricted by law from preventing, for any reason
whatever. For purposes of this Section 3.15, the term βassumptionβ is deemed to
also include a sale (of the Mortgaged Property) subject to the Mortgage that
is
not accompanied by an assumption or substitution of liability
agreement.
Β
SECTION 3.16.Β Β |
Realization
Upon Defaulted Mortgage Loans.
|
Β
(a)Β Β The
Master Servicer shall use its best efforts, in as practical a time frame as
possible and consistent with Servicing Standard, to foreclose upon or otherwise
comparably convert the ownership of properties securing such of the Mortgage
Loans as come into and continue in default and as to which no satisfactory
arrangements can be made for collection of delinquent payments pursuant to
Section 3.07. The Master Servicer shall be responsible for all costs and
expenses incurred by it in any such proceedings; provided,
however,
that
such costs and expenses will be recoverable as Servicing Advances by the Master
Servicer as contemplated in Section 3.11 and Section 3.23. The foregoing is
subject to the provision that, in any case in which a Mortgaged Property shall
have suffered damage from an Uninsured Cause, the Master Servicer shall not
be
required to expend its own funds toward the restoration of such property unless
it shall determine in its discretion that such restoration will increase the
proceeds of liquidation of the related Mortgage Loan after reimbursement to
itself for such expenses.
Β
(b)Β Β Notwithstanding
the foregoing provisions of this Section 3.16 or any other provision of this
Agreement, with respect to any Mortgage Loan as to which the Master Servicer
has
received actual notice of, or has actual knowledge of, the presence of any
toxic
or hazardous substance on the related Mortgaged Property, the Master Servicer
shall not, on behalf of the Trustee, either (i) obtain title to such Mortgaged
Property as a result of or in lieu of foreclosure or otherwise, or (ii)
otherwise acquire possession of, or take any other action with respect to,
such
Mortgaged Property, if, as a result of any such action, the Trustee, the Trust
Fund or the Certificateholders would be considered to hold title to, to be
a
βmortgagee-in-possessionβ of, or to be an βownerβ or βoperatorβ of such
Mortgaged Property within the meaning of the Comprehensive Environmental
Response, Compensation and Liability Act of 1980, as amended from time to time,
or any comparable law, unless the Master Servicer has also previously
determined, based on its reasonable judgment and a report prepared by a Person
who regularly conducts environmental audits using customary industry standards,
that:
Β
(1)Β such
Mortgaged Property is in compliance with applicable environmental laws or,
if
not, that it would be in the best economic interest of the Trust Fund to take
such actions as are necessary to bring the Mortgaged Property into compliance
therewith; and
Β
(2)Β there
are
no circumstances present at such Mortgaged Property relating to the use,
management or disposal of any hazardous substances, hazardous materials,
hazardous wastes, or petroleum-based materials for which investigation, testing,
monitoring, containment, clean-up or remediation could be required under any
federal, state or local law or regulation, or that if any such materials are
present for which such action could be required, that it would be in the best
economic interest of the Trust Fund to take such actions with respect to the
affected Mortgaged Property.
Β
Notwithstanding
the foregoing, if such environmental audit reveals, or if the Master Servicer
has actual knowledge or notice, that such Mortgaged Property contains such
wastes or substances, the Master Servicer shall not foreclose or accept a deed
in lieu of foreclosure without the prior written consent of the NIMS
Insurer.
Β
The
cost
of the environmental audit report contemplated by this Section 3.16 shall be
advanced by the Master Servicer, subject to the Master Servicer's right to
be
reimbursed therefor from the Collection Account as provided in Section
3.11(a)(vii), such right of reimbursement being prior to the rights of
Certificateholders to receive any amount in the Collection Account received
in
respect of the affected Mortgage Loan or other Mortgage Loans.
Β
If
the
Master Servicer determines, as described above, that it is in the best economic
interest of the Trust Fund to take such actions as are necessary to bring any
such Mortgaged Property into compliance with applicable environmental laws,
or
to take such action with respect to the containment, clean-up or remediation
of
hazardous substances, hazardous materials, hazardous wastes or petroleum-based
materials affecting any such Mortgaged Property, then the Master Servicer shall
take such action as it deems to be in the best economic interest of the Trust
Fund; provided
that any
amounts disbursed by the Master Servicer pursuant to this Section 3.16(b) shall
constitute Servicing Advances, subject to Section 4.04(d). The cost of any
such
compliance, containment, cleanup or remediation shall be advanced by the Master
Servicer, subject to the Master Servicer's right to be reimbursed therefor
from
the Collection Account as provided in Section 3.11(a)(iii) and (a)(vii), such
right of reimbursement being prior to the rights of Certificateholders to
receive any amount in the Collection Account received in respect of the affected
Mortgage Loan or other Mortgage Loans.
Β
(c)Β Β (i)The
NIMS
Insurer may, at its option, purchase a Mortgage Loan which has become 90 or
more
days delinquent or for which the Master Servicer has accepted a deed in lieu
of
foreclosure. Prior to purchase pursuant to this Section 3.16(c)(i), the Master
Servicer shall be required to continue to make Advances pursuant to Section
4.04. The NIMS Insurer shall not use any procedure in selecting Mortgage Loans
to be repurchased which is materially adverse to the interests of the
Certificateholders. The NIMS Insurer shall purchase such delinquent Mortgage
Loan at a price equal to the Purchase Price of such Mortgage Loan. Any such
purchase of a Mortgage Loan pursuant to this Section 3.16(c)(i) shall be
accomplished by remittance to the Master Servicer for deposit in the Collection
Account of the amount of the Purchase Price. The Trustee shall immediately
effectuate the conveyance of such delinquent Mortgage Loan to the NIMS Insurer
to the extent necessary, including the prompt delivery of all documentation
to
the NIMS Insurer.
Β
(ii)Β Β If
the
Master Servicer Optional Purchase Delinquency Trigger has been met, the Master
Servicer may, at its option, purchase a Mortgage Loan which has become 90 or
more days delinquent or for which the Master Servicer has accepted a deed in
lieu of foreclosure. Prior to purchase pursuant to this Section 3.16(c)(ii),
the
Master Servicer shall be required to continue to make Advances pursuant to
Section 4.04. The Master Servicer shall purchase such delinquent Mortgage Loan
at a price equal to the Purchase Price of such Mortgage Loan. Any such purchase
of a Mortgage Loan pursuant to this Section 3.16(c)(ii) shall be accomplished
by
deposit in the Collection Account of the amount of the Purchase Price. The
Trustee shall immediately effectuate the conveyance of such delinquent Mortgage
Loan to the Master Servicer to the extent necessary, including the prompt
delivery of all documentation to the Master Servicer.
Β
Notwithstanding
the foregoing: (A) the Master Servicer shall have the option to purchase
pursuant to this Section 3.16(c)(ii) only such delinquent Mortgage Loans having
an aggregate Stated Principal Balance such that, if such delinquent Mortgage
Loans were not in the Trust, the Master Servicer Optional Purchase Delinquency
Trigger would not be met; (B) if the Master Servicer purchases any delinquent
Mortgage Loans pursuant to this Section 3.16(c)(ii), it must purchase Mortgage
Loans that are delinquent the greatest number of days before it may purchase
any
that are delinquent any fewer number of days; (C) if the Master Servicer
purchases some but not all Mortgage Loans that are delinquent any given number
of days, it must purchase Mortgage Loans having the same delinquency status
in
the order of lowest Stated Principal Balance to highest Stated Principal
Balance; (D) the Master Servicer may at any time relinquish its rights to
purchase delinquent Mortgage Loans pursuant to this Section 3.16(C)(ii) in
writing delivered to the Trustee, and from and after the taking of such action
by the Master Servicer, the provisions of this Section 3.16(c)(ii) shall no
longer be of any force or effect.
Β
(d)Β Β Proceeds
received in connection with any Final Recovery Determination, as well as any
recovery resulting from a partial collection of Insurance Proceeds, Liquidation
Proceeds or condemnation proceeds, in respect of any Mortgage Loan, will be
applied in the following order of priority: first,
to
unpaid Servicing Fees; second,
to
reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed
Servicing Advances pursuant to Section 3.11(a)(iii) and Advances pursuant to
Section 3.11(a)(ii); third,
to
accrued and unpaid interest on the Mortgage Loan, to the date of the Final
Recovery Determination, or to the Due Date prior to the Distribution Date on
which such amounts are to be distributed if not in connection with a Final
Recovery Determination; and fourth,
as a
recovery of principal of the Mortgage Loan. The portion of the recovery so
allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer
or
any Sub-Servicer pursuant to Section 3.11(a)(iii).
Β
SECTION 3.17.Β Β |
Trustee
to Cooperate; Release of Mortgage
Files.
|
Β
(a)Β Β Upon
the
payment in full of any Mortgage Loan, or the receipt by the Master Servicer
of a
notification that payment in full shall be escrowed in a manner customary for
such purposes, the Master Servicer shall deliver to the Trustee, in written
(with two executed copies) or electronic format, a Request for Release in the
form of Exhibit E (which certification shall include a statement to the effect
that all amounts received or to be received in connection with such payment
which are required to be deposited in the Collection Account pursuant to Section
3.10 have been or will be so deposited) signed by a Servicing Officer (or in
a
mutually agreeable electronic format that will, in lieu of a signature on its
face, originate from a Servicing Officer) and shall request delivery to it
of
the Mortgage File. Upon receipt of such certification and request, the Trustee
shall, within three Business Days, release and send by overnight mail, at the
expense of the Master Servicer, the related Mortgage File to the Master
Servicer. The Trustee agrees to indemnify the Master Servicer, out of its own
funds, for any loss, liability or expense (other than special, indirect,
punitive or consequential damages which will not be paid by the Trustee)
incurred by the Master Servicer as a proximate result of the Trustee's breach
of
its obligations pursuant to this Section 3.17. No expenses incurred in
connection with any instrument of satisfaction or deed of reconveyance shall
be
chargeable to the Collection Account or the Distribution Account.
Β
(b)Β Β From
time
to time and as appropriate for the servicing or foreclosure of any Mortgage
Loan, including, for this purpose, collection under any insurance policy
relating to the Mortgage Loans, the Trustee shall, upon any request made by
or
on behalf of the Master Servicer and delivery to the Trustee, in written (with
two executed copies) or electronic format, of a Request for Release in the
form
of Exhibit E signed by a Servicing Officer (or in a mutually agreeable
electronic format that will, in lieu of a signature on its face, originate
from
a Servicing Officer), release the related Mortgage File to the Master Servicer
within three Business Days, and the Trustee shall, at the direction of the
Master Servicer, execute such documents as shall be necessary to the prosecution
of any such proceedings. Such Request for Release shall obligate the Master
Servicer to return each and every document previously requested from the
Mortgage File to the Trustee when the need therefor by the Master Servicer
no
longer exists, unless the Mortgage Loan has been liquidated and the Liquidation
Proceeds relating to the Mortgage Loan have been deposited in the Collection
Account or the Mortgage File or such document has been delivered to an attorney,
or to a public trustee or other public official as required by law, for purposes
of initiating or pursuing legal action or other proceedings for the foreclosure
of the Mortgaged Property either judicially or non-judicially, and the Master
Servicer has delivered, or caused to be delivered, to the Trustee an additional
Request for Release certifying as to such liquidation or action or proceedings.
Upon the request of the Trustee, the Master Servicer shall provide notice to
the
Trustee of the name and address of the Person to which such Mortgage File or
such document was delivered and the purpose or purposes of such delivery. Upon
receipt of a Request for Release, in written (with two executed copies) or
electronic format, from a Servicing Officer stating that such Mortgage Loan
was
liquidated and that all amounts received or to be received in connection with
such liquidation that are required to be deposited into the Collection Account
have been so deposited, or that such Mortgage Loan has become an REO Property,
such Mortgage Loan shall be released by the Trustee to the Master Servicer
or
its designee.
Β
(c)Β Β Upon
written certification of a Servicing Officer, the Trustee shall execute and
deliver to the Master Servicer or the Sub-Servicer, as the case may be, copies
of, any court pleadings, requests for trustee's sale or other documents
necessary to the foreclosure or trustee's sale in respect of a Mortgaged
Property or to any legal action brought to obtain judgment against any Mortgagor
on the Mortgage Note or Mortgage or to obtain a deficiency judgment, or to
enforce any other remedies or rights provided by the Mortgage Note or Mortgage
or otherwise available at law or in equity. Each such certification shall
include a request that such pleadings or documents be executed by the Trustee
and a statement as to the reason such documents or pleadings are required and
that the execution and delivery thereof by the Trustee will not invalidate
or
otherwise affect the lien of the Mortgage, except for the termination of such
a
lien upon completion of the foreclosure or trustee's sale.
Β
SECTION 3.18.Β Β |
Servicing
Compensation.
|
Β
As
compensation for the activities of the Master Servicer hereunder, the Master
Servicer shall be entitled to the Servicing Fee with respect to each Mortgage
Loan payable solely from payments of interest in respect of such Mortgage Loan,
subject to Section 3.24. In addition, the Master Servicer shall be entitled
to
recover unpaid Servicing Fees out of Insurance Proceeds, Liquidation Proceeds
or
condemnation proceeds to the extent permitted by Section 3.11(a)(iii) and out
of
amounts derived from the operation and sale of an REO Property to the extent
permitted by Section 3.23. Except as provided in Section 3.29, the right to
receive the Servicing Fee may not be transferred in whole or in part except
in
connection with the transfer of all of the Master Servicer's responsibilities
and obligations under this Agreement; provided,
however,
that
the Master Servicer may pay from the Servicing Fee any amounts due to a
Sub-Servicer pursuant to a Sub-Servicing Agreement entered into under Section
3.02.
Β
Additional
servicing compensation in the form of assumption fees, late payment charges,
insufficient funds charges, ancillary income or otherwise (other than Prepayment
Charges) shall be retained by the Master Servicer only to the extent such fees
or charges are received by the Master Servicer. The Master Servicer shall also
be entitled pursuant to Section 3.11(a)(iv) to withdraw from the Collection
Account and pursuant to Section 3.23(b) to withdraw from any REO Account, as
additional servicing compensation, interest or other income earned on deposits
therein, subject to Section 3.12 and Section 3.24. The Master Servicer shall
be
required to pay all expenses incurred by it in connection with its servicing
activities hereunder (including premiums for the insurance required by Section
3.14, to the extent such premiums are not paid by the related Mortgagors or
by a
Sub-Servicer and servicing compensation of each Sub-Servicer) and shall not
be
entitled to reimbursement therefor except as specifically provided
herein.
Β
The
Master Servicer shall be entitled to any Prepayment Interest Excess, which
it
may withdraw from the Collection Account pursuant to Section
3.11(a)(ix).
Β
SECTION 3.19.Β Β |
Reports
to the Trustee; Collection Account
Statements.
|
Β
Not
later
than ten days after each Distribution Date, the Master Servicer shall forward
to
the NIMS Insurer and, upon request, to the Trustee and the Depositor the most
current available bank statement for the Collection Account. Copies of such
statement shall be provided by the Trustee to any Certificateholder and to
any
Person identified to the Trustee as a prospective transferee of a Certificate,
upon request at the expense of the requesting party, provided such statement
is
delivered by the Master Servicer to the Trustee.
Β
SECTION 3.20.Β Β |
Statement
as to Compliance.
|
Β
Each
of
the Master Servicer and the Trustee shall deliver (or otherwise make available
if notice of such other means of delivery is provided) to the Depositor and
the
Trustee, not later than March 15th
of each
calendar year beginning in 2007, an Officersβ Certificate (an βAnnual Statement
of Complianceβ) stating, as to each signatory thereof, that (i) a review of the
activities of such party during the preceding calendar year and of performance
under this Agreement or other applicable servicing agreement has been made
under
such officersβ supervision and (ii) to the best of such officersβ knowledge,
based on such review, such party has fulfilled all of its obligations under
this
Agreement or other applicable servicing agreement in all material respects
throughout such year, or, if there has been a failure to fulfill any such
obligation in any material respect, specifying each such failure known to such
officer and the nature and status of cure provisions thereof. Each such Annual
Statement of Compliance shall contain no restrictions or limitations on its
use.
Β
The
Master Servicer and the Trustee shall deliver a similar Annual Statement of
Compliance by any Sub-Servicer, subcontractor or other Person engaged by it
and
satisfying any of the criteria set forth in Item 1108(a)(2)(i) - (iii) of
Regulation AB with respect to the Mortgage Loans, to the Trustee as described
above as and when required with respect to the Master Servicer.
Β
In
the
event the Master Servicer or the Trustee is terminated or resigns pursuant
to
the terms of this Agreement, such party shall provide, and shall use its
reasonable efforts to cause any Sub-Servicer, subcontractor or other Person
engaged by it and satisfying any of the criteria set forth in Item 1108(a)(2)(i)
- (iii) of Regulation AB with respect to the Mortgage Loans that resigns or
is
terminated under any applicable agreement to provide, an Annual Statement of
Compliance pursuant to this Section 3.20 with respect to the period of time
that
such party was subject to this Agreement or such other agreement, as applicable.
Β
For
so
long as a Form 10-K is required to be filed with respect to the Trust for the
preceding calendar year, failure by the Master Servicer to timely comply with
this Section 3.20 shall be deemed a Master Servicer Event of Termination, and
the Trustee may (with the consent of the Depositor), in addition to whatever
rights the Trustee may have under this Agreement and at law or in equity,
including injunctive relief and specific performance, upon notice immediately
terminate all the rights and obligations of the Master Servicer under this
Agreement and in and to the Mortgage Loans and the proceeds thereof without
compensating the Master Servicer for the same. This paragraph shall supersede
any other provision in this Agreement or any other agreement to the
contrary.
Β
SECTION 3.21.Β Β |
Assessment
of Compliance and Attestation
Report.
|
Β
Pursuant
to Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation
AB,
the Master Servicer, the Trustee and the Custodian shall deliver (or otherwise
make available if notice of such other means of delivery is provided) to the
Trustee and the Depositor on or before March 15th
of each
calendar year beginning in 2007, a report regarding such partyβs assessment of
compliance (an βAssessment of Complianceβ) with the Relevant Servicing Criteria
(as set forth in Exhibit S hereto) during the preceding calendar year. As set
forth in Regulation AB, the Assessment of Compliance must contain the
following:
Β
(a)Β Β A
statement by such officer of its responsibility for assessing compliance with
the Relevant Servicing Criteria applicable to such party;
Β
(b)Β Β A
statement by such officer that such officer used the Relevant Servicing
Criteria, and which will also be attached to the Assessment of Compliance,
to
assess compliance with the Relevant Servicing Criteria applicable to such
party;
Β
(c)Β Β An
assessment by such officer of such partyβs compliance with the applicable
Relevant Servicing Criteria for the period consisting of the preceding calendar
year, including disclosure of any material instance of noncompliance with
respect thereto during such period and a discussion of the nature and status
of
each such failure, which assessment shall be based on the activities it performs
with respect to asset-backed securities transactions taken as a whole involving
such party, that are backed by the same asset type as the Mortgage
Loans;
Β
(d)Β Β A
statement that a registered public accounting firm has issued an attestation
report on such partyβs Assessment of Compliance with the Relevant Servicing
Criteria for the period consisting of the preceding calendar year;
and
Β
(e)Β Β A
statement as to which of the Servicing Criteria, if any, are not applicable
to
the Master Servicer, which statement shall be based on the activities it
performs with respect to asset-backed securities transactions taken as a whole
involving the Master Servicer, that are backed by the same asset type as the
Mortgage Loans.
Β
In
the
event the Master Servicer or the Trustee is terminated or resigns pursuant
to
the terms of this Agreement, such party shall provide, and each such party
shall
cause each Sub-Servicer and subcontractor engaged by it and determined to be
βparticipating in the servicing functionβ within the meaning of Item 1122 of
Regulation AB that resigns or is terminated under any applicable agreement
to
provide, an annual Assessment of Compliance pursuant to this Section 3.21,
coupled with an attestation as required hereunder with respect to the period
of
time that such party was subject to this Agreement or the period of time such
party was subject to such other agreement.
Β
Such
report at a minimum shall address each of the Relevant Servicing Criteria
specified on Exhibit S hereto which are indicated as applicable to the Master
Servicer or the Trustee.
Β
On
or
before March 15th
of each
calendar year beginning in 2007, the Master Servicer, the Trustee and the
Custodian, each at its own expense, shall cause a registered public accounting
firm to furnish to the Trustee and the Depositor a report (an βAttestation
Reportβ) by such registered public accounting firm that attests to, and reports
on, the Assessment of Compliance made by such party, as required by Rules 13a-18
and 15d-18 of the Exchange Act and Item 1122(b) of Regulation AB, which
Attestation Report must be made in accordance with standards for attestation
reports issued or adopted by the Public Company Accounting Oversight Board.
Β
The
Master Servicer and the Trustee shall cause any Sub-Servicer and each
subcontractor engaged by it and determined to be βparticipating in the servicing
functionβ within the meaning of Item 1122 of Regulation AB, to deliver to the
Trustee and the Depositor an Assessment of Compliance and Attestation Report
as
and when provided above setting forth the Servicing Criteria addressed in such
assessment.
Β
Such
Assessment of Compliance, as to each Sub-Servicer and subcontractor determined
to be βparticipating in the servicing functionβ within the meaning of Item 1122
of Regulation AB, shall address each of the Servicing Criteria applicable to
it,
as specified on Exhibit S hereto. The Trustee shall confirm that the
assessments, taken individually, address the Servicing Criteria for each
attesting party as set forth on Exhibit S and notify the Depositor of any
exceptions. Notwithstanding the foregoing, as to any subcontractor, an
Assessment of Compliance is not required to be delivered unless it is required
as part of a Form 10-K with respect to the Trust Fund.
Β
Promptly
after receipt of each such assessment of compliance and attestation report,
the
Trustee shall confirm that each assessment submitted pursuant to this Section
3.21 is coupled with an attestation meeting the requirements of this Section
and
notify the Depositor of any exceptions.
Β
In
the
event the Master Servicer, the Trustee, the Custodian, or any Sub-servicer
or
subcontractor determined to be βparticipating in the servicing functionβ within
the meaning of Item 1122 of Regulation AB engaged by any such party, is
terminated, assigns its rights and duties under, or resigns pursuant to the
terms of, this Agreement, or any applicable custodial agreement, or
sub-servicing agreement, as the case may be, such party shall cause a registered
public accounting firm to provide an attestation pursuant to this Section 3.21,
or such other applicable agreement, notwithstanding any such termination,
assignment or resignation.
Β
For
so
long as a Form 10-K is required to be filed with respect to the Trust for the
preceding calendar year, failure of the Master Servicer to comply with this
Section 3.21 shall be deemed a Master Servicer Event of Termination, and the
Trustee may (with the consent of the Depositor), in addition to whatever rights
the Trustee may have under this Agreement and at law or in equity, including
injunctive relief and specific performance,
give
notice to Certificateholders that they have ten Business Days to object. If
no
such objection is received, the Trustee shall
immediately terminate all the rights and obligations of the Master Servicer
under this Agreement and in and to the Mortgage Loans and the proceeds thereof
without compensating the Master Servicer for the same. This paragraph shall
supersede any other provision in this Agreement or any other agreement to the
contrary.
Β
SECTION 3.22.Β Β |
Access
to Certain Documentation.
|
Β
The
Master Servicer shall provide to the Office of Thrift Supervision, the FDIC,
and
any other federal or state banking or insurance regulatory authority that may
exercise authority over any Certificateholder or Certificate Owner, access
to
the documentation regarding the Mortgage Loans required by applicable laws
and
regulations. Such access shall be afforded without charge, but only upon
reasonable request and during normal business hours at the offices of the Master
Servicer designated by it. In addition, access to the documentation regarding
the Mortgage Loans will be provided to any Certificateholder or Certificate
Owner, the Trustee, the NIMS Insurer and to any Person identified to the Master
Servicer as a prospective transferee of a Certificate, upon reasonable request
during normal business hours at the offices of the Master Servicer designated
by
it at the expense of the Person requesting such access.
Β
SECTION 3.23.Β Β |
Title,
Management and Disposition of REO
Property.
|
Β
(a)Β Β The
deed
or certificate of sale of any REO Property shall be taken in the name of the
Trustee, or its nominee, in trust for the benefit of the Certificateholders.
The
Master Servicer, on behalf of REMIC 1, shall sell any REO Property as soon
as
practical and in any event no later than the end of the third full taxable
year
after the taxable year in which such REMIC acquires ownership of such REO
Property for purposes of Section 860G(a)(8) of the Code or request from the
Internal Revenue Service, no later than 60 days before the day on which the
three-year grace period would otherwise expire, an extension of such three-year
period, unless the Master Servicer shall have delivered to the Trustee and
the
NIMS Insurer an Opinion of Counsel acceptable to the NIMS Insurer and addressed
to the Trustee, the NIMS Insurer and the Depositor, to the effect that the
holding by the REMIC of such REO Property subsequent to three years after its
acquisition will not result in the imposition on the REMIC of taxes on
βprohibited transactionsβ thereof, as defined in Section 860F of the Code, or
cause any of the REMICs created hereunder to fail to qualify as a REMIC under
Federal law at any time that any Certificates are outstanding. The Master
Servicer shall manage, conserve, protect and operate each REO Property for
the
Certificateholders solely for the purpose of its prompt disposition and sale
in
a manner which does not cause such REO Property to fail to qualify as
βforeclosure propertyβ within the meaning of Section 860G(a)(8) of the Code or
result in the receipt by any of the REMICs created hereunder of any βincome from
non-permitted assetsβ within the meaning of Section 860F(a)(2)(B) of the Code,
or any βnet income from foreclosure propertyβ which is subject to taxation under
the REMIC Provisions.
Β
(b)Β Β The
Master Servicer shall separately account for all funds collected and received
in
connection with the operation of any REO Property and shall establish and
maintain, or cause to be established and maintained, with respect to REO
Properties an account held in trust for the Trustee for the benefit of the
Certificateholders (the βREO Accountβ), which shall be an Eligible Account. The
Master Servicer shall be permitted to allow the Collection Account to serve
as
the REO Account, subject to separate ledgers for each REO Property. The Master
Servicer shall be entitled to retain or withdraw any interest income paid on
funds deposited in the REO Account.
Β
(c)Β Β The
Master Servicer shall have full power and authority, subject only to the
specific requirements and prohibitions of this Agreement, to do any and all
things in connection with any REO Property as are consistent with the manner
in
which the Master Servicer manages and operates similar property owned by the
Master Servicer or any of its Affiliates, all on such terms and for such period
(subject to the requirement of prompt disposition set forth in Section 3.23(a))
as the Master Servicer deems to be in the best interests of Certificateholders.
In connection therewith, the Master Servicer shall deposit, or cause to be
deposited in the clearing account in which it customarily deposits payments
and
collections on mortgage loans in connection with its mortgage loan servicing
activities on a daily basis, and in no event more than one Business Day after
the Master Servicer's receipt thereof, and shall thereafter deposit in the
REO
Account, in no event more than two Business Days after the Master Servicer's
receipt thereof, all revenues received by it with respect to an REO Property
and
shall withdraw therefrom funds necessary for the proper operation, management
and maintenance of such REO Property including, without limitation:
Β
(i)Β Β all
insurance premiums due and payable in respect of such REO Property;
Β
(ii)Β Β all
real
estate taxes and assessments in respect of such REO Property that may result
in
the imposition of a lien thereon; and
Β
(iii)Β Β all
costs
and expenses necessary to maintain such REO Property.
Β
To
the
extent that amounts on deposit in the REO Account with respect to an REO
Property are insufficient for the purposes set forth in clauses (i) through
(iii) above with respect to such REO Property, the Master Servicer shall advance
from its own funds such amount as is necessary for such purposes if, but only
if, the Master Servicer would make such advances if the Master Servicer owned
the REO Property and if in the Master Servicer's judgment, the payment of such
amounts will be recoverable from the rental or sale of the REO
Property.
Β
Notwithstanding
the foregoing, neither the Master Servicer nor the Trustee shall:
Β
(A)Β Β authorize
the Trust Fund to enter into, renew or extend any New Lease with respect to
any
REO Property, if the New Lease by its terms will give rise to any income that
does not constitute Rents from Real Property;
Β
(B)Β Β authorize
any amount to be received or accrued under any New Lease other than amounts
that
will constitute Rents from Real Property;
Β
(C)Β Β authorize
any construction on any REO Property, other than the completion of a building
or
other improvement thereon, and then only if more than ten percent of the
construction of such building or other improvement was completed before default
on the related Mortgage Loan became imminent, all within the meaning of Section
856(e)(4)(B) of the Code; or
Β
(D)Β Β authorize
any Person to Directly Operate any REO Property on any date more than 90 days
after its date of acquisition by the Trust Fund;
Β
unless,
in any such case, the Master Servicer has obtained an Opinion of Counsel,
provided to the Trustee and the NIMS Insurer, to the effect that such action
will not cause such REO Property to fail to qualify as βforeclosure propertyβ
within the meaning of Section 860G(a)(8) of the Code at any time that it is
held
by the REMIC, in which case the Master Servicer may take such actions as are
specified in such Opinion of Counsel.
Β
The
Master Servicer may contract with any Independent Contractor for the operation
and management of any REO Property, provided that:
Β
(1)Β the
terms
and conditions of any such contract shall not be inconsistent
herewith;
Β
(2)Β any
such
contract shall require, or shall be administered to require, that the
Independent Contractor pay all costs and expenses incurred in connection with
the operation and management of such REO Property, including those listed above
and remit all related revenues (net of such costs and expenses) to the Master
Servicer as soon as practicable, but in no event later than thirty days
following the receipt thereof by such Independent Contractor;
Β
(3)Β none
of
the provisions of this Section 3.23(c) relating to any such contract or to
actions taken through any such Independent Contractor shall be deemed to relieve
the Master Servicer of any of its duties and obligations to the Trustee on
behalf of the Certificateholders with respect to the operation and management
of
any such REO Property; and
Β
(4)Β the
Master Servicer shall be obligated with respect thereto to the same extent
as if
it alone were performing all duties and obligations in connection with the
operation and management of such REO Property.
Β
The
Master Servicer shall be entitled to enter into any agreement with any
Independent Contractor performing services for it related to its duties and
obligations hereunder for indemnification of the Master Servicer by such
Independent Contractor, and nothing in this Agreement shall be deemed to limit
or modify such indemnification. The Master Servicer shall be solely liable
for
all fees owed by it to any such Independent Contractor, irrespective of whether
the Master Servicer's compensation pursuant to Section 3.18 is sufficient to
pay
such fees; provided,
however,
that to
the extent that any payments made by such Independent Contractor would
constitute Servicing Advances if made by the Master Servicer, such amounts
shall
be reimbursable as Servicing Advances made by the Master Servicer.
Β
(d)Β Β In
addition to the withdrawals permitted under Section 3.23(c), the Master Servicer
may from time to time make withdrawals from the REO Account for any REO
Property: (i) to pay itself or any Sub-Servicer unpaid Servicing Fees in respect
of the related Mortgage Loan; and (ii) to reimburse itself or any Sub-Servicer
for unreimbursed Servicing Advances and Advances made in respect of such REO
Property or the related Mortgage Loan. On the Master Servicer Remittance Date,
the Master Servicer shall withdraw from each REO Account maintained by it and
deposit into the Distribution Account in accordance with Section 3.10(d)(ii),
for distribution on the related Distribution Date in accordance with Section
4.01, the income from the related REO Property received during the related
Prepayment Period, net of any withdrawals made pursuant to Section 3.23(c)
or
this Section 3.23(d).
Β
(e)Β Β Subject
to the time constraints set forth in Section 3.23(a), each REO Disposition
shall
be carried out by the Master Servicer in a manner, at such price and upon such
terms and conditions as shall be in conformity with the requirements of the
Loss
Mitigation Procedures and as shall be normal and usual in its Servicing
Standard.
Β
(f)Β Β The
proceeds from the REO Disposition, net of any amount required by law to be
remitted to the Mortgagor under the related Mortgage Loan and net of any payment
or reimbursement to the Master Servicer or any Sub-Servicer as provided above,
shall be deposited in the Distribution Account in accordance with Section
3.10(d)(ii) on the Master Servicer Remittance Date in the month following the
receipt thereof for distribution on the related Distribution Date in accordance
with Section 4.01. Any REO Disposition shall be for cash only (unless changes
in
the REMIC Provisions made subsequent to the Startup Day allow a sale for other
consideration).
Β
(g)Β Β The
Master Servicer shall file information returns with respect to the receipt
of
mortgage interest received in a trade or business, reports of foreclosures
and
abandonments of any Mortgaged Property and cancellation of indebtedness income
with respect to any Mortgaged Property as required by Sections 6050H, 6050J
and
6050P of the Code, respectively. Such reports shall be in form and substance
sufficient to meet the reporting requirements imposed by such Sections 6050H,
6050J and 6050P of the Code.
Β
SECTION 3.24.Β Β |
Obligations
of the Master Servicer in Respect of Prepayment Interest
Shortfalls.
|
Β
Not
later
than 1:00 p.m. New York time on each Master Servicer Remittance Date, the Master
Servicer shall remit to the Distribution Account an amount (βCompensating
Interestβ) equal to the lesser of (A) the aggregate of the Prepayment Interest
Shortfalls for the related Distribution Date and (B) its aggregate Servicing
Fee
for the related Due Period and any Prepayment Interest Excess earned during
the
related Prepayment Period. The Master Servicer shall not have the right to
reimbursement for any amounts remitted to the Trustee in respect of Compensating
Interest. Such amounts so remitted shall be included in the Available Funds
and
distributed therewith on the next Distribution Date. The Master Servicer shall
not be obligated to pay Compensating Interest with respect to Relief Act
Interest Shortfalls.
Β
SECTION 3.25.Β Β |
Reports
Filed with Securities and Exchange
Commission.
|
Β
(a)Β Β (i)
Within 15 days after each Distribution Date (subject to permitted extensions
under the Exchange Act), the Trustee shall, on behalf of the Trust and in
accordance with industry standards, prepare and file with the Commission via
the
Electronic Data Gathering and Retrieval System (βXXXXXβ), the report on Form
10-D, signed by the Depositor, with a copy of the Monthly Statement to be
furnished by the Trustee to the Certificateholders for such Distribution Date
and such other information required to be reported by the Trust on Form 10-D
as
set forth in this Section 3.25; provided that the Trustee shall have received
no
later than 5 calendar days after the related Distribution Date, all information
required to be provided to the Trustee as described in clause (a)(ii) below.
Any
disclosure in addition to the Monthly Statement that is required to be included
on Form 10-D (βAdditional Form 10-D Disclosureβ) shall, pursuant to the
paragraph immediately below, be reported to the Depositor and the Trustee by
the
parties set forth on Exhibit T, approved by the Depositor, and the Trustee
will
have no duty or liability for any failure hereunder to determine or prepare
any
Additional Form 10-D Disclosure information absent such reporting, direction
and
approval.
Β
(ii)Β Β Within
5
calendar days after the related Distribution Date, (i) the parties set forth
in
Exhibit T shall be required to provide, pursuant to Section 3.25(a)(v) below,
to
the Trustee (at ,
with a
copy by facsimile to 410-715-2380) and the Depositor, to the extent known,
in
XXXXX-compatible format, or in such other format as otherwise agreed upon by
the
Trustee and such party, the form and substance of any Additional Form 10-D
Disclosure, if applicable, (ii) the parties listed on Exhibit T hereto shall
include with such Additional Form 10-D Disclosure, an Additional Disclosure
Notification in the form attached hereto as Exhibit U, and (iii) the Depositor
will approve, as to form and substance, or disapprove, as the case may be,
the
inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee
has
no duty under this Agreement to monitor or enforce the performance by the
parties listed on Exhibit T of their duties under this paragraph or proactively
solicit or procure from such parties any Additional Form 10-D Disclosure
information. The Depositor will be responsible for any reasonable fees and
expenses assessed or incurred by the Trustee in connection with including any
Additional Form 10-D Disclosure on Form 10-D pursuant to this
Section.
Β
After
preparing the Form 10-D, the Trustee shall forward electronically a draft copy
of the Form 10-D to the Depositor for review (provided that such Form 10-D
includes any Additional Form 10-D Disclosure) and execution. Within two Business
Days after receipt of such copy, but no later than the 12th
calendar
day after the Distribution Date, the Depositor shall notify the Trustee in
writing (which may be furnished electronically) of any changes to or approval
of
such Form 10-D. A duly authorized representative of the Depositor shall sign
the
Form 10-D no later than the close of business on the 13th
calendar
day after the Distribution Date and return an electronic or fax copy of such
signed Form 10-D (with an original executed hard copy to follow by overnight
mail) to the Trustee. If a Form 10-D cannot be filed on time or if a previously
filed Form 10-D needs to be amended, the Trustee will follow the procedures
set
forth in Section 3.25(a)(vi). Promptly (but no later than 1 Business Day) after
filing with the Commission, the Trustee will make available on its internet
website a final executed copy of each Form 10-D prepared and filed by the
Trustee. Form 10-D requires the registrant to indicate (by checking βyesβ or
βnoβ) that it β(1) has filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has
been
subject to such filing requirements for the past 90 days.β The Depositor hereby
represents to the Trustee that the Depositor has filed all such required reports
during the preceding 12 months and that it has been subject to such filing
requirement for the past 90 days. The Depositor shall notify the Trustee in
writing, no later than the fifth calendar day after the related Distribution
Date with respect to the filing of a report on Form 10-D, if the answer to
the
questions should be βno.β The Trustee shall be entitled to rely on such
representations in preparing and/or filing any such Form 10-D. The parties
to
this Agreement acknowledge that the performance by the Trustee of its duties
under Sections 3.25(a)(i) and (vi) related to the timely preparation,
arrangement for execution and filing of Form 10-D is contingent upon such
parties strictly observing all applicable deadlines in the performance of their
duties under such Sections. The Trustee shall have no liability for any loss,
expense, damage or claim arising out of or with respect to any failure to
properly prepare and/or timely file such Form 10-D, where such failure results
from the Trusteeβs inability or failure to receive, on a timely basis, any
information from any other party hereto needed to prepare, arrange for execution
or file such Form 10-D, not resulting from its own negligence, bad faith or
willful misconduct.
Β
(iii)Β Β (A)
Within four (4) Business Days after the occurrence of an event requiring
disclosure on Form 8-K (each such event, a βReportable Eventβ), the Trustee
shall prepare and file on behalf of the Trust a Form 8-K, as required by the
Exchange Act, provided that the Depositor shall file the initial Form 8-K in
connection with the issuance of the Certificates. Any disclosure or information
related to a Reportable Event or that is otherwise required to be included
on
Form 8-K (βForm 8-K Disclosure Informationβ) shall, pursuant to the paragraph
immediately below, be reported to the Depositor and the Trustee by the parties
set forth on Exhibit T, approved by the Depositor, and the Trustee will have
no
duty or liability for any failure hereunder to determine or prepare any Form
8-K
Disclosure Information absent such reporting, direction and
approval.
Β
Β Β For
so
long as the Trust is subject to the Exchange Act reporting requirements, no
later than 12:00 noon New York City time on the 2nd Business Day after the
occurrence of a Reportable Event (i) the parties set forth in Exhibit T shall
be
required pursuant to Section 3.25(a)(v) below to provide to the Trustee (at
,
with a
copy by facsimile to 410-715-2380) and the Depositor, to the extent known,
in
XXXXX-compatible format, or in such other format as otherwise agreed upon by
the
Trustee and such party, the form and substance of any Form 8-K Disclosure
Information, if applicable, (ii) the parties listed on Exhibit T hereto shall
include with such Form 8-K Disclosure Information, an Additional Disclosure
Notification in the form attached hereto as Exhibit U, and (iii) the Depositor
will approve, as to form and substance, or disapprove, as the case may be,
the
inclusion of the Form 8-K Disclosure Information on Form 8-K. The Trustee has
no
duty under this Agreement to monitor or enforce the performance by the parties
listed on Exhibit T of their duties under this paragraph or proactively solicit
or procure from such parties any Form 8-K Disclosure Information. The Depositor
will be responsible for any reasonable fees and expenses assessed or incurred
by
the Trustee in connection with including any Form 8-K Disclosure Information
on
Form 8-K pursuant to this Section.
Β
Β Β After
preparing the Form 8-K, the Trustee shall forward electronically a draft copy
of
the Form 8-K to the Depositor for review. No later than the close of business
on
the third Business Day after the Reportable Event, the Depositor shall notify
the Trustee in writing (which may be furnished electronically) of any changes
to
or approval of such Form 8-K. A duly authorized representative of the Depositor
shall sign the Form 8-K by noon on the 4th
Business
Day after the Reportable Event and return an electronic or fax copy of such
signed Form 8-K (with an original executed hard copy to follow by overnight
mail) to the Trustee. If a Form 8-K cannot be filed on time or if a previously
filed Form 8-K needs to be amended, the Trustee will follow the procedures
set
forth in Section 3.25(a)(vi). Promptly (but no later than 1 Business Day) after
filing with the Commission, the Trustee will make available on its internet
website a final executed copy of each Form 8-K prepared and filed by the
Trustee. The parties to this Agreement acknowledge that the performance by
the
Trustee of its duties under this Section 3.25(a)(iii) related to the timely
preparation, arrangement for execution and filing of Form 8-K is contingent
upon
such parties strictly observing all applicable deadlines in the performance
of
their duties under this Section 3.25(a)(iii). The Trustee shall have no
liability for any loss, expense, damage, claim arising out of or with respect
to
any failure to properly prepare and/or timely file such Form 8-K, where such
failure results from the Trusteeβs inability or failure to receive, on a timely
basis, any information from any other party hereto needed to prepare, arrange
for execution or file such Form 8-K, not resulting from its own negligence,
bad
faith or willful misconduct.
Β
(iv)Β Β (A)
On or
before 90 days after the end of each fiscal year of the Trust or such earlier
date as may be required by the Exchange Act (the β10-K Filing Deadlineβ) (it
being understood that the fiscal year for the Trust ends on December 31st of
each year), commencing in March 2007, the Trustee shall prepare and file on
behalf of the Trust a Form 10-K, in form and substance as required by the
Exchange Act. Each such Form 10-K shall include the following items, in each
case to the extent they have been delivered to the Trustee within the applicable
time frames set forth in this Agreement, (I) the annual compliance statements
required under Section 3.20, (II)(A) the annual reports on assessment of
compliance with Servicing Criteria required under Section 3.21, and (B) any
such
report on assessment of compliance with servicing criteria described under
Section 3.21 identifies any material instance of noncompliance, disclosure
identifying such instance of noncompliance, or if any such report on assessment
of compliance with Servicing Criteria described under Section 3.21 is not
included as an exhibit to such Form 10-K, disclosure that such report is not
included and an explanation why such report is not included, (III)(A) the
registered public accounting firm attestation reports required under Section
3.21, and (B) if any registered public accounting firm attestation report
described under Section 3.21 identifies any material instance of noncompliance,
disclosure identifying such instance of noncompliance, or if any such registered
public accounting firm attestation report is not included as an exhibit to
such
Form 10-K, disclosure that such report is not included and an explanation why
such report is not included, and (IV) a Xxxxxxxx-Xxxxx Certification
(βXxxxxxxx-Xxxxx Certificationβ) as described in this Section 3.25 (a)(iv)(D)
below. Any disclosure or information in addition to (I) through (IV) above
that
is required to be included on Form 10-K (βAdditional Form 10-K Disclosureβ)
shall, pursuant to the paragraph immediately below, be reported by the parties
set forth on Exhibit T, approved by the Depositor, and the Trustee will have
no
duty or liability for any failure hereunder to determine or prepare any
Additional Form 10-K Disclosure absent such reporting, direction and
approval.
Β
Β Β No
later
than March 1 (with a 10 calendar day cure period) of each year that the Trust
is
subject to the Exchange Act reporting requirements, commencing in 2007, (i)
the
parties set forth in Exhibit T shall be required to provide pursuant to Section
3.25(a)(v) below to the Trustee (at ,
with a
copy by facsimile to 410-715-2380) and the Depositor, to the extent known,
in
XXXXX-compatible format, or in such other format as otherwise agreed upon by
the
Trustee and such party, the form and substance of any Additional Form 10-K
Disclosure, if applicable, (ii) the parties listed on Exhibit T hereto shall
include with such Additional Form 10-K Disclosure, an Additional Disclosure
Notification in the form attached hereto as Exhibit U, and (iii) the Depositor
will approve, as to form and substance, or disapprove, as the case may be,
the
inclusion of the Additional Form 10-K Disclosure on Form 10-K. The Trustee
has
no duty under this Agreement to monitor or enforce the performance by the
parties listed on Exhibit T of their duties under this paragraph or proactively
solicit or procure from such parties any Form 10-K Disclosure Information.
The
Depositor will be responsible for any reasonable fees and expenses assessed
or
incurred by the Trustee in connection with including any Additional Form 10-K
Disclosure on Form 10-K pursuant to this Section.
Β
Β Β After
preparing the Form 10-K, the Trustee shall forward electronically a draft copy
of the Form 10-K to the Depositor for review. Within three (3) Business Days
after receipt of such copy, but no later than March 25th,
the
Depositor shall notify the Trustee of any changes to or approval of such Form
10-K. The Depositor shall cause a senior officer of the Depositor to sign the
Form 10-K no later than four (4) Business Days prior to the 10-K Filing Deadline
and return an electronic or fax copy of such signed Form 10-K (with an original
executed hard copy to follow by overnight mail) to the Trustee. If a Form 10-K
cannot be filed on time or if a previously filed Form 10-K needs to be amended,
the Trustee will follow the procedures set forth in Section 3.25(a)(vi).
Promptly (but no later than 1 Business Day) after filing with the Commission,
the Trustee will make available on its internet website a final executed copy
of
each Form 10-K prepared and filed by the Trustee. Form 10-K requires the
registrant to indicate (by checking βyesβ or βnoβ) that it β(1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.β The Depositor hereby represents to the
Trustee that the Depositor has filed all such required reports during the
preceding 12 months and that it has been subject to such filing requirement
for
the past 90 days. The Depositor shall notify the Trustee in writing, no later
than the 15th calendar day of March in any year in which the Trust is subject
to
the reporting requirements of the Exchange Act, if the answer to the questions
should be βno.β The Trustee shall be entitled to rely on such representations in
preparing and/or filing any such Form 10-K. The parties to this Agreement
acknowledge that the performance by the Trustee of its duties under Sections
3.25(a)(iv) and (vi) related to the timely preparation and filing of Form 10-K
is contingent upon such parties strictly observing all applicable deadlines
in
the performance of their duties under such Sections, Section 3.20 and Section
3.21. The Trustee shall have no liability for any loss, expense, damage or
claim
arising out of or with respect to any failure to properly prepare and/or timely
file such Form 10-K, where such failure results from the Trusteeβs inability or
failure to receive, on a timely basis, any information from any other party
hereto needed to prepare, arrange for execution or file such Form 10-K, not
resulting from its own negligence, bad faith or willful misconduct.
Β
Β Β Each
Form
10-K shall include a certification (the βXxxxxxxx-Xxxxx Certificationβ), exactly
as set forth in Exhibit R-1 attached hereto, required to be included therewith
pursuant to the Xxxxxxxx-Xxxxx Act. The Trustee shall provide to the Person
who
signs the Xxxxxxxx-Xxxxx Certification (the βCertifying Personβ), by March 10 of
each year in which the Trust is subject to the reporting requirements of the
Exchange Act and otherwise within a reasonable period of time upon request,
a
certification (each, a βBack-Up Certificationβ), in the form attached hereto as
Exhibit R-2, upon which the Certifying Person, the entity for which the
Certifying Person acts as an officer, and such entityβs officers, directors and
Affiliates (collectively with the Certifying Person, βCertification Partiesβ)
can reasonably rely. The senior officer of the Depositor shall serve as the
Certifying Person on behalf of the Trust. In the event the Trustee is terminated
or resigns pursuant to the terms of this Agreement, the Trustee shall provide
a
Back-Up Certification to the Certifying Person pursuant to this Section
3.25(a)(iv) with respect to the period of time it was subject to this
Agreement.
Β
(v)Β Β With
respect to any Additional Form 10-D Disclosure, Additional Form 10-K Disclosure
or any Form 8-K Disclosure Information (collectively, the βAdditional
Disclosureβ) relating to the Trust Fund, the Trusteeβs obligation to include
such Additional Information in the applicable Exchange Act report is subject
to
receipt from the entity that is indicated in Exhibit T as the responsible party
for providing that information, if other than the Trustee, as and when required
as described in Section 3.25(a)(i) through (iv) above. Each of the Master
Servicer, the Seller and Depositor hereby agree to notify and provide to the
extent known to the Trustee and the Depositor all Additional Disclosure relating
to the Trust Fund, with respect to which such party is indicated in Exhibit
T as
the responsible party for providing that information. The Swap Provider will
be
obligated pursuant to the Swap Agreement to provide to the Trustee any
information that may be required to be included in any Form 10-D, Form 8-K
or
Form 10-K. The Master Servicer shall be responsible for determining the pool
concentration applicable to any Sub-Servicer or originator at any time, for
purposes of disclosure as required by Items 1117 and 1119 of Regulation
AB.
Β
(vi)Β Β On
or
prior to January 30 of the first year in which the Trustee is able to do so
under applicable law, the Trustee shall prepare and file a Form 15 Suspension
Notification relating to the automatic suspension of reporting in respect of
the
Trust under the Exchange Act.
Β
Β Β In
the
event that the Trustee is unable to timely file with the Commission all or
any
required portion of any Form 8-K, Form 10-D or Form 10-K required to be filed
by
this Agreement because required disclosure information was either not delivered
to it or delivered to it after the delivery deadlines set forth in this
Agreement or for any other reason, the Trustee will promptly notify the
Depositor. In the case of Form 10-D and Form 10-K, the Depositor, Master
Servicer and Trustee will cooperate to prepare and file a Form 12b-25, a Form
10-D/A and a Form 10-K/A as applicable, pursuant to Rule 12b-25 of the Exchange
Act. In the case of Form 8-K, the Trustee will, upon receipt of all required
Form 8-K Disclosure Information and upon the approval and direction of the
Depositor, include such disclosure information on the next Form 10-D. In the
event that any previously filed Form 8-K, Form 10-D or Form 10-K needs to be
amended in connection with any Additional Form 10-D Disclosure (other than,
in
the case of Form 10-D, for the purpose of restating any Monthly Statement),
Additional Form 10-K Disclosure or Form 8-K Disclosure Information, the Trustee
will notify the Depositor and the Master Servicer and such parties will
cooperate to prepare any necessary Form 8-K/A, Form 10-D/A or Form 10-K/A.
Any
Form 15, Form 12b-25 or any amendment to Form 8-K, Form 10-D or Form 10-K shall
be signed by a duly authorized representative or senior officer in charge of
securitization, as applicable, of the Depositor. The Depositor and Master
Servicer acknowledge that the performance by the Trustee of its duties under
this Section 3.25(a)(vi) related to the timely preparation, arrangement for
execution and filing of Form 15, a Form 12b-25 or any amendment to Form 8-K,
Form 10-D or Form 10-K is contingent upon the Master Servicer and the Depositor
performing their duties under this Section. The Trustee shall have no liability
for any loss, expense, damage, claim arising out of or with respect to any
failure to properly prepare, arrange for execution and/or timely file any such
Form 15, Form 12b-25 or any amendments to Forms 8-K, Form 10-D or Form 10-K,
where such failure results from the Trusteeβs inability or failure to receive,
on a timely basis, any information from any other party hereto needed to
prepare, arrange for execution or file such Form 15, Form 12b-25 or any
amendments to Forms 8-K, Form 10-D or Form 10-K, not resulting from its own
negligence, bad faith or willful misconduct.
Β
Β Β The
Depositor agrees to promptly furnish to the Trustee, from time to time upon
request, such further information, reports and financial statements within
its
control related to this Agreement, the Mortgage Loans as the Trustee reasonably
deems appropriate to prepare and file all necessary reports with the Commission.
The Trustee shall have no responsibility to file any items other than those
specified in this Section 3.25; provided, however, the Trustee will cooperate
with the Depositor in connection with any additional filings with respect to
the
Trust Fund as the Depositor deems necessary under the Exchange Act. Fees and
expenses incurred by the Trustee in connection with this Section 3.25 shall
not
be reimbursable from the Trust Fund.
Β
(b)Β Β In
connection with the filing of any Form 10-K hereunder, the Trustee shall sign
a
certification (a βForm of Back-Up Certification for Form 10K Certificate,β
substantially in the form attached hereto as Exhibit R-2) for the Depositor
regarding certain aspects of the Form 10-K certification signed by the
Depositor, provided, however, that the Trustee shall not be required to
undertake an analysis of any accountantβs report attached as an exhibit to the
Form 10-K.
Β
(c)Β Β The
Trustee shall indemnify and hold harmless the Depositor and its officers,
directors and affiliates from and against any losses, damages, penalties, fines,
forfeitures, reasonable and necessary legal fees and related costs, judgments
and other costs and expenses arising out of or based upon (i) a breach of the
Trusteeβs obligations under this Section 3.25 or the Trusteeβs negligence, bad
faith or willful misconduct in connection therewith and (ii) any material
misstatement or omission in the Annual Statement of Compliance delivered by
the
Trustee pursuant to Section 3.20 or the Assessment of Compliance delivered
by
the Trustee pursuant to Section 3.21.
Β
The
Depositor shall indemnify and hold harmless the Trustee and the Custodian and
the officers, directors and affiliates of each from and against any losses,
damages, penalties, fines, forfeitures, reasonable and necessary legal fees
and
related costs, judgments and other costs and expenses arising out of or based
upon a breach of the obligations of the Depositor under this Section
3.25.
Β
The
Master Servicer shall indemnify and hold harmless the Trustee and the Custodian
and the respective officers, directors and affiliates of each from and against
any losses, damages, penalties, fines, forfeitures, reasonable and necessary
legal fees and related costs, judgments and other costs and expenses arising
out
of or based upon (i) a breach of the obligations of the Master Servicer under
this Section 3.25 and (ii) any material misstatement or omission in the Annual
Statement of Compliance delivered by the Master Servicer pursuant to Section
3.20 or the Assessment of Compliance delivered by the Master Servicer pursuant
to Section 3.21.
Β
If
the
indemnification provided for herein is unavailable or insufficient to hold
harmless the Depositor, the Trustee or the Custodian, as applicable, then the
defaulting party, in connection with a breach of its respective obligations
under this Section 3.25, agrees that it shall contribute to the amount paid
or
payable by each such party as a result of the losses, claims, damages or
liabilities of such party in such proportion as is appropriate to reflect the
relative fault of the defaulting party on the one hand and each such
non-defaulting party on the other.
Β
(d)Β Β Nothing
shall be construed from the foregoing subsections (a), (b) and (c) to require
the Trustee or any officer, director or Affiliate thereof to sign any Form
10-K
or any certification contained therein. Furthermore, the inability of the
Trustee to file a Form 10-K as a result of the lack of required information
as
set forth in Section 3.25(a) or required signatures on such Form 10-K or any
certification contained therein shall not be regarded as a breach by the Trustee
of any obligation under this Agreement.
Β
(e)Β Β Notwithstanding
the provisions of Section 11.01, this Section 3.25 may be amended without the
consent of the Certificateholders.
Β
SECTION 3.26.Β Β |
Obligations
of the Master Servicer in Respect of Mortgage Rates and Monthly
Payments.
|
Β
In
the
event that a shortfall in any collection on or liability with respect to the
Mortgage Loans in the aggregate results from or is attributable to adjustments
to Mortgage Rates, Monthly Payments or Stated Principal Balances that were
made
by the Master Servicer in a manner not consistent with the terms of the related
Mortgage Note and this Agreement, the Master Servicer, upon discovery or receipt
of notice thereof, immediately shall deposit in the Collection Account from
its
own funds the amount of any such shortfall and shall indemnify and hold harmless
the Trust Fund, the Trustee, the Depositor and any successor servicer in respect
of any such liability. Such indemnities shall survive the termination or
discharge of this Agreement. Notwithstanding the foregoing, this Section 3.26
shall not limit the ability of the Master Servicer to seek recovery of any
such
amounts from the related Mortgagor under the terms of the related Mortgage
Note,
as permitted by law.
Β
SECTION 3.27.Β Β |
Solicitations.
|
Β
From
and
after the Closing Date, the Master Servicer agrees that it will not take any
action or permit or cause any action to be taken by any of its agents and
Affiliates, or by any independent contractors or independent mortgage brokerage
companies on the Master Servicer's behalf, to personally, by telephone, mail
or
electronic mail, solicit
the Mortgagor under any Mortgage Loan for the purpose of refinancing such
Mortgage Loan;
provided,
that
the Master Servicer may solicit any Mortgagor for whom the Master Servicer
has
received a request for verification of mortgage, a request for demand for
payoff, a mortgagor initiated written or verbal communication indicating a
desire to prepay the related Mortgage Loan, another mortgage company has pulled
a credit report on the mortgagor or the mortgagor initiates a title search;
provided further, it is understood and agreed that promotions undertaken by
the
Master Servicer or any of its Affiliates which (i) concern optional insurance
products or other additional products or (ii) are directed to the general public
at large, including, without limitation, mass mailings based on commercially
acquired mailing lists, newspaper, radio and television advertisements shall
not
constitute solicitation under this Section, nor is the Master Servicer
prohibited from responding to unsolicited requests or inquiries made by a
Mortgagor or an agent of a Mortgagor. Furthermore, the Master Servicer shall
be
permitted to include in its monthly statements to borrowers or otherwise,
statements regarding the availability of the Master Servicer's counseling
services with respect to refinancing mortgage loans.
Β
Notwithstanding
the foregoing, with respect to any Fixed-Rate Mortgage Loan, the Master Servicer
may solicit the Mortgagor for the purpose of refinancing such Mortgage Loan,
beginning 60 days prior to the later of (i) the expiration of the related
Prepayment Charge term, if applicable and (ii) 24 months following origination
of such Mortgage Loan and with respect to any Adjustable-Rate Mortgage Loan,
the
Master Servicer may solicit the Mortgagor for the purpose of refinancing such
Mortgage Loan, beginning 60 days prior to the later of (i) the expiration of
the
related Prepayment Charge term, if applicable and (ii) the expiration of any
applicable fixed-rate period.
SECTION 3.28.Β Β |
Net
WAC Rate Carryover Reserve Account.
|
Β
No
later
than the Closing Date, the Trustee shall establish and maintain with itself
a
separate, segregated trust account titled, βNet WAC Rate Carryover Reserve
Account, Xxxxx Fargo Bank, N.A., as Trustee, in trust for registered Holders
of
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series 2006-2β
which shall be an Eligible Account.
Β
On
each
Distribution Date as to which there is a Net WAC Rate Carryover Amount payable
to the Class A Certificates and/or the Mezzanine Certificates, the Trustee
has
been directed by the Class C Certificateholders to, and therefore will, deposit
into the Net WAC Rate Carryover Reserve Account the amounts described in Section
4.01(d)(iv), rather than distributing such amounts to the Class C
Certificateholders. On each such Distribution Date, the Trustee shall hold
all
such amounts for the benefit of the Holders of the Class A Certificates and
the
Mezzanine Certificates, and will distribute such amounts to the Holders of
the
Class A Certificates and/or the Mezzanine Certificates in the amounts and
priorities set forth in Section 4.01(d).
Β
On
or
after any Distribution Date following the reduction of the aggregate Certificate
Principal Balance of the Class A and Mezzanine Certificates to zero, any amounts
remaining in the Net WAC Rate Carryover Reserve Account after the payment of
any
Net WAC Rate Carryover Amounts on the Class A Certificates and the Mezzanine
Certificates for such Distribution Date, shall be payable to the
Trustee.
Β
For
federal and state income tax purposes, the Class C Certificateholders will
be
deemed to be the owners of the Net WAC Rate Carryover Reserve Account and all
amounts deposited into the Net WAC Rate Carryover Reserve Account shall be
treated as amounts distributed by REMIC 3 to the Holder of the Class C Interest
and by REMIC 4 to the Holders of the Class C Certificates. Upon the termination
of the Trust, or the payment in full of the Class A Certificates and the
Mezzanine Certificates, all amounts remaining on deposit in the Net WAC Rate
Carryover Reserve Account will be released by the Trust and distributed to
the
Class C Certificateholders or their designees. The Net WAC Rate Carryover
Reserve Account will be part of the Trust but not part of any REMIC and any
payments to the Holders of the Class A Certificates or the Mezzanine
Certificates of Net WAC Rate Carryover Amounts will not be payments with respect
to a βregular interestβ in a REMIC within the meaning of Code Section
860(G)(a)(1).
Β
By
accepting a Class C Certificate, each Class C Certificateholder hereby agrees
to
direct the Trustee, and the Trustee hereby is directed, to deposit into the
Net
WAC Rate Carryover Reserve Account the amounts described above on each
Distribution Date as to which there is any Net WAC Rate Carryover Amount rather
than distributing such amounts to the Class C Certificateholders. By accepting
a
Class C Certificate, each Class C Certificateholder further agrees that such
direction is given for good and valuable consideration, the receipt and
sufficiency of which is acknowledged by such acceptance.
Β
At
the
direction of the Holders of a majority in Percentage Interest in the Class
C
Certificates, the Trustee shall direct any depository institution maintaining
the Net WAC Rate Carryover Reserve Account to invest the funds in such account
in one or more Permitted Investments bearing interest or sold at a discount,
and
maturing, unless payable on demand, (i) no later than the Business Day
immediately preceding the date on which such funds are required to be withdrawn
from such account pursuant to this Agreement, if a Person other than the Trustee
or an Affiliate manages or advises such investment, and (ii) no later than
the
date on which such funds are required to be withdrawn from such account pursuant
to this Agreement, if the Trustee or an Affiliate manages or advises such
investment. If no investment direction of the Holders of a majority in
Percentage Interest in the Class C Certificates with respect to the Net WAC
Rate
Carryover Reserve Account is received by the Trustee, the Trustee shall invest
the funds in such account in Permitted Investments managed by the Trustee or
an
Affiliate of the kind described in clause (vi) of the definition of Permitted
Investments.
Β
For
federal tax return and information reporting, the value of the right of the
Holders of the Class A and the Mezzanine Certificates to receive payments from
the Net WAC Rate Carryover Reserve Account in respect of any Net WAC Rate
Carryover Amount shall be de
minimis.
Β
SECTION 3.29.Β Β |
Advancing
Facility.
|
Β
(a)Β Β The
Master Servicer and/or the Trustee on behalf of the Trust Fund, in either case,
with the consent of the NIMS Insurer and the Master Servicer in the case of
the
Trustee, is hereby authorized to enter into a facility (the βAdvancing
Facilityβ) with any Person which provides that such Person (an βAdvancing
Personβ) may fund Advances and/or Servicing Advances to the Trust Fund under
this Agreement, although no such facility shall reduce or otherwise affect
the
Master Servicer's obligation to fund such Advances and/or Servicing Advances.
If
the Master Servicer enters into such an Advancing Facility pursuant to this
Section 3.29, upon reasonable request of the Advancing Person, the Trustee
shall
execute a letter of acknowledgment, confirming its receipt of notice of the
existence of such Advancing Facility. To the extent that an Advancing Person
funds any Advance or any Servicing Advance and provides the Trustee with notice
acknowledged by the Servicer that such Advancing Person is entitled to
reimbursement, such Advancing Person shall be entitled to receive reimbursement
pursuant to this Agreement for such amount to the extent provided in Section
3.29(b). Such notice from the Advancing Person must specify the amount of the
reimbursement, the Section of this Agreement that permits the applicable Advance
or Servicing Advance to be reimbursed and the section(s) of the Advancing
Facility that entitle the Advancing Person to request reimbursement from the
Trustee, rather than the Master Servicer, and include the Master Servicer's
acknowledgment thereto or proof of an Event of Default under the Advancing
Facility. The Trustee shall have no duty or liability with respect to any
calculation of any reimbursement to be paid to an Advancing Person and shall
be
entitled to rely without independent investigation on the Advancing Person's
notice provided pursuant to this Section 3.29. An Advancing Person whose
obligations hereunder are limited to the funding of Advances and/or Servicing
Advances shall not be required to meet the qualifications of a Master Servicer
or a Sub-Servicer pursuant to Section 6.06 hereof and will not be deemed to
be a
Sub-Servicer under this Agreement. If the terms of a facility proposed to be
entered into with an Advancing Person by the Trust Fund would not materially
and
adversely affect the interests of any Certificateholder, then the NIMS Insurer
shall not withhold its consent to the Trust Fund's entering such
facility.
Β
(b)Β Β If
an
Advancing Facility is entered into, then the Master Servicer shall not be
permitted to reimburse itself therefor under Section 3.11(a)(ii), Section
3.11(a)(iii), Section 3.11(a)(vi), Section 3.11(a)(vii), Section 3.11(a)(viii)
and Section 4.04(b) prior to the remittance to the Trust Fund, but instead
the
Master Servicer shall include such amounts in the applicable remittance to
the
Trustee made pursuant to Section 3.10(a). The Trustee is hereby authorized
to
pay to the Advancing Person, reimbursements for Advances and Servicing Advances
from the Distribution Account to the same extent the Master Servicer would
have
been permitted to reimburse itself for such Advances and/or Servicing Advances
in accordance with Section 3.11(a)(ii), Section 3.11(a)(iii), Section
3.11(a)(vi), Section 3.11(a)(vii), Section 3.11(a)(viii) or Section 4.04(b),
as
the case may be, had the Master Servicer itself funded such Advance or Servicing
Advance. The Trustee is hereby authorized to pay directly to the Advancing
Person such portion of the Servicing Fee as the parties to any advancing
facility agree.
Β
(c)Β Β All
Advances and Servicing Advances made pursuant to the terms of this Agreement
shall be deemed made and shall be reimbursed on a βfirst in-first outβ (FIFO)
basis.
Β
(d)Β Β Any
amendment to this Section 3.29 or to any other provision of this Agreement
that
may be necessary or appropriate to effect the terms of an Advancing Facility
as
described generally in this Section 3.29, including amendments to add provisions
relating to a successor master servicer, may be entered into by the Trustee
and
the Master Servicer without the consent of any Certificateholder but with the
consent of the NIMS Insurer, notwithstanding anything to the contrary in this
Agreement.
Β
SECTION 3.30.Β Β |
Pool
Policy; Claims Under the Pool
Policy
|
Β
(a)Β Β The
Master Servicer shall, on behalf of the Trustee, prepare and file on a timely
basis with the Pool Insurer, with a copy to the Trustee, all claims which may
be
made under the Pool Policy with respect to the Covered Mortgage Loans.
Consistent with all rights and obligations hereunder, the Master Servicer shall
take all actions required under the Pool Policy as a condition to the payment
of
any such claim. Notwithstanding anything to the contrary under the Pool Policy,
the Master Servicer (and not the Trustee) will be responsible for all the
obligations of the Trust and will take all actions required of the Trust under
the Pool Policy. Within fifteen (15) days after the Master Servicer receives
notice or otherwise becomes aware that:
Β
(i)Β Β a
borrower is Three (3) Months in Default, or
Β
(ii)Β Β proceedings
to acquire title to a borrowerβs property have been commenced,
Β
whichever
event occurs first, notice thereof shall be given to the Pool Insurer by the
Master Servicer upon the form furnished by the Pool Insurer, provided, however,
that failure of the Pool Insurer to furnish forms shall not relieve the Master
Servicer of the obligation to give notice in any reasonable form within the
required time. Thereafter, the Master Servicer shall report monthly to the
Pool
Insurer in summary form the status of the borrowerβs account, until a claim is
submitted to the Pool Insurer or until such borrower is less than Three (3)
Months in Default. Any amount received from the Pool Insurer with respect to
any
such Covered Mortgage Loan shall be deposited by the Master Servicer into the
Collection Account in accordance with Section 3.10.
Β
ARTICLE
IV
Β
FLOW
OF
FUNDS
Β
SECTION 4.01.Β Β |
Distributions.
|
Β
(a)Β Β (I)On
each
Distribution Date, the Trustee shall withdraw from the Distribution Account
that
portion of Available Funds for such Distribution Date consisting of the Group
I
Interest Remittance Amount for such Distribution Date, and make the following
disbursements and transfers in the order of priority described below, in each
case to the extent of the Group I Interest Remittance Amount remaining for
such
Distribution Date:
Β
(i)Β to
the
Holders
of the Class I-A-1 Certificates, the Monthly Interest Distributable Amount
and
the Unpaid Interest Shortfall Amount, if any, for the Class I-A-1 Certificates
for such Distribution Date; and
Β
(ii)Β concurrently,
to the Holders of each Class of Group II Certificates, on a pro
rata
basis
based on the entitlement of each such Class, an amount equal to the excess,
if
any, of (x) the amount required to be distributed pursuant to Section
4.01(a)(II)(i) below for such Distribution Date over (y) the amount actually
distributed pursuant to such section from the Group II Interest Remittance
Amount.
Β
(II)Β On
each
Distribution Date the Trustee shall withdraw from the Distribution Account
that
portion of Available Funds for such Distribution Date consisting of the Group
II
Interest Remittance Amount for such Distribution Date, and make the following
disbursements and transfers in the order of priority described below, in each
case to the extent of the Group II Interest Remittance Amount remaining for
such
Distribution Date:
Β
(i)Β concurrently,
to the Holders of each Class of Group II Certificates, on a pro
rata
basis
based on the entitlement of each such Class, the Monthly Interest Distributable
Amount and the Unpaid Interest Shortfall Amount, if any, allocable to such
Certificates for such Distribution Date; and
Β
(ii)Β to
the
Holders of the Class I-A-1
Certificates,
an amount equal to the excess, if any, of (x) the amount required to be
distributed pursuant to Section 4.01(a)(I)(i) above for such Distribution Date
over (y) the amount actually distributed pursuant to such section from the
Group
I Interest Remittance Amount.
Β
(III)Β On
each
Distribution Date, following the distributions made pursuant to Section
4.01(a)(I) and (II) above, the sum of the Group I Interest Remittance Amount
and
the Group II Interest Remittance Amount remaining undistributed for such
Distribution Date, will be distributed sequentially to the Class X-0, Xxxxx
X-0,
Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9
and
Class M-10 Certificates, in that order, in an amount equal to the Monthly
Interest Distributable Amount allocable to each such Class of
Certificates.
Β
(b)Β Β (I)On
each
Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger
Event
is in effect, distributions in respect of principal to the extent of the Group
I
Principal Distribution Amount shall be made in the following amounts and order
of priority:
Β
(i)Β to
the
Holders of the Class I-A-1 Certificates until the Certificate Principal Balance
thereof has been reduced to zero;
Β
(ii)Β after
taking into account the amount distributed to the Holders of the Group II
Certificates pursuant to Section 4.01(b)(II)(i) below on such Distribution
Date,
to the Holders of the Group II Certificates (allocated as described below),
until the Certificate Principal Balances thereof have been reduced to
zero.
Β
(II)Β On
each
Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger
Event
is in effect, distributions in respect of principal to the extent of the Group
II Principal Distribution Amount shall be made in the following amounts and
order of priority:
Β
(i)Β to
the
Holders of the Group II Certificates (allocated as described below), until
the
Certificate Principal Balances thereof have been reduced to zero;
Β
(ii)Β after
taking into account the amount distributed to the Holders of the Class
I-A-1
Certificates
pursuant to Section 4.01(b)(I)(i) above on such Distribution Date, to the
Holders of the Class I-A-1
Certificates,
until the Certificate Principal Balance thereof has been reduced to
zero.
Β
(III)Β On
each
Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger
Event
is in effect, distributions in respect of principal to the extent of the sum
of
the Group I Principal Distribution Amount and the Group II Principal
Distribution Amount remaining undistributed for such Distribution Date shall
be
made sequentially to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class
M-5,
Class M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates, in
that
order, in each case, until the Certificate Principal Balance of each such Class
has been reduced to zero.
Β
(c)Β Β (I)On
each
Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger
Event is not in effect, distributions in respect of principal to the extent
of
the Group I Principal Distribution Amount shall be made in the following amounts
and order of priority:
Β
(i)Β to
the
Holders of the Class I-A-1
Certificates,
the Group I Senior Principal Distribution Amount until the Certificate Principal
Balance thereof have been reduced to zero;
Β
(ii)Β to
the
Holders of the Group II Certificates (allocated as described below), an amount
equal to the excess, if any, of (x) the amount required to be distributed
pursuant to Section 4.01(c)(II)(i) below for such Distribution Date over (y)
the
amount actually distributed pursuant to Section 4.01(c)(II)(i) below from the
Group II Principal Distribution Amount on such Distribution Date.
Β
(II)Β On
each
Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger
Event is not in effect, distributions in respect of principal to the extent
of
the Group II Principal Distribution Amount shall be made in the following
amounts and order of priority:
Β
(i)Β to
the
Holders of the Group II Certificates (allocated as described below), the Group
II Senior Principal Distribution Amount until the Certificate Principal Balances
thereof have been reduced to zero;
Β
(ii)Β to
the
Holders of the Class I-A-1
Certificates,
an amount equal to the excess, if any, of (x) the amount required to be
distributed pursuant to Section 4.01(c)(I)(i) above for such Distribution Date
over (y) the amount actually distributed pursuant to Section 4.01(c)(I)(i)
above
from the Group I Principal Distribution Amount on such Distribution
Date.
Β
(III)Β On
each
Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger
Event is not in effect, distributions in respect of principal to the extent
of
the sum of the Group I Principal Distribution Amount and the Group II Principal
Distribution Amount remaining undistributed for such Distribution Date shall
be
made in the following amounts and order of priority:
Β
(i)Β Β to
the
Holders of the Class M-1 Certificates, the Class M-1 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(ii)Β Β to
the
Holders of the Class M-2 Certificates, the Class M-2 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(iii)Β Β to
the
Holders of the Class M-3 Certificates, the Class M-3 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(iv)Β Β to
the
Holders of the Class M-4 Certificates, the Class M-4 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(v)Β Β to
the
Holders of the Class M-5 Certificates, the Class M-5 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(vi)Β Β to
the
Holders of the Class M-6 Certificates, the Class M-6 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(vii)Β Β to
the
Holders of the Class M-7 Certificates, the Class M-7 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(viii)Β Β to
the
Holders of the Class M-8 Certificates, the Class M-8 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
Β
(ix)Β Β to
the
Holders of the Class M-9 Certificates, the Class M-9 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero;
and
Β
(x)Β Β to
the
Holders of the Class M-10 Certificates, the Class M-10 Principal Distribution
Amount until the Certificate Principal Balance thereof has been reduced to
zero.
Β
With
respect to the Group II Certificates, all principal distributions will be
distributed sequentially to the Class II-A-1, Class II-A-2, Class II-A-3 and
Class II-A-4 Certificates, in that order, until the Certificate Principal
Balance of each such Class of Certificates has been reduced to zero; provided,
however, on any Distribution Date on which the aggregate Certificate Principal
Balance of the Subordinate Certificates has been reduced to zero, all principal
distributions will be distributed concurrently to each Class of the Group II
Certificates pro
rata
based on
the Certificate Principal Balance of each such Class.
Β
(d)Β Β On
each
Distribution Date, the Net Monthly Excess Cashflow shall be distributed as
follows:
Β
(i)Β Β to
the
Holders of the Class or Classes of Certificates then entitled to receive
distributions in respect of principal, in an amount equal to any Extra Principal
Distribution Amount, distributable to such Holders as part of the Group I
Principal Distribution Amount and/or the Group II Principal Distribution Amount
as described under Section 4.01(b) and Section 4.01(c) above;
Β
(ii)Β Β sequentially,
to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5,
Class M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates, in
that
order, in each case, first up to the Unpaid Interest Shortfall Amount for each
such Class and second up to the Allocated Realized Loss Amount, for each such
Class;
Β
(iii)Β Β to
the
Net WAC Rate Carryover Reserve Account, the amount of any Net WAC Rate Carryover
Amounts on the Class A and Mezzanine Certificates for such Distribution
Date;
Β
(iv)Β Β to
the
Swap Provider, any Swap Termination Payments resulting from a Swap Provider
Trigger Event;
Β
(v)Β Β to
the
Holders of the Class C Certificates, (a) the Monthly Interest Distributable
Amount and any remaining Overcollateralization Release Amount for such
Distribution Date and (b) on any Distribution Date on which the Certificate
Principal Balances of the Class A Certificates and the Mezzanine Certificates
have been reduced to zero, any remaining amounts in reduction of the Certificate
Principal Balance of the Class C Certificates, until the Certificate Principal
Balance thereof has been reduced to zero;
Β
(vi)Β Β if
such
Distribution Date follows the Prepayment Period during which occurs the latest
date on which a Prepayment Charge may be required to be paid in respect of
any
Mortgage Loans, to the Holders of the Class P Certificates, in reduction of
the
Certificate Principal Balance thereof, until the Certificate Principal Balance
thereof is reduced to zero; and
Β
(vii)Β Β any
remaining amounts to the Holders of the Residual Certificates (in respect of
the
appropriate Class R Interest).
Β
On
each
Distribution Date, after making the distributions of the Available Funds as
set
forth above, the Trustee will first,
withdraw
from the Net WAC Rate Carryover Reserve Account all income from the investment
of funds in the Net WAC Rate Carryover Reserve Account and distribute such
amount to the Holders of the Class C Certificates, and second,
withdraw
from the Net WAC Rate Carryover Reserve Account, to the extent of amounts
remaining on deposit therein, the amount of any Net WAC Rate Carryover Amount
for such Distribution Date and distribute such amount in the following order
of
priority:
Β
(i)Β concurrently,
to each Class of Class A Certificates, pro
rata
based on
the related Net WAC Rate Carryover Amount for each such Class; and
Β
(ii)Β sequentially,
to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class
M-7, Class M-8, Class M-9 and Class M-10 Certificates, in that order, the
related Net WAC Rate Carryover Amount.
Β
On
each
Distribution Date, all amounts representing Prepayment Charges in respect of
the
Mortgage Loans received during the related Prepayment Period and any Master
Servicer Prepayment Charge Amounts paid by the Master Servicer during the
related Prepayment Period will be withdrawn from the Distribution Account and
distributed by the Trustee to the Holders of the Class P Certificates and shall
not be available for distribution to the Holders of any other Class of
Certificates. The payment of the foregoing amounts to the Holders of the Class
P
Certificates shall not reduce the Certificate Principal Balances
thereof.
Β
(e)Β Β On
each
Distribution Date, after making the distributions of the Available Funds, Net
Monthly Excess Cashflow and amounts on deposit in the Net WAC Rate Carryover
Reserve Account as set forth above, the Trustee, in
its
capacity as Supplemental Interest Trust Trustee,
shall
distribute the amount on deposit in the Swap Account as follows:
Β
(i)
to
the Swap Provider, any Net Swap Payment owed to the Swap Provider pursuant
to
the Interest Rate Swap Agreement for such Distribution Date;
Β
(ii)
to
the Swap Provider, any Swap Termination Payment owed to the Swap Provider not
due to a Swap Provider Trigger Event pursuant to the Interest Rate Swap
Agreement;
Β
(iii)
concurrently, to each Class of Class A Certificates, the related Monthly
Interest Distributable Amount and Unpaid Interest Shortfall Amount remaining
undistributed after the distributions of the Group I Interest Remittance Amount
and the Group II Interest Remittance Amount, on a pro
rata
basis
based on such respective remaining Monthly Interest Distributable
Amount;
Β
(iv)
sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5,
Class M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates, in
that
order, the related Monthly Interest Distributable Amount and Unpaid Interest
Shortfall Amount, to the extent remaining undistributed after the distributions
of the Group I Interest Remittance Amount, the Group II Interest Remittance
Amount and the Net Monthly Excess Cashflow;
Β
(v)Β to
the
Holders of the Class or Classes of Certificates then entitled to receive
distributions in respect of principal, in an amount equal to the difference
between (x) the Overcollateralization Deficiency Amount, if any, and (y) the
amount distributed pursuant to Section 4.01(d)(i) of this
Agreement;
Β
(vi)
sequentially to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5,
Class
M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates, in that order,
in each case up to the related Allocated Realized Loss Amount related to such
Certificates for such Distribution Date remaining undistributed after
distribution of the Net Monthly Excess Cashflow;
Β
(vii)
concurrently, to each Class of Class A Certificates, the related Net WAC Rate
Carryover Amount remaining unpaid after distributions from the Net WAC Rate
Carryover Reserve Account, on a pro
rata
basis
based on such respective remaining Net WAC Rate Carryover Amounts;
and
Β
(viii)
sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5,
Class M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates, in
that
order, the related Net WAC Rate Carryover Amount remaining unpaid after
distributions from the Net WAC Rate Carryover Reserve Account;
Β
(f)Β Β Method
of Distribution.
The
Trustee shall make distributions in respect of a Distribution Date to each
Certificateholder of record on the related Record Date (other than as provided
in Section 10.01 respecting the final distribution), in the case of
Certificateholders of the Regular Certificates, by check or money order mailed
to such Certificateholder at the address appearing in the Certificate Register,
or by wire transfer. Distributions among Certificateholders shall be made in
proportion to the Percentage Interests evidenced by the Certificates held by
such Certificateholders.
Β
(g)Β Β Distributions
on Book-Entry Certificates.
Each
distribution with respect to a Book-Entry Certificate shall be paid to the
Depository, which shall credit the amount of such distribution to the accounts
of its Depository Participants in accordance with its normal procedures. Each
Depository Participant shall be responsible for disbursing such distribution
to
the Certificate Owners that it represents and to each indirect participating
brokerage firm (a βbrokerage firmβ or βindirect participating firmβ) for which
it acts as agent. Each brokerage firm shall be responsible for disbursing funds
to the Certificate Owners that it represents. All such credits and disbursements
with respect to a Book-Entry Certificate are to be made by the Depository and
the Depository Participants in accordance with the provisions of the
Certificates. None of the Trustee, the Depositor, the Master Servicer or the
Originator shall have any responsibility therefor except as otherwise provided
by applicable law.
Β
(h)Β Β Subsequent
Recoveries.
On each
Distribution Date, following all distributions on the Certificates pursuant
to
Section 4.01, an amount equal to the amount of Subsequent Recoveries deposited
into the Collection Account pursuant to Section 3.10 and included in the
Available Funds for such Distribution Date will be applied to increase the
Certificate Principal Balance of the Class of Certificates with the Highest
Priority up to the extent of such Realized Losses previously allocated to that
Class of Certificates pursuant to Section 4.08. An amount equal to the amount
of
any remaining Subsequent Recoveries will be applied to increase the Certificate
Principal Balance of the Class of Certificates with the next Highest Priority,
up to the amount of such Realized Losses previously allocated to that Class
of
Certificates pursuant to Section 4.08, and so on. Holders of such Certificates
will not be entitled to any distribution in respect of interest on the amount
of
such increases for any Accrual Period preceding the Distribution Date on which
such increase occurs. Any such increases shall be applied to the Certificate
Principal Balance of each Certificate of such Class in accordance with its
respective Percentage Interest.
Β
(i)Β Β It
is the
intention of all of the parties hereto that the Class C Certificates receive
all
principal and interest received by the Trust on the Mortgage Loans that is
not
otherwise distributable to any other Class of Regular Certificates or REMIC
Regular Interests. If the Trustee determines that the Residual Certificates
are
entitled to any distributions, the Trustee, prior to any such distribution
to
any Residual Certificate, shall notify the Depositor of such impending
distribution. Upon such notification, the Depositor will request an amendment
to
the Pooling and Servicing Agreement to revise such mistake in the distribution
provisions. The Residual Certificate Holders, by acceptance of their
Certificates, and the Servicer(s) hereby agree and no further consent shall
be
necessary, notwithstanding anything to the contrary in Section 11.01 of the
Pooling and Servicing Agreement.
Β
SECTION 4.02.Β Β |
[Reserved].
|
Β
SECTION 4.03.Β Β |
Statements.
|
Β
(a)Β Β On
each
Distribution Date, based, as applicable, on information provided to it by the
Master Servicer, the Trustee shall prepare and make available to each Holder
of
the Regular Certificates, the Swap Provider, the Master Servicer and the Rating
Agencies, a statement as to the distributions made on such Distribution Date
(the βMonthly Statementβ):
Β
(i)Β Β the
amount of the distribution made on such Distribution Date to the Holders of
each
Class of Regular Certificates allocable to principal and the amount of the
distribution made to the Holders of the Class P Certificates allocable to
Prepayment Charges and Master Servicer Prepayment Charge Payment
Amounts;
Β
(ii)Β Β the
amount of the distribution made on such Distribution Date to the Holders of
each
Class of Regular Certificates (other than the Class P Certificates) allocable
to
interest, separately identified;
Β
(iii)Β Β Net
Monthly Excess Cashflow, the Overcollateralized Amount, the
Overcollateralization Release Amount, the Overcollateralization Deficiency
Amount and the Overcollateralization Target Amount as of such Distribution
Date
and the Excess Overcollateralized Amount for the Mortgage Pool for such
Distribution Date;
Β
(iv)Β Β any
fees
and expenses of the Trust accrued and paid on such Distribution Date and to
whom
such fees and expenses were paid;
Β
(v)Β Β the
aggregate amount of Advances for the related Due Period (including the general
purpose of such Advances);
Β
(vi)Β Β the
aggregate amount of interest and scheduled principal received or advanced by
the
Master Servicer with respect to the related Due Period;
Β
(vii)Β Β with
respect to each Loan Group, the related group balance at the Close of Business
at the end of the related Due Period;
Β
(viii)Β Β the
number, aggregate principal balance, weighted average remaining term to maturity
and weighted average Mortgage Rate of the Mortgage Loans as of the related
Determination Date;
Β
(ix)Β Β the
number and aggregate unpaid principal balance of Mortgage Loans (except those
Mortgage Loans that are liquidated as of the end of the related Prepayment
Period) that were (as determined using the OTS method) (A) Delinquent (exclusive
of Mortgage Loans in bankruptcy or foreclosure and REO Properties) (1) 30 to
59
days, (2) 60 to 89 days and (3) 90 or more days, (B) as to which foreclosure
proceedings have been commenced and Delinquent (1) 30 to 59 days, (2) 60 to
89
days and (3) 90 or more days, (C) in bankruptcy and Delinquent (1) 30 to 59
days, (2) 60 to 89 days and (3) 90 or more days, in each case as of the Close
of
Business on the last day of the calendar month preceding such Distribution
Date
and (D) REO Properties;
Β
(x)Β Β the
Delinquency Percentage;
Β
(xi)Β Β the
total
number and cumulative principal balance of all Liquidated Mortgage Loans as
of
the Close of Business of the last day of the preceding Prepayment Period, prior
to the reduction of each principal balance to zero;
Β
(xii)Β Β the
total
number and cumulative principal balance of all REO Properties as of the Close
of
Business of the last day of the preceding Prepayment Period;
Β
(xiii)Β Β the
aggregate amount of Principal Prepayments in full, the aggregate amount of
Principal Prepayments in part and Net Liquidation Proceeds made during the
related Prepayment Period;
Β
(xiv)Β Β the
aggregate amount of Realized Losses incurred during the related Prepayment
Period and the cumulative amount of Realized Losses;
Β
(xv)Β Β the
aggregate amount of extraordinary Trust Fund expenses withdrawn from the
Collection Account for such Distribution Date;
Β
(xvi)Β Β the
Certificate Principal Balance of each Class of Class A Certificates, each class
of Mezzanine Certificates and the Class C Certificates, before and after giving
effect to the distributions made on such Distribution Date;
Β
(xvii)Β Β the
Monthly Interest Distributable Amount in respect of each Class of Class A
Certificates, each class of Mezzanine Certificates and the Class C Certificates
for such Distribution Date and the Unpaid Interest Shortfall Amount, if any,
with respect to the Class A Certificates, the Mezzanine Certificates and the
Class C Certificates for such Distribution Date;
Β
(xviii)Β Β the
aggregate amount of any Prepayment Interest Shortfalls for such Distribution
Date, to the extent not covered by payments by the Master Servicer pursuant
to
Section 3.26;
Β
(xix)Β Β the
Senior Credit Enhancement Percentage for such Distribution Date;
Β
(xx)Β Β the
Net
WAC Rate Carryover Amount for each class of Class A Certificates and each class
of Mezzanine Certificates, if any, for such Distribution Date and the amount
remaining unpaid after reimbursements therefor on such Distribution
Date;
Β
(xxi)Β Β the
amount of any Net Swap Payments or Swap Termination Payments (a) due from the
Trust and (b) due from the Swap Provider;
Β
(xxii)Β Β whether
the Stepdown Date or a Trigger Event is in effect;
Β
(xxiii)Β Β the
total
cashflows received;
Β
(xxiv)Β Β the
respective Pass-Through Rates applicable to each Class of Class A Certificates,
each Class of Mezzanine Certificates and the Class C Certificates for such
Distribution Date and the Pass-Through Rate applicable to each Class of Class
A
Certificates and each class of Mezzanine Certificates for the immediately
succeeding Distribution Date;
Β
(xxv)Β Β (A)
the
amount of payments received related to claims under the Pool Policy during
the
related Prepayment Period (and the number of Mortgage Loans to which such
payments related) and (B) the cumulative amount of payments received related
to
claims under the Pool Policy since the Closing Date (and the number of Mortgage
Loans to which such payments related);
(xxvi)Β Β A)
the
dollar amount of claims made under the Pool Policy that were denied during
the
Prepayment Period (and the number of Mortgage Loans to which such denials
related) and (B) the dollar amount of the cumulative claims made under the
Pool
Policy that were denied since the Closing Date (and the number of Mortgage
Loans
to which such denials related);
Β
(xxvii)Β Β the
amount on deposit Net WAC Rate Carryover Reserve Account; and
Β
(xxviii)Β Β the
applicable Record Date, Accrual Period and Determination Date for calculating
distributions for such Distribution Date;
Β
The
Trustee will make such statement (and, at its option, any additional files
containing the same information in an alternative format) available each month
to Certificateholders, the NIMS Insurer and the Rating Agencies via the
Trustee's internet website. The Trustee's internet website shall initially
be
located at βxxx.xxxxxxx.xxxβ. Assistance in using the website can be obtained by
calling the Trustee's customer service desk at (000) 000-0000. Parties that
are
unable to use the above distribution option are entitled to have a paper copy
mailed to them via first class mail by calling the customer service desk and
indicating such. The Trustee shall have the right to change the way such
statements are distributed in order to make such distribution more convenient
and/or more accessible to the above parties and the Trustee shall provide timely
and adequate notification to all above parties regarding any such changes.
As a
condition to access the Trustee's internet website, the Trustee may require
registration and the acceptance of a disclaimer. The Trustee will not be liable
for the dissemination of information in accordance with this Agreement. The
Trustee shall also be entitled to rely on but shall not be responsible for
the
content or accuracy of any information provided by third parties for purposes
of
preparing the distribution date statement and may affix thereto any disclaimer
it deems appropriate in its reasonable discretion (without suggesting liability
on the part of any other party thereto).
Β
In
the
case of information furnished pursuant to subclauses (i) through (iii) above,
the amounts shall be expressed in a separate section of the report as a dollar
amount for each Class for each $1,000 original dollar amount as of the Cut-off
Date.
Β
In
addition, the Trustee will report on Form 10-D any material breaches of
representations and warranties regarding the Mortgage Loans to the extent known
to the Trustee and if applicable, material modifications, extensions or waivers
to Mortgage Loan terms, fees, penalties or payments during the preceding
calendar month or that have become material over time.
Β
(b)Β Β Within
a
reasonable period of time after the end of each calendar year, the Trustee
shall, upon written request, furnish to the NIMS Insurer and each Person who
at
any time during the calendar year was a Certificateholder of a Regular
Certificate, if requested in writing by such Person, such information as is
reasonably necessary to provide to such Person a statement containing the
information set forth in subclauses (i) through (iii) above, aggregated for
such
calendar year or applicable portion thereof during which such Person was a
Certificateholder. Such obligation of the Trustee shall be deemed to have been
satisfied to the extent that substantially comparable information shall be
prepared and furnished by the Trustee to Certificateholders pursuant to any
requirements of the Code as are in force from time to time.
Β
(c)Β Β On
each
Distribution Date, the Trustee shall make available to the NIMS Insurer and
the
Residual Certificateholders a copy of the reports forwarded to the Regular
Certificateholders in respect of such Distribution Date with such other
information as the Trustee deems necessary or appropriate.
Β
(d)Β Β Within
a
reasonable period of time after the end of each calendar year, the Trustee
shall
deliver to the NIMS Insurer and each Person who at any time during the calendar
year was a Residual Certificateholder, if requested in writing by such Person,
such information as is reasonably necessary to provide to such Person a
statement containing the information provided pursuant to the previous paragraph
aggregated for such calendar year or applicable portion thereof during which
such Person was a Residual Certificateholder. Such obligation of the Trustee
shall be deemed to have been satisfied to the extent that substantially
comparable information shall be prepared and furnished to Certificateholders
by
the Trustee pursuant to any requirements of the Code as from time to time in
force.
Β
(e)Β Β For
each
Distribution Date, through and including the Distribution Date in December
2006,
the Trustee shall calculate the Significance Percentage of the Interest Rate
Swap Agreement. If on any such Distribution Date, the Significance Percentage
is
equal to or greater than 9%, the Trustee shall promptly notify the Depositor
and
the Depositor, on behalf of the Trustee, shall obtain the financial information
required to be delivered by the Swap Provider pursuant to the terms of the
Interest Rate Swap Agreement. If, on any succeeding Distribution Date through
and including the Distribution Date in December 2006, the Significance
Percentage is equal to or greater than 10%, the Trustee shall promptly notify
the Depositor and the Depositor shall, within 5 Business Days of such
Distribution Date, deliver to the Trustee the financial information provided
to
it by the Swap Provider for inclusion in the Form 10-D relating to such
Distribution Date. If on any Distribution Date after December 2006, the
Significance Percentage is greater than 10%, the Trustee shall include the
Significance Percentage on the statement to Certificateholders for the related
Distribution Date.
Β
SECTION 4.04.Β Β |
Remittance
Reports; Advances.
|
Β
(a)Β Β On
the
second Business Day following each Determination Date but in no event later
than
the earlier of (i) such date which would allow the indenture trustee to submit
a
claim to the NIMS Insurer under the Indenture so as to allow a timely payment
by
the NIMS Insurer under the insurance policy related to the notes insured by
the
NIMS Insurer and (ii) the 20th
day of
each month (or if such 20th
day is
not a Business Day, the preceding Business Day), the Master Servicer shall
deliver to the Trustee by telecopy or electronic mail (or by such other means
as
the Master Servicer and the Trustee may agree from time to time) a Remittance
Report in the form of Exhibit O hereto (or such form mutually agreed upon)
with
respect to the related Distribution Date. Not later than the 20th
day of
each month (or if such 20th
day is
not a Business Day, the preceding Business Day), the Master Servicer shall
deliver or cause to be delivered to the Trustee in addition to the information
provided on the Remittance Report, such other information reasonably available
to it with respect to the Mortgage Loans as the Trustee may reasonably require
to perform the calculations necessary to make the distributions contemplated
by
Section 4.01 and to prepare the statements to Certificateholders contemplated
by
Section 4.03. The Trustee shall not be responsible to recompute, recalculate
or
verify any information provided to it by the Master Servicer.
Β
(b)Β Β The
amount of Advances to be made by the Master Servicer for any Distribution Date
shall equal, subject to Section 4.04(d), the sum of (i) the aggregate amount
of
Monthly Payments (net of the related Servicing Fee), due during the related
Due
Period in respect of the Mortgage Loans, which Monthly Payments were delinquent
on a contractual basis as of the Close of Business on the related Determination
Date and (ii) with respect to each REO Property, which REO Property was acquired
during or prior to the related Due Period and as to which REO Property an REO
Disposition did not occur during the related Due Period, an amount equal to
the
excess, if any, of the REO Imputed Interest on such REO Property for the most
recently ended calendar month, over the net income from such REO Property
transferred to the Distribution Account pursuant to Section 3.23 for
distribution on such Distribution Date.
Β
(c)Β Β On
or
before 1:00 p.m. New York time on the Master Servicer Remittance Date, the
Master Servicer shall remit in immediately available funds to the Trustee for
deposit in the Distribution Account an amount equal to the aggregate amount
of
Advances, if any, to be made in respect of the Mortgage Loans and REO Properties
for the related Distribution Date either (i) from its own funds or (ii) from
the
Collection Account, to the extent of funds held therein for future distribution
(in which case it will cause to be made an appropriate entry in the records
of
Collection Account that amounts held for future distribution have been, as
permitted by this Section 4.04, used by the Master Servicer in discharge of
any
such Advance) or (iii) in the form of any combination of (i) and (ii)
aggregating the total amount of Advances to be made by the Master Servicer
with
respect to the Mortgage Loans and REO Properties. Any amounts held for future
distribution used by the Master Servicer to make an Advance as permitted in
the
preceding sentence or withdrawn by the Master Servicer as permitted in Section
3.11(a)(ii) in reimbursement of Advances previously made shall be appropriately
reflected in the Master Servicer's records and replaced by the Master Servicer
by deposit in the Collection Account on or before any future Master Servicer
Remittance Date to the extent that the Available Funds for the related
Distribution Date (determined without regard to Advances to be made on the
Master Servicer Remittance Date) shall be less than the total amount that would
be distributed to the Classes of Certificateholders pursuant to Section 4.01
on
such Distribution Date if such amounts held for future distributions had not
been so used to make Advances or reimburse for previously made Advances. The
Trustee will provide notice to the NIMS Insurer and the Master Servicer by
telecopy by the Close of Business on any Master Servicer Remittance Date in
the
event that the amount remitted by the Master Servicer to the Trustee on such
date is less than the Advances required to be made by the Master Servicer for
the related Distribution Date, as set forth in the related Remittance
Report.
Β
(d)Β Β The
obligation of the Master Servicer to make such Advances is mandatory,
notwithstanding any other provision of this Agreement but subject to (d) below,
and, with respect to any Mortgage Loan, shall continue until the Mortgage Loan
is paid in full or until the recovery of all Liquidation Proceeds
thereon.
Β
(e)Β Β Notwithstanding
anything herein to the contrary, no Advance or Servicing Advance shall be
required to be made hereunder by the Master Servicer if such Advance or
Servicing Advance would, if made, constitute a Nonrecoverable Advance. The
determination by the Master Servicer that it has made a Nonrecoverable Advance
or that any proposed Advance or Servicing Advance, if made, would constitute
a
Nonrecoverable Advance, shall be evidenced by an Officers' Certificate of the
Master Servicer delivered to the NIMS Insurer, the Depositor and the
Trustee.
Β
SECTION 4.05.Β Β |
Swap
Account.
|
Β
(a)Β Β On
the
Closing Date, there is hereby established a separate trust (the βSupplemental
Interest Trustβ), into which the Depositor shall deposit: (i) the Interest Rate
Swap Agreement and (ii) the Swap Administration Agreement. The Supplemental
Interest Trust shall be maintained by the Supplemental Interest Trust Trustee,
who initially, shall be the Trustee. No later than the Closing Date, the
Supplemental Interest Trust Trustee shall establish and maintain a separate,
segregated trust account to be held in the Supplemental Interest Trust, titled,
βSwap Account, Xxxxx Fargo Bank, N.A., as Supplemental Interest Trust Trustee,
in trust for the Swap Provider and the registered holders of Option One Mortgage
Loan Trust 2006-2, Asset-Backed Certificates, Series 2006-2.β Such account shall
be an Eligible Account and funds on deposit therein shall be held separate
and
apart from, and shall not be commingled with, any other moneys, including,
without limitation, other moneys of the Trustee, in its capacity as Supplemental
Interest Trust Trustee, held pursuant to this Agreement. Amounts therein shall
be held uninvested.
Β
(b)Β Β On
each
Distribution Date, prior to any distribution to any Certificate, the Trustee
shall deliver to the Supplemental Interest Trust Trustee for deposit into the
Swap Account: (i) the amount of any Net Swap Payment or Swap Termination Payment
(other than any Swap Termination Payment resulting from a Swap Provider Trigger
Event) owed to the Swap Provider (after taking into account any upfront payment
received from the counterparty to a replacement swap agreement) from funds
collected and received with respect to the Mortgage Loans prior to the
determination of Available Funds and (ii) amounts received by the Supplemental
Interest Trust Trustee from the Swap Administrator, for distribution in
accordance with Section 4.01(e) above, pursuant to the Swap Administration
Agreement, dated as of the Closing Date (the βSwap Administration Agreementβ),
among Xxxxx Fargo Bank, N.A. in its capacity as Supplemental Interest Trustee,
Trustee and Swap Administrator and Option One Mortgage Corporation (in
substantially the form attached hereto as Exhibit N). For federal income tax
purposes, any amounts paid to the Swap Provider on each Distribution Date shall
first be deemed paid to the Swap Provider in respect of the Class SWAP-IO
Interest to the extent of the amount distributable on such Class SWAP-IO
Interest on such Distribution Date, and any remaining amount shall be deemed
paid to the Swap Provider in respect of a Class IO Distribution Amount (as
defined below).
Β
(c)Β Β For
federal income tax purposes, the Swap Account shall be owned by the majority
Holder of the Class C Certificates.
Β
(d)Β Β To
the
extent that the Supplemental Interest Trust is determined to be a separate
legal
entity from the Supplemental Interest Trust Trustee, any obligation of the
Supplemental Interest Trust Trustee under the Interest Rate Swap Agreement
shall
be deemed to be an obligation of the Supplemental Interest Trust.
Β
(e)Β Β The
Trustee shall treat the Holders of Certificates (other than the Class P, Class
C
and Class R Certificates) as having entered into a notional principal contract
with respect to the Holders of the Class C Certificates. Pursuant to each such
notional principal contract, all Holders of Certificates (other than the Class
P, Class C and Class R Certificates) shall be treated as having agreed to pay,
on each Distribution Date, to the Holder of the Class C Certificates an
aggregate amount equal to the excess, if any, of (i) the amount payable on
such
Distribution Date on the REMIC 3 Regular Interest corresponding to such Class
of
Certificates over (ii) the amount payable on such Class of Certificates on
such
Distribution Date (such excess, a βClass IO Distribution Amountβ). A Class IO
Distribution Amount payable from interest collections shall be allocated
pro
rata
among
such Certificates based on the amount of interest otherwise payable to such
Certificates, and a Class IO Distribution Amount payable from principal
collections shall be allocated to the most subordinate Class of Certificates
with an outstanding principal balance to the extent of such balance. In
addition, pursuant to such notional principal contract, the Holder of the Class
C Certificates shall be treated as having agreed to pay Net WAC Rate Carryover
Amounts to the Holders of the Certificates (other than the Class C, Class P
and
Class R Certificates) in accordance with the terms of this Agreement. Any
payments to the Certificates from amounts deemed received in respect of this
notional principal contract shall not be payments with respect to a Regular
Interest in a REMIC within the meaning of Code Section 860G(a)(1). However,
any
payment from the Certificates (other than the Class C, Class P and Class R
Certificates) of a Class IO Distribution Amount shall be treated for tax
purposes as having been received by the Holders of such Certificates in respect
of their interests in REMIC 3 and as having been paid by such Holders to the
Swap Administrator pursuant to the notional principal contract. Thus, each
Certificate (other than the Class P and Class R Certificates) shall be treated
as representing not only ownership of Regular Interests in REMIC 3, but also
ownership of an interest in, and obligations with respect to, a notional
principal contract.
Β
SECTION 4.06.Β Β |
Distributions
on the REMIC Regular Interests.
|
Β
(a)
On
each Distribution Date, the Trustee shall cause in the following order of
priority, the following amounts to be distributed to REMIC 1 on account of
the
Mortgage Loans or withdrawn from the Distribution Account and distributed to
the
Holders of the Class R Certificates (in respect of the Class R-1 Interest),
as
the case may be:
Β
Β |
(i)to
REMIC 1 Regular Interest I-1-A and I-1-B, pro rata, in an amount
equal to
(A) Uncertificated Accrued Interest for such REMIC 1 Regular Interests
for
such Distribution Date, plus (B) any amounts payable in respect thereof
remaining unpaid from previous Distribution Dates;
|
Β
Β |
(ii)to
the extent of amounts remaining after the distributions made pursuant
to
clause (A) above, payments of principal shall be allocated to REMIC
1
Regular Interest I-1-A and I-1-B, pro rata, until the Uncertificated
Principal Balance of each such REMIC 1 Regular Interest is reduced
to
zero; and
|
Β
Β |
(iii)to
the Holders of REMIC 1 Regular Interest I-1-A, on each Distribution
Date,
100% of the amount paid in respect of Prepayment
Charges.
|
Β
(b)Β Β On
each
Distribution Date, the Trustee shall cause in the following order of priority,
the following amounts to be distributed to REMIC 2 on account of the Mortgage
Loans or withdrawn from the Distribution Account and distributed to the Holders
of the Class R Certificates (in respect of the Class R-2 Interest), as the
case
may be:
Β
(i)
to
the Holders of REMIC 2 Regular Interest LTIO, in an amount equal to (A)
Uncertificated Accrued Interest for such REMIC 2 Regular Interest for such
Distribution Date, plus (B) any amounts in respect thereof remaining unpaid
from
previous Distribution Dates;
Β
(ii)
Β first,
to
Holders of REMIC 2 Regular Interest LTAA, REMIC 2 Regular Interest LTIA1, REMIC
2 Regular Interest LTIIA1, REMIC 2 Regular Interest LTIIA2, REMIC 2 Regular
Interest LTIIA3, REMIC 2 Regular Interest LTIIA4, REMIC 2 Regular Interest
LTM1,
REMIC 2 Regular Interest LTM2, REMIC 2 Regular Interest LTM3, REMIC 2 Regular
Interest LTM4, REMIC 2 Regular Interest LTM5, REMIC 2 Regular Interest LTM6,
REMIC 2 Regular Interest LTM7, REMIC 2 Regular Interest LTM8, REMIC 2 Regular
Interest LTM9, REMIC 2 Regular Interest LTM10, REMIC 2 Regular Interest LTZZ
and
REMIC 2 Regular Interest LTP, pro
rata,
in an
amount equal to (A) the Uncertificated Accrued Interest for such Distribution
Date, plus (B) any amounts in respect thereof remaining unpaid from previous
Distribution Dates. Amounts payable as Uncertificated Accrued Interest in
respect of REMIC 2 Regular Interest LTZZ shall be reduced and deferred when
the
REMIC 2 Overcollateralized Amount is less than the REMIC 2 Overcollateralization
Target Amount, by the lesser of (x) the amount of such difference and (y) the
Maximum LTZZ Uncertificated Interest Deferral Amount and such amount shall
be
payable to the Holders of REMIC 2 Regular Interest LTIA1, REMIC 2 Regular
Interest LTIIA1, REMIC 2 Regular Interest LTIIA2, REMIC 2 Regular Interest
LTIIA3, REMIC 2 Regular Interest LTIIA4, REMIC 2 Regular Interest LTM1, REMIC
2
Regular Interest LTM2, REMIC 2 Regular Interest LTM3, REMIC 2 Regular Interest
LTM4, REMIC 2 Regular Interest LTM5, REMIC 2 Regular Interest LTM6, REMIC 2
Regular Interest LTM7, REMIC 2 Regular Interest LTM8, REMIC 2 Regular Interest
LTM9 and REMIC 2 Regular Interest LTM10 in the same proportion as the
Overcollateralization Increase Amount is allocated to the Corresponding
Certificates and the Uncertificated Principal Balance of REMIC 2 Regular
Interest LTZZ shall be increased by such amount;
Β
(iii)Β to
the
Holders of REMIC 2 Regular Interests, in an amount equal to the remainder of
the
Available Funds for such Distribution Date after the distributions made pursuant
to clause (i) above, allocated as follows:
Β
(a)Β 98.00%
of
such remainder (other than amounts payable under clause (c) below), to the
Holders of REMIC 2 Regular Interest LTAA and REMIC 2 Regular Interest LTP,
until
the Uncertificated Principal Balance of such REMIC 2 Regular Interest is reduced
to zero, provided, however, that REMIC 2 Regular Interest LTP shall not be
reduced until the Distribution Date immediately following the expiration of
the
latest Prepayment Charge as identified on the Prepayment Charge Schedule or
any
Distribution Date thereafter, at which point such amount shall be distributed
to
REMIC 2 Regular Interest LTP, until $100 has been distributed pursuant to this
clause;
Β
(b)Β 2.00%
of
such remainder (other than amounts payable under clause (c) below), first,
to
the Holders of REMIC 2 Regular Interest LTIA1, REMIC 2 Regular Interest LTIIA1,
REMIC 2 Regular Interest LTIIA2, REMIC 2 Regular Interest LTIIA3, REMIC 2
Regular Interest LTIIA4, REMIC 2 Regular Interest LTM1, REMIC 2 Regular Interest
LTM2, REMIC 2 Regular Interest LTM3, REMIC 2 Regular Interest LTM4, REMIC 2
Regular Interest LTM5, REMIC 2 Regular Interest LTM6, REMIC 2 Regular Interest
LTM7, REMIC 2 Regular Interest LTM8, REMIC 2 Regular Interest LTM9 and REMIC
2
Regular Interest LTM10, 1.00% of and, in the same proportion as principal
payments are allocated to the Corresponding Certificates, until the
Uncertificated Principal Balances of such REMIC 2 Regular Interests are reduced
to zero and second, to the Holders of REMIC 2 Regular Interest LTZZ, 1.00%
of
such remainder, until the Uncertificated Balance of such REMIC 2 Regular
Interest is reduced to zero; and
Β
(c)Β any
remaining amount to the Holders of the Class R Certificates (in respect of
the
Class R-2 Interest);
Β
provided,
however, that (i) 98.00% and (ii) 2.00% of any principal payments that are
attributable to an Overcollateralization Reduction Amount shall be allocated
to
Holders of (i) REMIC 2 Regular Interest LTAA and REMIC 2 Regular Interest LTP,
in that order and (ii) REMIC 2 Regular Interest LTZZ, respectively; provided
that REMIC 2 Regular Interest LTP shall not be reduced until the Distribution
Date immediately following the expiration of the latest Prepayment Charge as
identified on the Prepayment Charge Schedule or any Distribution Date
thereafter, at which point such amount shall be distributed to REMIC 2 Regular
Interest LTP, until $100 has been distributed pursuant to this clause;
and
Β
(iv)Β Notwithstanding
the distributions described in this Section 4.07, distribution of funds shall
be
made only in accordance with Section 4.01.
Β
On
each
Distribution Date, 100% of the amounts distributed on REMIC 2 Regular Interest
LTIO shall be deemed distributed by REMIC 2 to REMIC 3 in respect of the Class
Swap-IO Interest. Such amounts shall be deemed distributed by REMIC 3 to REMIC
4
in respect of REMIC 6 Regular Interest Swap IO. Such amounts shall be deemed
distributed by REMIC 6 to the Swap Administrator for deposit into the Swap
Account.
Β
On
each
Distribution Date, all amounts representing Prepayment Charges in respect of
the
Mortgage Loans received during the related Prepayment Period will be distributed
by REMIC 2 to the Holders of REMIC 2 Regular Interest LTP. The payment of the
foregoing amounts to the Holders of REMIC 2 Regular Interest LTP shall not
reduce the Uncertificated Principal Balance thereof.
Β
SECTION 4.07.Β Β |
Allocation
of Realized Losses.
|
Β
(a)Β Β All
Realized Losses on the Mortgage Loans allocated to any Regular Certificate
shall
be allocated by the Trustee on each Distribution Date as follows: first, as
provided in Section 1.03, to the interest accrued on the Class C Certificates
after the allocation thereto of certain interest shortfalls as provided in
Section 1.03; second, to
the
Net Swap Payment received under the Interest Rate Swap Agreement after payment
of Section 4.01(e)(i) through (iv); third,
to the
Class C Certificates (determined for purposes of this section 4.08 as the amount
by which (A) the aggregate Uncertificated Balance of the REMIC 1 Regular
Interests immediately preceding such Distribution Date exceed (B) the aggregate
Certificate Principal Balances of the Class A Certificates, the Mezzanine
Certificates and the Class P Certificates immediately preceding such
Distribution Date), until the Certificate Principal Balance thereof has been
reduced to zero; fourth, to the Class M-10 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; fifth, to the Class M-9
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; sixth, to the Class M-8 Certificates, until the Certificate Principal
Balance thereof has been reduced to zero; seventh, to the Class M-7
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; eighth, to the Class M-6 Certificates, until the Certificate Principal
Balance thereof has been reduced to zero; ninth, to the Class M-5 Certificates,
until the Certificate Principal Balance thereof has been reduced to zero; tenth,
to the Class M-4 Certificates, until the Certificate Principal Balance thereof
has been reduced to zero; eleventh, to the Class M-3 Certificates, until the
Certificate Principal Balance thereof has been reduced to zero; twelfth, to
the
Class M-2 Certificates, until the Certificate Principal Balance thereof has
been
reduced to zero; and thirteenth, to the Class M-1 Certificates, until the
Certificate Principal Balance thereof has been reduced to zero. All Realized
Losses to be allocated to the Certificate Principal Balances of all Classes
on
any Distribution Date shall be so allocated after the actual distributions
to be
made on such date as provided above. All references above to the Certificate
Principal Balance of any Class of Certificates shall be to the Certificate
Principal Balance of such Class immediately prior to the relevant Distribution
Date, before reduction thereof by any Realized Losses, in each case to be
allocated to such Class of Certificates, on such Distribution Date.
Β
Any
allocation of Realized Losses to a Mezzanine Certificate on any Distribution
Date shall be made by reducing the Certificate Principal Balance thereof by
the
amount so allocated; any allocation of Realized Losses to a Class C Certificate
shall be made by reducing the amount otherwise payable in respect thereof
pursuant to Section 4.01(d)(v). No allocations of any Realized Losses shall
be
made to the Certificate Principal Balances of the Class A Certificates or the
Class P Certificates.
Β
(b)Β Β With
respect to the REMIC 1 Regular Interests, all Realized Losses on the Mortgage
Loans shall be allocated by the Trustee on each Distribution Date to REMIC
1
Regular Interest I-1-A and REMIC 1 Regular Interest I-1-B pro rata between
such
REMIC 1 Regular Interests.
Β
(c)Β Β All
Realized Losses on the Mortgage Loans shall be allocated by the Trustee on
each
Distribution Date to the following REMIC 2 Regular Interests in the specified
percentages, as follows: first, to Uncertificated Accrued Interest payable
to
the REMIC 2 Regular Interest LTAA and REMIC 2 Regular Interest LTZZ up to an
aggregate amount equal to the REMIC 2 Interest Loss Allocation Amount, 98%
and
2%, respectively; second, to the Uncertificated Principal Balances of the REMIC
2 Regular Interest LTAA and REMIC 2 Regular Interest LTZZ up to an aggregate
amount equal to the REMIC 2 Principal Loss Allocation Amount, 98% and 2%,
respectively; third, to the Uncertificated Principal Balances of REMIC 2 Regular
Interest LTAA, REMIC 2 Regular Interest LTM10 and REMIC 2 Regular Interest
LTZZ,
98%, 1.00% and 1.00%, respectively, until the Uncertificated Principal Balance
of REMIC 2 Regular Interest LTM10 has been reduced to zero; fourth, to the
Uncertificated Principal Balances of REMIC 2 Regular Interest LTAA, REMIC 2
Regular Interest LTM9 and REMIC 2 Regular Interest LTZZ, 98%, 1.00%, and 1%,
respectively, until the Uncertificated Principal Balance of REMIC 2 Regular
Interest LTM9 has been reduced to zero; fifth, to the Uncertificated Principal
Balances of REMIC 2 Regular Interest LTAA, REMIC 2 Regular Interest LTM8 and
REMIC 2 Regular Interest LTZZ, 98%, 1.00%, and 1%, respectively, until the
Uncertificated Principal Balance of REMIC 2 Regular Interest LTM8 has been
reduced to zero; sixth, to the Uncertificated Principal Balances of REMIC 2
Regular Interest LTAA, REMIC 2 Regular Interest LTM7 and REMIC 2 Regular
Interest LTZZ, 98%, 1.00%, and 1%, respectively, until the Uncertificated
Principal Balance of REMIC 2 Regular Interest LTM7 has been reduced to zero;
seventh, to the Uncertificated Principal Balances of REMIC 2 Regular Interest
LTAA, REMIC 2 Regular Interest LTM6 and REMIC 2 Regular Interest LTZZ, 98%,
1%
and 1%, respectively, until the Uncertificated Principal Balance of REMIC 2
Regular Interest LTM6 has been reduced to zero; eighth, to the Uncertificated
Principal Balances of REMIC 2 Regular Interest LTAA, REMIC 2 Regular Interest
LTM5 and REMIC 2 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until
the
Uncertificated Principal Balance of REMIC 2 Regular Interest LTM5 has been
reduced to zero; ninth, to the Uncertificated Principal Balances of REMIC 2
Regular Interest LTAA, REMIC 2 Regular Interest LTM4 and REMIC 2 Regular
Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Principal
Balance of REMIC 2 Regular Interest LTM4 has been reduced to zero; tenth, to
the
Uncertificated Principal Balances of REMIC 2 Regular Interest LTAA, REMIC 2
Regular Interest LTM3 and REMIC 2 Regular Interest LTZZ, 98%, 1% and 1%,
respectively, until the Uncertificated Principal Balance of REMIC 2 Regular
Interest LTM3 has been reduced to zero; eleventh, to the Uncertificated
Principal Balances of REMIC 2 Regular Interest LTAA, REMIC 2 Regular Interest
LTM2 and REMIC 2 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until
the
Uncertificated Principal Balance of REMIC 2 Regular Interest LTM2 has been
reduced to zero and twelfth, to the Uncertificated Principal Balances of REMIC
2
Regular Interest LTAA, REMIC 2 Regular Interest LTM1 and REMIC 2 Regular
Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Principal
Balance of REMIC 2 Regular Interest LTM1 has been reduced to zero.
Β
SECTION 4.08.Β Β |
Tax
Treatment of Swap Payments and Swap Termination
Payments
|
Β
For
federal income tax purposes, each holder of a Class A or Mezzanine Certificate
is deemed to own an undivided beneficial ownership interest in a REMIC regular
interest and the right to receive payments from either the Basis Risk Shortfall
Reserve Fund or the Supplemental Interest Trust in respect of any Basis Risk
Shortfall Carry-Forward Amounts or the obligation to make payments to the
Supplemental Interest Trust. For federal income tax purposes, the Trustee will
account for payments to each Class A and Mezzanine Certificates as follows:
each
Class A and Mezzanine Certificate will be treated as receiving their entire
payment from REMIC 3 (regardless of any Swap Termination Payment or obligation
under the Swap Agreement) and subsequently paying their portion of any Swap
Termination Payment in respect of each such Classβ obligation under the Swap
Agreement. In the event that any such Class is resecuritized in a REMIC, the
obligation under the Swap Agreement to pay any such Swap Termination Payment
(or
any shortfall in Swap Provider Fee), will be made by one or more of the REMIC
Regular Interests issued by the resecuritization REMIC subsequent to such REMIC
Regular Interest receiving its full payment from any such Class A or Mezzanine
Certificate. Resecuritization of any Class A or Mezzanine Certificate in a
REMIC
will be permissible only if the Trustee hereunder is the trustee in such
resecuritization.
The
REMIC
regular interest corresponding to a Class A or Mezzanine Certificate will be
entitled to receive interest and principal payments at the times and in the
amounts equal to those made on the certificate to which it corresponds, except
that (i) the maximum interest rate of that REMIC regular interest will equal
the
Net WAC Rate computed for this purpose by limiting the Notional Amount of the
Swap Agreement to the aggregate principal balance of the Mortgage Loans and
(ii)
any Swap Termination Payment will be treated as being payable solely from Net
Monthly Excess Cashflow. As a result of the foregoing, the amount of
distributions and taxable income on the REMIC regular interest corresponding
to
a Class A or Mezzanine Certificate may exceed the actual amount of distributions
on the Class A or Mezzanine Certificate.
SECTION 4.09.Β Β |
[Reserved]
|
Β
Β
Β
ARTICLE
V
Β
THE
CERTIFICATES
Β
SECTION 5.01.Β Β |
The
Certificates.
|
Β
Each
of
the Class A Certificates, the Mezzanine Certificates, the Class P Certificates,
the Class C Certificates and the Residual Certificates shall be substantially
in
the forms annexed hereto as exhibits, and shall, on original issue, be executed,
authenticated and delivered by the Trustee to or upon the order of the Depositor
concurrently with the sale and assignment to the Trustee of the Trust Fund.
The
Class A Certificates and the Mezzanine Certificates shall be initially evidenced
by one or more Certificates representing a Percentage Interest with a minimum
dollar denomination of $25,000 and integral dollar multiples of $1.00 in excess
thereof, except that one Certificate of each such Class of Certificates may
be
in a different denomination so that the sum of the denominations of all
outstanding Certificates of such Class shall equal the Certificate Principal
Balance or Notional Amount of such Class on the Closing Date. The Class P
Certificates, the Class C Certificates and the Residual Certificates are
issuable in any Percentage Interests; provided,
however,
that
the sum of all such percentages for each such Class totals 100% and no more
than
ten Certificates of each Class may be issued and outstanding at any one
time.
Β
The
Certificates shall be executed on behalf of the Trust by manual or facsimile
signature on behalf of the Trustee by a Responsible Officer. Certificates
bearing the manual or facsimile signatures of individuals who were, at the
time
when such signatures were affixed, authorized to sign on behalf of the Trustee
shall bind the Trust, notwithstanding that such individuals or any of them
have
ceased to be so authorized prior to the authentication and delivery of such
Certificates or did not hold such offices at the date of such Certificate.
No
Certificate shall be entitled to any benefit under this Agreement or be valid
for any purpose, unless such Certificate shall have been manually authenticated
by the Trustee substantially in the form provided for herein, and such
authentication upon any Certificate shall be conclusive evidence, and the only
evidence, that such Certificate has been duly authenticated and delivered
hereunder. All Certificates shall be dated the date of their authentication.
Subject to Section 5.02(c), the Class A Certificates and the Mezzanine
Certificates shall be Book-Entry Certificates. The other Classes of Certificates
shall not be Book-Entry Certificates.
Β
SECTION 5.02.Β Β |
Registration
of Transfer and Exchange of
Certificates.
|
Β
(a)Β Β The
Certificate Registrar shall cause to be kept at the Corporate Trust Office
a
Certificate Register in which, subject to such reasonable regulations as it
may
prescribe, the Certificate Registrar shall provide for the registration of
Certificates and of transfers and exchanges of Certificates as herein provided.
The Trustee shall initially serve as Certificate Registrar for the purpose
of
registering Certificates and transfers and exchanges of Certificates as herein
provided.
Β
Upon
surrender for registration of transfer of any Certificate at any office or
agency of the Certificate Registrar maintained for such purpose pursuant to
the
foregoing paragraph and, in the case of a Residual Certificate, upon
satisfaction of the conditions set forth below, the Trustee on behalf of the
Trust shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates of the same aggregate
Percentage Interest.
Β
At
the
option of the Certificateholders, Certificates may be exchanged for other
Certificates in authorized denominations and the same aggregate Percentage
Interests, upon surrender of the Certificates to be exchanged at any such office
or agency. Whenever any Certificates are so surrendered for exchange, the
Trustee shall execute on behalf of the Trust and authenticate and deliver the
Certificates which the Certificateholder making the exchange is entitled to
receive. Every Certificate presented or surrendered for registration of transfer
or exchange shall (if so required by the Trustee or the Certificate Registrar)
be duly endorsed by, or be accompanied by a written instrument of transfer
satisfactory to the Trustee and the Certificate Registrar duly executed by,
the
Holder thereof or his attorney duly authorized in writing. In addition, (i)
with
respect to each Class R Certificate, the holder thereof may exchange, in the
manner described above, such Class R Certificate for three separate
certificates, each representing such holder's respective Percentage Interest
in
the Class R-1 Interest, the Class R-2 Interest and the Class R-3 Interest,
respectively, in each case that was evidenced by the Class R Certificate being
exchanged and (ii) with respect to each Class R-X Certificate, the holder
thereof may exchange, in the manner described above, such Class R-X Certificate
for three separate certificates, each representing such holderβs respective
Percentage Interest in the Class R-4 Interest, the Class R-5 Interest and the
Class R-6 Interest, respectively, in each case that was evidenced by the Class
R-X Certificate being exchanged.
Β
(b)Β Β Except
as
provided in paragraph (c) below, the Book-Entry Certificates shall at all times
remain registered in the name of the Depository or its nominee and at all times:
(i) registration of such Certificates may not be transferred by the Trustee
except to another Depository; (ii) the Depository shall maintain book-entry
records with respect to the Certificate Owners and with respect to ownership
and
transfers of such Certificates; (iii) ownership and transfers of registration
of
such Certificates on the books of the Depository shall be governed by applicable
rules established by the Depository; (iv) the Depository may collect its usual
and customary fees, charges and expenses from its Depository Participants;
(v)
the Trustee shall for all purposes deal with the Depository as representative
of
the Certificate Owners of the Certificates for purposes of exercising the rights
of Holders under this Agreement, and requests and directions for and votes
of
such representative shall not be deemed to be inconsistent if they are made
with
respect to different Certificate Owners; (vi) the Trustee may rely and shall
be
fully protected in relying upon information furnished by the Depository with
respect to its Depository Participants and furnished by the Depository
Participants with respect to indirect participating firms and Persons shown
on
the books of such indirect participating firms as direct or indirect Certificate
Owners; and (vii) the direct participants of the Depository shall have no rights
under this Agreement under or with respect to any of the Certificates held
on
their behalf by the Depository, and the Depository may be treated by the Trustee
and its agents, employees, officers and directors as the absolute owner of
the
Certificates for all purposes whatsoever.
Β
All
transfers by Certificate Owners of Book-Entry Certificates shall be made in
accordance with the procedures established by the Depository Participant or
brokerage firm representing such Certificate Owners. Each Depository Participant
shall only transfer Book-Entry Certificates of Certificate Owners that it
represents or of brokerage firms for which it acts as agent in accordance with
the Depository's normal procedures. The parties hereto are hereby authorized
to
execute a Letter of Representations with the Depository or take such other
action as may be necessary or desirable to register a Book-Entry Certificate
to
the Depository. In the event of any conflict between the terms of any such
Letter of Representation and this Agreement, the terms of this Agreement shall
control.
Β
(c)Β Β If
(i)(x)
the Depository or the Depositor advises the Trustee in writing that the
Depository is no longer willing or able to discharge properly its
responsibilities as Depository and (y) the Trustee or the Depositor is unable
to
locate a qualified successor or (ii) after the occurrence of a Master Servicer
Event of Termination, the Certificate Owners of the Book-Entry Certificates
representing Percentage Interests of such Classes aggregating not less than
51%
advise the Trustee and Depository through the Financial Intermediaries and
the
Depository Participants in writing that the continuation of a book-entry system
through the Depository to the exclusion of definitive, fully registered
certificates (the βDefinitive Certificatesβ) to Certificate Owners is no longer
in the best interests of the Certificate Owners. Upon surrender to the
Certificate Registrar of the Book-Entry Certificates by the Depository,
accompanied by registration instructions from the Depository for registration,
the Trustee shall, at the Depositor's expense, in the case of (ii) above, or
the
Master Servicer's expense, in the case of (i) above, execute on behalf of the
Trust and authenticate the Definitive Certificates. Neither the Depositor nor
the Trustee shall be liable for any delay in delivery of such instructions
and
may conclusively rely on, and shall be protected in relying on, such
instructions. Upon the issuance of Definitive Certificates, the Trustee, the
Certificate Registrar, the Master Servicer, any Paying Agent and the Depositor
shall recognize the Holders of the Definitive Certificates as Certificateholders
hereunder.
Β
(d)Β Β No
transfer, sale, pledge or other disposition of any Class M-10, Class C, Class
P
or Residual Certificate (the βPrivate Certificatesβ) shall be made unless such
disposition is exempt from the registration requirements of the Securities
Act
of 1933, as amended (the β1933 Actβ), and any applicable state securities laws
or is made in accordance with the 1933 Act and laws. In the event of any such
transfer (other than in connection with (i) the initial transfer of any such
Certificate by the Depositor to an Affiliate of the Depositor or, in the case
of
the Class R-X Certificates, the first transfer by an Affiliate of the Depositor,
(ii) the transfer of any such Class C, Class P or Residual Certificate to the
issuer under the Indenture or the indenture trustee under the Indenture or
(iii)
a transfer of any such Class C, Class P or Residual Certificate from the issuer
under the Indenture or the indenture trustee under the Indenture to the
Depositor or an Affiliate of the Depositor), the Trustee and the Certificate
Registrar shall each require receipt of: (I)(i) if such transfer is purportedly
being made in reliance upon Rule 144A (as evidenced by the investment letter
delivered to the Trustee, in substantially the form attached hereto as Exhibit
J) under the 1933 Act and (ii) in all other cases, an Opinion of Counsel
satisfactory to it that such transfer may be made without such registration
(which Opinion of Counsel shall not be an expense of the Depositor, the Trustee,
the Master Servicer, in its capacity as such, or the Trust Fund), together
with
copies of the written certification(s) of the Certificateholder desiring to
effect the transfer and/or such Certificateholderβs prospective transferee upon
which such Opinion of Counsel is based, if any; or (II) the Trustee shall
require the transferor to execute a transferor certificate (in substantially
the
form attached hereto as Exhibit L) and the transferee to execute an investment
letter (in substantially the form attached hereto as Exhibit J) acceptable
to
and in form and substance reasonably satisfactory to the Depositor and the
Trustee certifying to the Depositor and the Trustee the facts surrounding such
transfer, which investment letter shall not be an expense of the Trustee or
the
Depositor. The Holder of a Class C Certificate, Class P Certificate or Residual
Certificate desiring to effect such transfer shall, and does hereby agree to,
indemnify the Trustee and the Depositor against any liability that may result
if
the transfer is not so exempt or is not made in accordance with such federal
and
state laws.
Β
Notwithstanding
the foregoing, in the event of any such transfer of any Ownership Interest
in
any Private Certificate that is a Book-Entry Certificate, except with respect
to
the initial transfer of any such Ownership Interest by the Depositor, such
transfer shall be required to be made in reliance upon Rule 144A under the
1933
Act, and the transferor will be deemed to have made each of the transferor
representations and warranties set forth Exhibit L hereto in respect of such
interest as if it was evidenced by a Definitive Certificate and the transferee
will be deemed to have made each of the transferee representations and
warranties set forth Exhibit J hereto in respect of such interest as if it
was
evidenced by a Definitive Certificate. The Certificate Owner of any such
Ownership Interest in any such Book-Entry Certificate desiring to effect such
transfer shall, and does hereby agree to, indemnify the Trustee and the
Depositor against any liability that may result if the transfer is not so exempt
or is not made in accordance with such federal and state laws.
Β
(e)Β Β No
transfer of a Residual, Class C or Class P Certificate or any interest therein
shall be made to any Plan, any Person acting, directly or indirectly, on behalf
of any such Plan or any Person acquiring such Certificates with βPlan Assetsβ of
a Plan within the meaning of the Department of Labor regulation promulgated
at
29 C.F.R. Β§ 2510.3-101 (βPlan Assetsβ), as certified by such transferee in the
form of Exhibit K or M, unless the Trustee is provided with an Opinion of
Counsel for the benefit of the Trust Fund, the Depositor, the Trustee and the
Master Servicer and on which they may rely, which shall be to the effect that
the purchase and holding of such Certificates is permissible under applicable
law, shall not constitute or result in any non-exempt prohibited transaction
under ERISA or Section 4975 of the Code and shall not subject the Depositor,
the
Master Servicer, the Trustee or the Trust Fund to any obligation or liability
(including obligations or liabilities under ERISA or Section 4975 of the Code)
in addition to those undertaken in this Agreement, which Opinion of Counsel
shall not be an expense of the Depositor, the Master Servicer, the NIMS Insurer,
the Trustee or the Trust Fund. Any transferee of such Book-Entry Certificate
which does not provide such an Opinion of Counsel shall be deemed to represent
that it is not a Plan or acquiring such Certificates with Plan Assets. Neither
an Opinion of Counsel nor any certification shall be required in connection
with
(i) the initial transfer of any such Certificate by the Depositor to an
affiliate of the Depositor or, in the case of the Class R-X Certificates, the
first transfer by an Affiliate of the Depositor, (ii) the transfer of any Class
C, Class P or Residual Certificate to the issuer under the Indenture or the
indenture trustee under the Indenture or (iii) a transfer of any Class C, Class
P or Residual Certificate from the issuer under the Indenture or the indenture
trustee under the Indenture to the Depositor or an Affiliate of the Depositor
(in which case, the Depositor or any Affiliate thereof shall have deemed to
have
represented that it is not purchasing with Plan Assets) and the Trustee shall
be
entitled to conclusively rely upon a representation (which, upon the request
of
the Trustee, shall be a written representation) from the Depositor of the status
of such transferee as an affiliate of the Depositor.
Β
For
so
long as the Supplemental Interest Trust is in existence, each beneficial owner
of a Class A Certificate or a Mezzanine Certificate or any interest therein
shall be deemed to have represented, by virtue of its acquisition or holding
of
the Offered Certificate, or interest therein, that either (i) it is not a Plan
or (ii) (A) it is an accredited investor within the meaning of Prohibited
Transaction Exemption 2002-41, as amended from time to time (the βExemptionβ)
and (B) the acquisition and holding of such Certificate and the separate right
to receive payments from the Supplemental Interest Trust are eligible for the
exemptive relief available under (I) Prohibited Transaction Class Exemption
(βPTCEβ) 95-60 (for transactions by insurance company general accounts) or (II)
except in the case of a Class M-10 Certificate, PTCE 84-14 (for transactions
by
independent βqualified professional asset managersβ), 91-38 (for transactions by
bank collective investment funds), 90-1 (for transactions by insurance company
pooled separate accounts) or 96-23 (for transactions effected by βin-house asset
managersβ).
Β
Subsequent
to the termination of the Supplemental Interest Trust, each beneficial owner
of
a Mezzanine Certificate or any interest therein shall be deemed to have
represented, by virtue of its acquisition or holding of that certificate or
interest therein, that either (i) it is not a Plan or a trustee or other Person
acting on behalf of a Plan or using βplan assetsβ of a Plan to effect such
acquisition (including any insurance company using funds in its general or
separate accounts that may constitute βplan assetsβ), (ii) except in the case of
a Class M-10 Certificate, it has acquired and is holding such certificate in
reliance on the Exemption, and that it understands that there are certain
conditions to the availability of the Exemption, including that the certificate
must be rated, at the time of purchase, not lower than βBBB-β(or its equivalent)
by S&P, Fitch or Xxxxxβx, and the certificate is so rated or (iii) (1) it is
an insurance company, (2) the source of funds used to acquire or hold the
certificate or interest therein is an βinsurance company general account,β as
such term is defined in PTCE 95-60, and (3) the conditions in Sections I and
III
of PTCE 95-60 have been satisfied.
Β
If
any
Certificate or any interest therein is acquired or held in violation of the
provisions of the preceding paragraphs, the next preceding permitted beneficial
owner shall be treated as the beneficial owner of that Certificate retroactive
to the date of transfer to the purported beneficial owner. Any purported
beneficial owner whose acquisition or holding of any such Certificate or
interest therein was effected in violation of the provisions of the preceding
paragraph shall indemnify and hold harmless the Depositor, the Master Servicer,
the Trustee, the NIMS Insurer, and the Trust Fund from and against any and
all
liabilities, claims, costs or expenses incurred by those parties as a result
of
that acquisition or holding.
Β
Each
Person who has or who acquires any Ownership Interest in a Residual Certificate
shall be deemed by the acceptance or acquisition of such Ownership Interest
to
have agreed to be bound by the following provisions and to have irrevocably
appointed the Depositor or its designee as its attorney-in-fact to negotiate
the
terms of any mandatory sale under clause (v) below and to execute all
instruments of transfer and to do all other things necessary in connection
with
any such sale, and the rights of each Person acquiring any Ownership Interest
in
a Residual Certificate are expressly subject to the following
provisions:
Β
(i)Β Β Each
Person holding or acquiring any Ownership Interest in a Residual Certificate
shall be a Permitted Transferee and shall promptly notify the Trustee of any
change or impending change in its status as a Permitted Transferee.
Β
(ii)Β Β No
Person
shall acquire an Ownership Interest in a Residual Certificate unless such
Ownership Interest is a pro
rata
undivided interest.
Β
(iii)Β Β In
connection with any proposed transfer of any Ownership Interest in a Residual
Certificate, the Trustee shall as a condition to registration of the transfer,
require delivery to it, in form and substance satisfactory to it, of each of
the
following:
Β
(A)Β an
affidavit in the form of Exhibit K hereto from the proposed transferee to the
effect that such transferee is a Permitted Transferee and that it is not
acquiring its Ownership Interest in the Residual Certificate that is the subject
of the proposed transfer as a nominee, trustee or agent for any Person who
is
not a Permitted Transferee; and
Β
(B)Β a
covenant of the proposed transferee to the effect that the proposed transferee
agrees to be bound by and to abide by the transfer restrictions applicable
to
the Residual Certificates.
Β
(iv)Β Β Any
attempted or purported transfer of any Ownership Interest in a Residual
Certificate in violation of the provisions of this Section shall be absolutely
null and void and shall vest no rights in the purported transferee. If any
purported transferee shall, in violation of the provisions of this Section,
become a Holder of a Residual Certificate, then the prior Holder of such
Residual Certificate that is a Permitted Transferee shall, upon discovery that
the registration of transfer of such Residual Certificate was not in fact
permitted by this Section, be restored to all rights as Holder thereof
retroactive to the date of registration of transfer of such Residual
Certificate. The Trustee shall be under no liability to any Person for any
registration of transfer of a Residual Certificate that is in fact not permitted
by this Section or for making any distributions due on such Residual Certificate
to the Holder thereof or taking any other action with respect to such Holder
under the provisions of this Agreement so long as the Trustee received the
documents specified in clause (iii). The Trustee shall be entitled to recover
from any Holder of a Residual Certificate that was in fact not a Permitted
Transferee at the time such distributions were made all distributions made
on
such Residual Certificate. Any such distributions so recovered by the Trustee
shall be distributed and delivered by the Trustee to the prior Holder of such
Residual Certificate that is a Permitted Transferee.
Β
(v)Β Β If
any
Person other than a Permitted Transferee acquires any Ownership Interest in
a
Residual Certificate in violation of the restrictions in this Section, then
the
Trustee shall have the right but not the obligation, without notice to the
Holder of such Residual Certificate or any other Person having an Ownership
Interest therein, to notify the Depositor to arrange for the sale of such
Residual Certificate. The proceeds of such sale, net of commissions (which
may
include commissions payable to the Depositor or its affiliates in connection
with such sale), expenses and taxes due, if any, will be remitted by the Trustee
to the previous Holder of such Residual Certificate that is a Permitted
Transferee, except that in the event that the Trustee determines that the Holder
of such Residual Certificate may be liable for any amount due under this Section
or any other provisions of this Agreement, the Trustee may withhold a
corresponding amount from such remittance as security for such claim. The terms
and conditions of any sale under this clause (v) shall be determined in the
sole
discretion of the Trustee and it shall not be liable to any Person having an
Ownership Interest in a Residual Certificate as a result of its exercise of
such
discretion.
Β
(vi)Β Β If
any
Person other than a Permitted Transferee acquires any Ownership Interest in
a
Residual Certificate in violation of the restrictions in this Section, then
the
Trustee upon receipt of reasonable compensation will provide to the Internal
Revenue Service, and to the persons specified in Sections 860E(e)(3) and (6)
of
the Code, information needed to compute the tax imposed under Section 860E(e)(5)
of the Code on transfers of residual interests to disqualified
organizations.
Β
The
foregoing provisions of this Section shall cease to apply to transfers occurring
on or after the date on which there shall have been delivered to the Trustee
and
the NIMS Insurer, in form and substance satisfactory to the Trustee and the
NIMS
Insurer, (i) written notification from each Rating Agency that the removal
of
the restrictions on transfer set forth in this Section will not cause such
Rating Agency to downgrade its rating of the Certificates and (ii) an Opinion
of
Counsel to the effect that such removal will not cause any REMIC created
hereunder to fail to qualify as a REMIC.
Β
(f)Β Β No
service charge shall be made for any registration of transfer or exchange of
Certificates of any Class, but the Certificate Registrar may require payment
of
a sum sufficient to cover any tax or governmental charge that may be imposed
in
connection with any transfer or exchange of Certificates.
Β
All
Certificates surrendered for registration of transfer or exchange shall be
canceled by the Certificate Registrar and disposed of pursuant to its standard
procedures.
Β
SECTION 5.03.Β Β |
Mutilated,
Destroyed, Lost or Stolen
Certificates.
|
Β
If
(i)
any mutilated Certificate is surrendered to the Certificate Registrar or the
Certificate Registrar receives evidence to its satisfaction of the destruction,
loss or theft of any Certificate and (ii) there is delivered to the Trustee,
the
Depositor, the NIMS Insurer and the Certificate Registrar such security or
indemnity as may be required by them to save each of them harmless, then, in
the
absence of notice to the Trustee or the Certificate Registrar that such
Certificate has been acquired by a bona fide purchaser, the Trustee shall
execute on behalf of the Trust, authenticate and deliver, in exchange for or
in
lieu of any such mutilated, destroyed, lost or stolen Certificate, a new
Certificate of like tenor and Percentage Interest. Upon the issuance of any
new
Certificate under this Section, the Trustee or the Certificate Registrar may
require the payment of a sum sufficient to cover any tax or other governmental
charge that may be imposed in relation thereto and any other expenses (including
the fees and expenses of the Trustee and the Certificate Registrar) in
connection therewith. Any duplicate Certificate issued pursuant to this Section,
shall constitute complete and indefeasible evidence of ownership in the Trust,
as if originally issued, whether or not the lost, stolen or destroyed
Certificate shall be found at any time.
Β
SECTION 5.04.Β Β |
Persons
Deemed Owners.
|
Β
The
Master Servicer, the Depositor, the Trustee, the NIMS Insurer, the Certificate
Registrar, any Paying Agent and any agent of the Master Servicer, the Depositor,
the Trustee, the NIMS Insurer, the Certificate Registrar, any Paying Agent
or
the Trustee may treat the Person, including a Depository, in whose name any
Certificate is registered as the owner of such Certificate for the purpose
of
receiving distributions pursuant to Section 4.01 and for all other purposes
whatsoever, and none of the Master Servicer, the Trust, the Trustee nor any
agent of any of them shall be affected by notice to the contrary.
Β
SECTION 5.05.Β Β |
Appointment
of Paying Agent.
|
Β
(a)Β Β The
Paying Agent shall make distributions to Certificateholders from the
Distribution Account pursuant to Section 4.01 and shall report the amounts
of
such distributions to the Trustee. The duties of the Paying Agent may include
the obligation (i) to withdraw funds from the Collection Account pursuant to
Section 3.11(a) and for the purpose of making the distributions referred to
above and (ii) to distribute statements and provide information to
Certificateholders as required hereunder. The Paying Agent hereunder shall
at
all times be an entity duly incorporated and validly existing under the laws
of
the United States of America or any state thereof, authorized under such laws
to
exercise corporate trust powers and subject to supervision or examination by
federal or state authorities. The Paying Agent shall initially be the Trustee.
The Trustee may appoint a successor to act as Paying Agent, which appointment
shall be reasonably satisfactory to the Depositor and the NIMS
Insurer.
Β
(b)Β Β The
Trustee shall cause the Paying Agent (if other than the Trustee) to execute
and
deliver to the Trustee an instrument in which such Paying Agent shall agree
with
the Trustee that such Paying Agent shall hold all sums, if any, held by it
for
payment to the Certificateholders in trust for the benefit of the
Certificateholders entitled thereto until such sums shall be paid to such
Certificateholders and shall agree that it shall comply with all requirements
of
the Code regarding the withholding of payments in respect of Federal income
taxes due from Certificate Owners and otherwise comply with the provisions
of
this Agreement applicable to it.
Β
Β
ARTICLE
VI
Β
THE
MASTER SERVICER AND THE DEPOSITOR
Β
SECTION 6.01.Β Β |
Liability
of the Master Servicer and the
Depositor.
|
Β
The
Master Servicer shall be liable in accordance herewith only to the extent of
the
obligations specifically imposed upon and undertaken by Master Servicer herein.
The Depositor shall be liable in accordance herewith only to the extent of
the
obligations specifically imposed upon and undertaken by the
Depositor.
Β
SECTION 6.02.Β Β |
Merger
or Consolidation of, or Assumption of the Obligations of, the Master
Servicer or the Depositor.
|
Β
Any
entity into which the Master Servicer or Depositor may be merged or
consolidated, or any entity resulting from any merger, conversion or
consolidation to which the Master Servicer or the Depositor shall be a party,
or
any corporation succeeding to the business of the Master Servicer or the
Depositor, shall be the successor of the Master Servicer or the Depositor,
as
the case may be, hereunder, without the execution or filing of any paper or
any
further act on the part of any of the parties hereto, anything herein to the
contrary notwithstanding; provided,
however,
that
the successor Master Servicer shall satisfy all the requirements of Section
7.02
with respect to the qualifications of a successor Master Servicer.
Β
SECTION 6.03.Β Β |
Limitation
on Liability of the Master Servicer and
Others.
|
Β
Neither
the Master Servicer or the Depositor nor any of the directors or officers or
employees or agents of the Master Servicer or the Depositor shall be under
any
liability to the Trust or the Certificateholders for any action taken or for
refraining from the taking of any action by the Master Servicer or the Depositor
in good faith pursuant to this Agreement, or for errors in judgment;
provided,
however,
that
this provision shall not protect the Master Servicer, the Depositor or any
such
Person against any liability which would otherwise be imposed by reason of
its
willful misfeasance, bad faith or gross negligence in the performance of duties
of the Master Servicer or the Depositor, as the case may be, or by reason of
its
reckless disregard of its obligations and duties of the Master Servicer or
the
Depositor, as the case may be, hereunder; provided,
further,
that
this provision shall not be construed to entitle the Master Servicer to
indemnity in the event that amounts advanced by the Master Servicer to retire
any senior lien exceed Liquidation Proceeds (in excess of related liquidation
expenses) realized with respect to the related Mortgage Loan. The preceding
sentence shall not limit the obligations of the Master Servicer pursuant to
Section 8.05. The Master Servicer and any director or officer or employee or
agent of the Master Servicer may rely in good faith on any document of any
kind
primaΒ facie
properly
executed and submitted by any Person respecting any matters arising hereunder.
The Master Servicer and the Depositor, and any director or officer or employee
or agent of the Master Servicer or the Depositor, shall be indemnified by the
Trust and held harmless against any loss, liability or expense incurred in
connection with any legal action relating to this Agreement or the Certificates,
other than any loss, liability or expense related to any specific Mortgage
Loan
or Mortgage Loans (except as any such loss, liability or expense shall be
otherwise reimbursable pursuant to this Agreement) and any loss, liability
or
expense incurred by reason of its willful misfeasance, bad faith or gross
negligence in the performance of duties hereunder or by reason of its reckless
disregard of obligations and duties hereunder. The Master Servicer or the
Depositor may undertake any such action which it may deem necessary or desirable
in respect of this Agreement, and the rights and duties of the parties hereto
and the interests of the Certificateholders hereunder. In such event, unless
the
Depositor or the Master Servicer acts without the consent of Holders of
Certificates entitled to at least 51% of the Voting Rights, the reasonable
legal
expenses and costs of such action and any liability resulting therefrom shall
be
expenses, costs and liabilities of the Trust and the Master Servicer shall
be
entitled to be reimbursed therefor from the Collection Account as and to the
extent provided in Section 3.11, any such right of reimbursement being prior
to
the rights of the Certificateholders to receive any amount in the Collection
Account. The Master Servicer's right to indemnity or reimbursement pursuant
to
this Section shall survive any resignation or termination of the Master Servicer
pursuant to Section 6.04 or 7.01 with respect to any losses, expenses, costs
or
liabilities arising prior to such resignation or termination (or arising from
events that occurred prior to such resignation or termination). This paragraph
shall apply to the Master Servicer solely in its capacity as Master Servicer
hereunder and in no other capacities. Without limiting the foregoing, the Master
Servicer shall undertake to defend any claims against the Trust Fund, the
Trustee and/or itself initiated by a Borrower or otherwise related to the
servicing of any Mortgage Loan.
Β
The
Master Servicer (except the Trustee if it is required to succeed the Master
Servicer hereunder) indemnifies and holds the Trustee, the Depositor, the NIMS
Insurer and each Certificateholder harmless against any and all claims, losses,
penalties, fines, forfeitures, reasonable legal fees and related costs,
judgments, and any other costs, fees and expenses that the Trustee, the
Depositor, the NIMS Insurer and any Certificateholder may sustain in any way
related to the failure of the Master Servicer to perform its duties and service
the Mortgage Loans in compliance with the terms of this Agreement. The Master
Servicer shall immediately notify the Trustee, the Depositor, the NIMS Insurer
and each Certificateholder if a claim is made that may result in such claims,
losses, penalties, fines, forfeitures, legal fees or related costs, judgments,
or any other costs, fees and expenses, and the Master Servicer shall assume
(with the consent of the Trustee) the defense of any such claim and pay all
expenses in connection therewith, including reasonable counsel fees, and
promptly pay, discharge and satisfy any judgment or decree which may be entered
against the Master Servicer, the Trustee, the Depositor, the NIMS Insurer and/or
Certificateholder in respect of such claim. The provisions of this paragraph
shall survive the termination of this Agreement and the payment of the
outstanding Certificates.
Β
SECTION 6.04.Β Β |
Master
Servicer Not to Resign.
|
Β
Subject
to the provisions of Section 7.01 and Section 6.02, the Master Servicer shall
not resign from the obligations and duties hereby imposed on it except (i)
upon
determination that the performance of its obligations or duties hereunder are
no
longer permissible under applicable law or are in material conflict by reason
of
applicable law with any other activities carried on by it or its subsidiaries
or
Affiliates, the other activities of the Master Servicer so causing such a
conflict being of a type and nature carried on by the Master Servicer or its
subsidiaries or Affiliates at the date of this Agreement or (ii) upon
satisfaction of the following conditions: (a) the Master Servicer has proposed
a
successor servicer to the Trustee and the NIMS Insurer in writing and such
proposed successor servicer is reasonably acceptable to the Trustee and the
NIMS
Insurer and (b) each Rating Agency shall have delivered a letter to the Trustee
and the NIMS Insurer prior to the appointment of the successor servicer stating
that the proposed appointment of such successor servicer as Master Servicer
hereunder will not result in the reduction or withdrawal of the then current
rating of the Certificates; provided,
however,
that no
such resignation by the Master Servicer shall become effective until such
successor servicer or, in the case of (i) above, the Trustee shall have assumed
the Master Servicer's responsibilities and obligations hereunder or the Trustee
shall have designated, with the consent of the NIMS Insurer, a successor
servicer in accordance with Section 7.02. Any such resignation shall not relieve
the Master Servicer of responsibility for any of the obligations specified
in
Sections 7.01 and 7.02 as obligations that survive the resignation or
termination of the Master Servicer. Any such determination permitting the
resignation of the Master Servicer pursuant to clause (i) above shall be
evidenced by an Opinion of Counsel to such effect delivered to the Trustee
and
the NIMS Insurer. Any such determination permitting the resignation of the
Master Servicer shall be evidenced by an Opinion of Counsel to such effect
delivered to the Trustee and the NIMS Insurer.
Β
SECTION 6.05.Β Β |
Delegation
of Duties.
|
Β
In
the
ordinary course of business, the Master Servicer at any time may delegate any
of
its duties hereunder to any Person, including any of its Affiliates, who agrees
to conduct such duties in accordance with standards comparable to those set
forth in Section 3.01. Such delegation shall not relieve the Master Servicer
of
its liabilities and responsibilities with respect to such duties and shall
not
constitute a resignation within the meaning of Section 6.04. Except as provided
in Section 3.02, no such delegation is permitted that results in the delegee
subservicing any Mortgage Loans. The Master Servicer shall provide the Trustee
and the NIMS Insurer with 60 days prior written notice prior to the delegation
of any of its duties to any Person other than any of the Master Servicer's
Affiliates or their respective successors and assigns.
Β
SECTION 6.06.Β Β |
[Reserved].
|
Β
SECTION 6.07.Β Β |
Inspection.
|
Β
The
Master Servicer, in its capacity as Originator and Master Servicer, shall afford
the Trustee and the NIMS Insurer, upon reasonable advance notice, during normal
business hours, access to all records maintained by the Master Servicer in
respect of its rights and obligations hereunder and access to officers of the
Master Servicer responsible for such obligations. Upon request, the Master
Servicer shall furnish to the Trustee and the NIMS Insurer its most recent
publicly available financial statements and such other information relating
to
its capacity to perform its obligations under this Agreement.
Β
Β
ARTICLE
VII
Β
DEFAULT
Β
SECTION 7.01.Β Β |
Master
Servicer Events of Termination.
|
Β
(a)Β Β If
any
one of the following events (βMaster Servicer Events of Terminationβ) shall
occur and be continuing:
Β
(i)Β Β (A)
The
failure by the Master Servicer to make any Advance; or (B) any other failure
by
the Master Servicer to deposit in the Collection Account or Distribution Account
any deposit required to be made under the terms of this Agreement which
continues unremedied for a period of one Business Day after the date upon which
written notice of such failure shall have been given to the Master Servicer
by
the Trustee or to the Trustee by the NIMS Insurer or any Holders of a Regular
Certificate evidencing at least 25% of the Voting Rights; or
Β
(ii)Β Β The
failure by the Master Servicer to make any required Servicing Advance which
failure continues unremedied for a period of 30 days, or the failure by the
Master Servicer duly to observe or perform, in any material respect, any other
covenants, obligations or agreements of the Master Servicer as set forth in
this
Agreement, which failure continues unremedied for a period of 30 days, after
the
date (A) on which written notice of such failure, requiring the same to be
remedied, shall have been given to the Master Servicer by the Trustee or to
the
Trustee by the NIMS Insurer or any Holders of a Regular Certificate evidencing
at least 25% of the Voting Rights or (B) of actual knowledge of such failure
by
a Servicing Officer of the Master Servicer; or
Β
(iii)Β Β The
entry
against the Master Servicer of a decree or order by a court or agency or
supervisory authority having jurisdiction in the premises for the appointment
of
a trustee, conservator, receiver or liquidator in any insolvency,
conservatorship, receivership, readjustment of debt, marshalling of assets
and
liabilities or similar proceedings, or for the winding up or liquidation of
its
affairs, and the continuance of any such decree or order unstayed and in effect
for a period of 60 days; or
Β
(iv)Β Β The
Master Servicer shall voluntarily go into liquidation, consent to the
appointment of a conservator or receiver or liquidator or similar person in
any
insolvency, readjustment of debt, marshalling of assets and liabilities or
similar proceedings of or relating to the Master Servicer or of or relating
to
all or substantially all of its property; or a decree or order of a court or
agency or supervisory authority having jurisdiction in the premises for the
appointment of a conservator, receiver, liquidator or similar person in any
insolvency, readjustment of debt, marshalling of assets and liabilities or
similar proceedings, or for the winding-up or liquidation of its affairs, shall
have been entered against the Master Servicer and such decree or order shall
have remained in force undischarged, unbonded or unstayed for a period of 60
days; or the Master Servicer shall admit in writing its inability to pay its
debts generally as they become due, file a petition to take advantage of any
applicable insolvency or reorganization statute, make an assignment for the
benefit of its creditors or voluntarily suspend payment of its obligations;
or
Β
(v)Β Β A
Delinquency Master Servicer Termination Trigger has occurred and is
continuing;
Β
then,
and
in each and every such case, so long as a Master Servicer Event of Termination
shall not have been remedied within the applicable grace period, (x) with
respect solely to clause (i)(A) above, if such Advance is not made by 12:00
P.M., New York time, on the Business Day immediately following the Master
Servicer Remittance Date (provided the Trustee shall give the Master Servicer
notice of such failure to advance by 5:00 P.M. New York time on the Master
Servicer Remittance Date), the Trustee shall, at the direction of the NIMS
Insurer, terminate all of the rights and obligations of the Master Servicer
under this Agreement and the Trustee, or a successor servicer appointed in
accordance with Section 7.02, shall immediately make such Advance and assume,
pursuant to Section 7.02, the duties of a successor Master Servicer, (y) in
the
case of (i)(B), (ii), (iii) and (iv) above, the Trustee shall, at the written
direction of the NIMS Insurer or the Holders of each Class of Regular
Certificates evidencing Percentage Interests aggregating not less than 51%,
by
notice then given in writing to the Master Servicer and to the Trustee and
(z)
in the case of (v) above, the Trustee shall, at the direction of the NIMS
Insurer, by notice then given in writing to the Master Servicer and to the
Trustee, terminate all of the rights and obligations of the Master Servicer
as
servicer under this Agreement. Any such notice to the Master Servicer shall
also
be given to each Rating Agency, the Depositor and the Originator. On or after
the receipt by the Master Servicer (and by the Trustee if such notice is given
by the Holders) of such written notice, all authority and power of the Master
Servicer under this Agreement, whether with respect to the Certificates or
the
Mortgage Loans or otherwise, shall pass to and be vested in the Trustee pursuant
to and under this Section; and, without limitation, and the Trustee is hereby
authorized and empowered to execute and deliver, on behalf of the Master
Servicer, as attorney-in-fact or otherwise, any and all documents and other
instruments, and to do or accomplish all other acts or things necessary or
appropriate to effect the purposes of such notice of termination, whether to
complete the transfer and endorsement of each Mortgage Loan and related
documents or otherwise. The Master Servicer agrees to cooperate with the Trustee
(or the applicable successor Master Servicer) in effecting the termination
of
the responsibilities and rights of the Master Servicer hereunder, including,
without limitation, the delivery to the Trustee of all documents and records
requested by it to enable it to assume the Master Servicer's functions under
this Agreement within ten Business Days subsequent to such notice, the transfer
within one Business Day subsequent to such notice to the Trustee (or the
applicable successor Master Servicer) for the administration by it of all cash
amounts that shall at the time be held by the Master Servicer and to be
deposited by it in the Collection Account, the Distribution Account, any REO
Account or any Servicing Account or that have been deposited by the Master
Servicer in such accounts or thereafter received by the Master Servicer with
respect to the Mortgage Loans or any REO Property received by the Master
Servicer. All reasonable costs and expenses (including attorneys' fees) incurred
in connection with transferring the Mortgage Files to the successor Master
Servicer and amending this Agreement to reflect such succession as Master
Servicer pursuant to this Section shall be paid by the predecessor Master
Servicer (or if the predecessor Master Servicer is the Trustee, the initial
Master Servicer) upon presentation of reasonable documentation of such costs
and
expenses and to the extent not paid by the Master Servicer, by the
Trust.
Β
(b)Β In
connection with any failure by the Master Servicer to make any remittance
required to be made by the Master Servicer to the Distribution Account pursuant
to this Section 7.01 on the day and by the time such remittance is required
to
be made under the terms of this Section 7.01 (without giving effect to any
grace
or cure period), the Master Servicer shall pay to the Trustee for the account
of
the Trustee interest at the Prime Rate on any amount not timely remitted from
and including the day such remittance was required to be made to, but not
including, the day on which such remittance was actually made.
Β
SECTION 7.02.Β Β |
Trustee
to Act; Appointment of Successor.
|
Β
(a)Β Β From
the
time the Master Servicer (and the Trustee, if notice is sent by the Holders)
receives a notice of termination pursuant to Section 7.01 or 6.04, the Trustee
(or such other successor Master Servicer as is approved in accordance with
this
Agreement) shall be the successor in all respects to the Master Servicer in
its
capacity as servicer under this Agreement and the transactions set forth or
provided for herein and shall be subject to all the responsibilities, duties
and
liabilities relating thereto placed on the Master Servicer by the terms and
provisions hereof arising on and after its succession. Notwithstanding the
foregoing, the parties hereto agree that the Trustee, in its capacity as
successor Master Servicer, immediately will assume all of the obligations of
the
Master Servicer to make advances. Notwithstanding the foregoing, the Trustee,
in
its capacity as successor Master Servicer, shall not be responsible for the
lack
of information and/or documents that it cannot obtain through reasonable
efforts. It is understood and acknowledged by the parties hereto that there
will
be a period of transition (not to exceed 90 days) before the transition of
servicing obligations is fully effective. As compensation therefor, the Trustee
(or such other successor Master Servicer) shall be entitled to such compensation
as the Master Servicer would have been entitled to hereunder if no such notice
of termination had been given. Notwithstanding the above, (i) if the Trustee
is
unwilling to act as successor Master Servicer or (ii) if the Trustee is legally
unable so to act, the Trustee shall appoint or petition a court of competent
jurisdiction to appoint, any established housing and home finance institution,
bank or other mortgage loan or home equity loan servicer having a net worth
of
not less than $50,000,000 as the successor to the Master Servicer hereunder
in
the assumption of all or any part of the responsibilities, duties or liabilities
of the Master Servicer hereunder; provided,
that
the appointment of any such successor Master Servicer shall be approved by
the
NIMS Insurer (such approval not to be unreasonably withheld), as evidenced
by
the prior written consent of the NIMS Insurer, and will not result in the
qualification, reduction or withdrawal of the ratings assigned to the
Certificates by the Rating Agencies as evidenced by a letter to such effect
from
the Rating Agencies. Pending appointment of a successor to the Master Servicer
hereunder, unless the Trustee is prohibited by law from so acting, the Trustee
shall act in such capacity as hereinabove provided. In connection with such
appointment and assumption, the successor shall be entitled to receive
compensation out of payments on Mortgage Loans in an amount equal to the
compensation which the Master Servicer would otherwise have received pursuant
to
Section 3.18 (or such other compensation as the Trustee and such successor
shall
agree, not to exceed the Servicing Fee). The appointment of a successor Master
Servicer shall not affect any liability of the predecessor Master Servicer
which
may have arisen under this Agreement prior to its termination as Master Servicer
to pay any deductible under an insurance policy pursuant to Section 3.14 or
to
indemnify the Trustee or the NIMS Insurer pursuant to Section 6.03), nor shall
any successor Master Servicer be liable for any acts or omissions of the
predecessor Master Servicer or for any breach by such Master Servicer of any
of
its representations or warranties contained herein or in any related document
or
agreement. The Trustee and such successor shall take such action, consistent
with this Agreement, as shall be necessary to effectuate any such succession.
All Servicing Transfer Costs shall be paid by the predecessor Master Servicer
upon presentation of reasonable documentation of such costs, and if such
predecessor Master Servicer defaults in its obligation to pay such costs, such
costs shall be paid by the successor Master Servicer or the Trustee (in which
case the successor Master Servicer or the Trustee, as applicable, shall be
entitled to reimbursement therefor from the assets of the Trust).
Β
(b)Β Β Any
successor to the Master Servicer, including the Trustee, shall during the term
of its service as servicer continue to service and administer the Mortgage
Loans
for the benefit of Certificateholders, and maintain in force a policy or
policies of insurance covering errors and omissions in the performance of its
obligations as Master Servicer hereunder and a Fidelity Bond in respect of
its
officers, employees and agents to the same extent as the Master Servicer is
so
required pursuant to Section 3.14.
Β
SECTION 7.03.Β Β |
Waiver
of Defaults.
|
Β
The
Majority Certificateholders may, on behalf of all Certificateholders and with
the consent of the NIMS Insurer, waive any events permitting removal of the
Master Servicer as servicer pursuant to this Article VII, provided,
however,
that
the Majority Certificateholders may not waive a default in making a required
distribution on a Certificate without the consent of the Holder of such
Certificate and the consent of the NIMS Insurer. Upon any waiver of a past
default, such default shall cease to exist and any Master Servicer Event of
Termination arising therefrom shall be deemed to have been remedied for every
purpose of this Agreement. No such waiver shall extend to any subsequent or
other default or impair any right consequent thereto except to the extent
expressly so waived. Notice of any such waiver shall be given by the Trustee
to
the Rating Agencies and the NIMS Insurer.
Β
SECTION 7.04.Β Β |
Notification
to Certificateholders.
|
Β
(a)Β Β Upon
any
termination or appointment of a successor to the Master Servicer pursuant to
this Article VII or Section 6.04, the Trustee shall give prompt written notice
thereof to the Certificateholders at their respective addresses appearing in
the
Certificate Register, the NIMS Insurer and each Rating Agency.
Β
(b)Β Β No
later
than 60 days after the occurrence of any event which constitutes or which,
with
notice or a lapse of time or both, would constitute a Master Servicer Event
of
Termination for five Business Days after a Responsible Officer of the Trustee
becomes aware of the occurrence of such an event, the Trustee shall transmit
by
mail to all Certificateholders and to the NIMS Insurer notice of such occurrence
unless such default or Master Servicer Event of Termination shall have been
waived or cured.
Β
SECTION 7.05.Β Β |
Survivability
of Master Servicer Liabilities.
|
Β
Notwithstanding
anything herein to the contrary, upon termination of the Master Servicer
hereunder, any liabilities of the Master Servicer which accrued prior to such
termination shall survive such termination.
Β
Β
ARTICLE
VIII
Β
THE
TRUSTEE
Β
SECTION 8.01.Β Β |
Duties
of Trustee.
|
Β
The
Trustee, prior to the occurrence of a Master Servicer Event of Termination
and
after the curing of all Master Servicer Events of Termination which may have
occurred, undertakes to perform such duties and only such duties as are
specifically set forth in this Agreement. If a Master Servicer Event of
Termination has occurred (which has not been cured) of which a Responsible
Officer has knowledge, the Trustee shall exercise such of the rights and powers
vested in it by this Agreement, and use the same degree of care and skill in
their exercise, as a prudent man would exercise or use under the circumstances
in the conduct of his own affairs.
Β
The
Trustee, upon receipt of all resolutions, certificates, statements, opinions,
reports, documents, orders or other instruments furnished to the Trustee which
are specifically required to be furnished pursuant to any provision of this
Agreement, shall examine them to determine whether they conform to the
requirements of this Agreement; provided, however, that the Trustee will not
be
responsible for the accuracy or content of any such resolutions, certificates,
statements, opinions, reports, documents or other instruments. If any such
instrument is found not to conform to the requirements of this Agreement in
a
material manner the Trustee shall take such action as it deems appropriate
to
have the instrument corrected, and if the instrument is not corrected to the
Trustee's satisfaction, the Trustee will provide notice thereof to the
Certificateholders and the NIMS Insurer.
Β
No
provision of this Agreement shall be construed to relieve the Trustee from
liability for its own negligent action, its own negligent failure to act or
its
own misconduct; provided,
however,
that:
Β
(i)Β Β prior
to
the occurrence of a Master Servicer Event of Termination, and after the curing
of all such Master Servicer Events of Termination which may have occurred,
the
duties and obligations of the Trustee shall be determined solely by the express
provisions of this Agreement, the Trustee shall not be liable except for the
performance of such duties and obligations as are specifically set forth in
this
Agreement, no implied covenants or obligations shall be read into this Agreement
against the Trustee and, in the absence of bad faith on the part of the Trustee,
the Trustee may conclusively rely, as to the truth of the statements and the
correctness of the opinions expressed therein, upon any certificates or opinions
furnished to the Trustee and conforming to the requirements of this
Agreement;
Β
(ii)Β Β the
Trustee shall not be personally liable for an error of judgment made in good
faith by a Responsible Officer of the Trustee, unless it shall be proved that
the Trustee was negligent in ascertaining or investigating the facts related
thereto;
Β
(iii)Β Β the
Trustee shall not be personally liable with respect to any action taken,
suffered or omitted to be taken by it in good faith in accordance with the
direction of the NIMS Insurer or the Majority Certificateholders relating to
the
time, method and place of conducting any proceeding for any remedy available
to
the Trustee, or exercising or omitting to exercise any trust or power conferred
upon the Trustee, under this Agreement; and
Β
(iv)Β Β the
Trustee shall not be charged with knowledge of any failure by the Master
Servicer to comply with the obligations of the Master Servicer referred to
in
clauses (i) and (ii) of Section 7.01(a) unless a Responsible Officer of the
Trustee at the Corporate Trust Office obtains actual knowledge of such failure
or the Trustee receives written notice of such failure from the Master Servicer,
the NIMS Insurer or the Majority Certificateholders.
Β
The
Trustee shall not be required to expend or risk its own funds or otherwise
incur
financial liability in the performance of any of its duties hereunder, or in
the
exercise of any of its rights or powers, if there is reasonable ground for
believing that the repayment of such funds or adequate indemnity against such
risk or liability is not reasonably assured to it, and none of the provisions
contained in this Agreement shall in any event require the Trustee to perform,
or be responsible for the manner of performance of, any of the obligations
of
the Master Servicer under this Agreement, except during such time, if any,
as
the Trustee shall be the successor to, and be vested with the rights, duties,
powers and privileges of, the Master Servicer in accordance with the terms
of
this Agreement.
Β
SECTION 8.02.Β Β |
Certain
Matters Affecting the Trustee.
|
Β
Except
as
otherwise provided in Section 8.01:
Β
(a)Β Β (i)
the
Trustee may request and rely upon, and shall be protected in acting or
refraining from acting upon, any resolution, Officers' Certificate, certificate
of auditors or any other certificate, statement, instrument, opinion, report,
notice, request, consent, order, appraisal, bond or other paper or document
reasonably believed by it to be genuine and to have been signed or presented
by
the proper party or parties, and the manner of obtaining consents and of
evidencing the authorization of the execution thereof by Certificateholders
shall be subject to such reasonable regulations as the Trustee may
prescribe;
Β
(ii)Β Β the
Trustee may consult with counsel and any Opinion of Counsel shall be full and
complete authorization and protection in respect of any action taken or suffered
or omitted by it hereunder in good faith and in accordance with such Opinion
of
Counsel;
Β
(iii)Β Β the
Trustee shall be under no obligation to exercise any of the rights or powers
vested in it by this Agreement, or to institute, conduct or defend any
litigation hereunder or in relation hereto, at the request, order or direction
of any of the Certificateholders or the NIMS Insurer, pursuant to the provisions
of this Agreement, unless such Certificateholders or the NIMS Insurer, as
applicable, shall have offered to the Trustee reasonable security or indemnity
against the costs, expenses and liabilities which may be incurred therein or
thereby; the right of the Trustee to perform any discretionary act enumerated
in
this Agreement shall not be construed as a duty, and the Trustee shall not
be
answerable for other than its negligence or willful misconduct in the
performance of any such act;
Β
(iv)Β Β the
Trustee shall not be personally liable for any action taken, suffered or omitted
by it in good faith and believed by it to be authorized or within the discretion
or rights or powers conferred upon it by this Agreement;
Β
(v)Β Β prior
to
the occurrence of a Master Servicer Event of Termination and after the curing
of
all Master Servicer Events of Termination which may have occurred, the Trustee
shall not be bound to make any investigation into the facts or matters stated
in
any resolution, certificate, statement, instrument, opinion, report, notice,
request, consent, order, approval, bond or other paper or documents, unless
requested in writing to do so by the NIMS Insurer or the Majority
Certificateholder; provided,
however,
that if
the payment within a reasonable time to the Trustee of the costs, expenses
or
liabilities likely to be incurred by it in the making of such investigation
is,
in the opinion of the Trustee, not reasonably assured to the Trustee by the
security afforded to it by the terms of this Agreement, the Trustee may require
reasonable indemnity against such cost, expense or liability as a condition
to
such proceeding. The reasonable expense of every such examination shall be
paid
by the Master Servicer or the NIMS Insurer (if requested by the NIMS Insurer)
or, if paid by the Trustee, shall be reimbursed by the Master Servicer or the
NIMS Insurer (if requested by the NIMS Insurer) upon demand and, if not
reimbursed by the Master Servicer or the NIMS Insurer (if requested by the
NIMS
Insurer), shall be reimbursed by the Trust. Nothing in this clause (v) shall
derogate from the obligation of the Master Servicer to observe any applicable
law prohibiting disclosure of information regarding the Mortgagors;
Β
(vi)Β Β the
Trustee shall not be accountable, shall have no liability and makes no
representation as to any acts or omissions hereunder of the Master Servicer
until such time as the Trustee may be required to act as Master Servicer
pursuant to Section 7.02 and thereupon only for the acts or omissions of the
Trustee as successor Master Servicer;
Β
(vii)Β Β the
Trustee may execute any of the trusts or powers hereunder or perform any duties
hereunder either directly or by or through agents or attorneys or a custodian;
and
Β
(viii)Β Β the
right
of the Trustee to perform any discretionary act enumerated in this Agreement
shall not be construed as a duty, and the Trustee shall not be answerable for
other than its negligence or willful misconduct in the performance of such
act.
Β
(b)Β Β The
Depositor hereby directs the Trustee to execute, deliver and perform its
obligations under the Interest Rate Swap Agreement (in its capacity as
Supplemental Interest Trust Trustee) and to appoint to the Swap Administrator,
pursuant to the Swap Administration Agreement, any rights to receive payments
from the Swap Provider and the Depositor further directs the Trustee to execute,
deliver and perform its obligation under the Swap Administration Agreement.
The
Seller, the Depositor, the Master Servicer and the Holders of the Class A
Certificates and the Mezzanine Certificates by their acceptance of such
Certificates acknowledge and agree that the Supplemental Interest Trust Trustee
shall execute, deliver and perform its
obligations under the Interest Rate Swap Agreement and the Swap Administration
Agreement and shall do so solely in its capacity as trustee of the Supplemental
Interest Trust or as Swap Administrator, as the case may be, and not in its
individual capacity. Every provision of this Agreement relating to the conduct
or affecting the liability of or affording protection to the Trustee shall
apply
to the Supplemental Interest Trust Trusteeβs execution of the Interest Rate Swap
Agreement and the Swap Administration Agreement, and the performance of its
duties and satisfaction of its obligations thereunder.
Β
(c)Β Β The
Depositor shall deliver to the Trustee the Pool Policy on behalf of the Trust
Fund.
Β
SECTION 8.03.Β Β |
Trustee
Not Liable for Certificates or Mortgage
Loans.
|
Β
The
recitals contained herein and in the Certificates (other than the authentication
of the Trustee on the Certificates) shall be taken as the statements of the
Depositor, and the Trustee assumes no responsibility for the correctness of
the
same. The Trustee makes no representations as to the validity or sufficiency
of
this Agreement or of the Certificates (other than the signature and
authentication of the Trustee on the Certificates) or of any Mortgage Loan
or
related document. The Trustee shall not be accountable for the use or
application by the Master Servicer, or for the use or application of any funds
paid to the Master Servicer in respect of the Mortgage Loans or deposited in
or
withdrawn from the Collection Account by the Master Servicer. The Trustee shall
at no time have any responsibility or liability for or with respect to the
legality, validity and enforceability of any Mortgage or any Mortgage Loan,
or
the perfection and priority of any Mortgage or the maintenance of any such
perfection and priority, or for or with respect to the sufficiency of the Trust
or its ability to generate the payments to be distributed to Certificateholders
under this Agreement, including, without limitation: the existence, condition
and ownership of any Mortgaged Property; the existence and enforceability of
any
hazard insurance thereon (other than if the Trustee shall assume the duties
of
the Master Servicer pursuant to Section 7.02); the validity of the assignment
of
any Mortgage Loan to the Trustee or of any intervening assignment; the
completeness of any Mortgage Loan; the performance or enforcement of any
Mortgage Loan (other than if the Trustee shall assume the duties of the Master
Servicer pursuant to Section 7.02); the compliance by the Depositor, the
Originator, the Seller or the Master Servicer with any warranty or
representation made under this Agreement or in any related document or the
accuracy of any such warranty or representation prior to the Trustee's receipt
of notice or other discovery of any non-compliance therewith or any breach
thereof; any investment of monies by or at the direction of the Master Servicer
or any loss resulting therefrom, it being understood that the Trustee shall
remain responsible for any Trust property that it may hold in its individual
capacity; the acts or omissions of any of the Master Servicer (other than if
the
Trustee shall assume the duties of the Master Servicer pursuant to Section
7.02), any Sub-Servicer or any Mortgagor; any action of the Master Servicer
(other than if the Trustee shall assume the duties of the Master Servicer
pursuant to Section 7.02), or any Sub-Servicer taken in the name of the Trustee;
the failure of the Master Servicer or any Sub-Servicer to act or perform any
duties required of it as agent of the Trustee hereunder; or any action by the
Trustee taken at the instruction of the Master Servicer (other than if the
Trustee shall assume the duties of the Master Servicer pursuant to Section
7.02); provided,
however,
that
the foregoing shall not relieve the Trustee of its obligation to perform its
duties under this Agreement, including, without limitation, the Trustee's duty
to review the Mortgage Files pursuant to Section 2.01. The Trustee shall have
no
responsibility for filing any financing or continuation statement in any public
office at any time or to otherwise perfect or maintain the perfection of any
security interest or lien granted to it hereunder (unless the Trustee shall
have
become the successor Master Servicer).
Β
SECTION 8.04.Β Β |
Trustee
May Own Certificates.
|
Β
The
Trustee in its individual or any other capacity may become the owner or pledgee
of Certificates with the same rights as it would have if it were not Trustee
and
may transact any banking and trust business with the Originator, the Master
Servicer, the Depositor or their Affiliates.
Β
SECTION 8.05.Β Β |
Trustee
Fee and Expenses.
|
Β
(a)Β Β The
Trustee shall withdraw from the Distribution Account on each Distribution Date
and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the
Trust Fund for all reasonable expenses, disbursements and advances incurred
or
made by the Trustee in accordance with any of the provisions of this Agreement
(not including expenses, disbursements and advances incurred or made by the
Trustee including the compensation and the expenses and disbursements of its
agents and counsel, in the ordinary course of the Trustee's performance in
accordance with the provisions of this Agreement) up to a limit of $25,000
per
calendar year except any such expense, disbursement or advance as may arise
from
its negligence or bad faith or which is the responsibility of Certificateholders
or the Trustee hereunder. In addition, the Trustee and its officers, directors,
employees and agents shall be entitled to be indemnified for, and held harmless
by the Trust Fund against, any and all losses, liabilities, damages, claims
or
expenses incurred in connection with any legal action relating to this Agreement
or the Certificates up to a limit of $600,000 per calendar year, other than
(i)
any loss, liability or expense incurred by reason of willful misfeasance, bad
faith or negligence of the Trustee in the performance of its duties hereunder
or
by reason of the Trustee's reckless disregard of obligations and duties
hereunder or (ii) resulting from a breach of the Master Servicer's obligations
and duties under this Agreement and the Mortgage Loans (for which the Master
Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything
herein to the contrary, the Trustee shall be reimbursed from the Trust Fund
for
all Servicing Transfer Costs not paid by the Master Servicer pursuant to Section
7.02(a) and any expenses related to βhigh cost home loansβ without regard to any
annual limitations. This section shall survive termination of this Agreement
or
the resignation or removal of any Trustee hereunder.
Β
(b)Β Β The
Master Servicer agrees to indemnify the Trustee from, and hold it harmless
against, any loss, liability or expense resulting from a breach of the Master
Servicer's obligations and duties under this Agreement. Such indemnity shall
survive the termination or discharge of this Agreement and the resignation
or
removal of the Trustee. Any payment hereunder made by the Master Servicer to
the
Trustee shall be from the Master Servicer's own funds, without reimbursement
from the Trust Fund therefor.
Β
(c)Β Β Any
amounts payable to the Trustee, or any director, officer, employee or agent of
the Trustee in respect of the indemnification provided by this Section 8.05,
or
pursuant to any other right of reimbursement from the Trust Fund that the
Trustee, or any director, officer, employee or agent of the Trustee, may have
hereunder in its capacity as such, may be withdrawn by the Trustee from the
Distribution Account at any time.
Β
(d)Β Β The
limitations on the indemnification provided to the Trustee set forth in Section
8.05(a) above shall remain in effect for so long as any series of notes issued
pursuant to one or more Indentures, as set forth in Section 1.04 remain
outstanding.
Β
SECTION 8.06.Β Β |
Eligibility
Requirements for Trustee.
|
Β
The
Trustee hereunder shall at all times be an entity duly organized and validly
existing under the laws of the United States of America or any state thereof,
authorized under such laws to exercise corporate trust powers, having a combined
capital and surplus of at least $50,000,000 and a long-term debt rating of
at
least βA-β and a short-term debt rating of at least βA-1β by S&P, if rated
by S&P, and subject to supervision or examination by federal or state
authority. If such entity publishes reports of condition at least annually,
pursuant to law or to the requirements of the aforesaid supervising or examining
authority, then for the purposes of this Section 8.06, the combined capital
and
surplus of such entity shall be deemed to be its combined capital and surplus
as
set forth in its most recent report of condition so published. The principal
office of the Trustee (other than the initial Trustee) shall be in a state
with
respect to which an Opinion of Counsel has been delivered to such Trustee and
the NIMS Insurer at the time such Trustee is appointed Trustee to the effect
that the Trust will not be a taxable entity under the laws of such state. In
case at any time the Trustee shall cease to be eligible in accordance with
the
provisions of this Section 8.06, the Trustee shall resign immediately in the
manner and with the effect specified in Section 8.07.
Β
SECTION 8.07.Β Β |
Resignation
or Removal of Trustee.
|
Β
The
Trustee may at any time resign and be discharged from the trusts hereby created
by giving written notice thereof to the NIMS Insurer, the Depositor, the Master
Servicer and each Rating Agency. Upon receiving such notice of resignation,
the
Depositor shall promptly appoint a successor Trustee acceptable to the NIMS
Insurer by written instrument, in duplicate, one copy of which instrument shall
be delivered to the resigning Trustee and one copy to the successor Trustee.
If
no successor Trustee shall have been so appointed and having accepted
appointment within 30 days after the giving of such notice of resignation,
the
resigning Trustee may petition any court of competent jurisdiction for the
appointment of a successor Trustee.
Β
If
at any
time the Trustee shall cease to be eligible in accordance with the provisions
of
Section 8.06 and shall fail to resign after written request therefor by the
Depositor or the NIMS Insurer or if at any time the Trustee shall be legally
unable to act, or shall be adjudged a bankrupt or insolvent, or a receiver
of
the Trustee or of its property shall be appointed, or any public officer shall
take charge or control of the Trustee or of its property or affairs for the
purpose of rehabilitation, conservation or liquidation, then the Depositor,
the
Master Servicer or the NIMS Insurer may remove the Trustee. If the Depositor,
the Master Servicer or the NIMS Insurer removes the Trustee under the authority
of the immediately preceding sentence, the Depositor, with the consent of the
NIMS Insurer, shall promptly appoint a successor Trustee by written instrument,
in duplicate, one copy of which instrument shall be delivered to the Trustee
so
removed and one copy to the successor trustee.
Β
The
Majority Certificateholders (or the NIMS Insurer upon the failure of the Trustee
to perform its obligations hereunder) may at any time remove the Trustee by
written instrument or instruments delivered to the Master Servicer, the
Depositor and the Trustee; the Depositor shall thereupon use its best efforts
to
appoint a successor trustee acceptable to the NIMS Insurer in accordance with
this Section.
Β
Any
resignation or removal of the Trustee and appointment of a successor Trustee
pursuant to any of the provisions of this Section 8.07 shall not become
effective until acceptance of appointment by the successor Trustee as provided
in Section 8.08.
Β
SECTION 8.08.Β Β |
Successor
Trustee.
|
Β
Any
successor Trustee appointed as provided in Section 8.07 shall execute,
acknowledge and deliver to the NIMS Insurer, the Depositor, the Master Servicer
and to its predecessor Trustee an instrument accepting such appointment
hereunder, and thereupon the resignation or removal of the predecessor Trustee
shall become effective, and such successor Trustee, without any further act,
deed or conveyance, shall become fully vested with all the rights, powers,
duties and obligations of its predecessor hereunder, with like effect as if
originally named as Trustee. The Depositor, the Master Servicer and the
predecessor Trustee shall execute and deliver such instruments and do such
other
things as may reasonably be required for fully and certainly vesting and
confirming in the successor Trustee all such rights, powers, duties and
obligations.
Β
No
successor Trustee shall accept appointment as provided in this Section 8.08
unless at the time of such acceptance such successor Trustee shall be eligible
under the provisions of Section 8.06 and the appointment of such successor
Trustee shall not result in a downgrading of the Regular Certificates by either
Rating Agency, as evidenced by a letter from each Rating Agency.
Β
Upon
acceptance of appointment by a successor Trustee as provided in this Section
8.08, the successor Trustee shall mail notice of the appointment of a successor
Trustee hereunder to all Holders of Certificates at their addresses as shown
in
the Certificate Register and to each Rating Agency.
Β
SECTION 8.09.Β Β |
Merger
or Consolidation of Trustee.
|
Β
Any
entity into which the Trustee may be merged or converted or with which it may
be
consolidated, or any entity resulting from any merger, conversion or
consolidation to which the Trustee shall be a party, or any entity succeeding
to
the business of the Trustee, shall be the successor of the Trustee hereunder,
provided such entity shall be eligible under the provisions of Section 8.06
and
8.08, without the execution or filing of any paper or any further act on the
part of any of the parties hereto, anything herein to the contrary
notwithstanding.
Β
SECTION 8.10.Β Β |
Appointment
of Co-Trustee or Separate Trustee.
|
Β
Notwithstanding
any other provisions of this Agreement, at any time, for the purpose of meeting
any legal requirements of any jurisdiction in which any part of the Trust or
any
Mortgaged Property may at the time be located, the Depositor and the Trustee
acting jointly shall have the power and shall execute and deliver all
instruments to appoint one or more Persons approved by the Trustee and the
NIMS
Insurer to act as co-trustee or co-trustees, jointly with the Trustee, or
separate trustee or separate trustees, of all or any part of the Trust, and
to
vest in such Person or Persons, in such capacity and for the benefit of the
Certificateholders, such title to the Trust, or any part thereof, and, subject
to the other provisions of this Section 8.10, such powers, duties, obligations,
rights and trusts as the Master Servicer and the Trustee may consider necessary
or desirable. Any such co-trustee or separate trustee shall be subject to the
written approval of the Master Servicer and the NIMS Insurer. If the Master
Servicer and the NIMS Insurer shall not have joined in such appointment within
15 days after the receipt by it of a request so to do, or in the case a Master
Servicer Event of Termination shall have occurred and be continuing, the Trustee
alone shall have the power to make such appointment. No co-trustee or separate
trustee hereunder shall be required to meet the terms of eligibility as a
successor trustee under Section 8.06, and no notice to Certificateholders of
the
appointment of any co-trustee or separate trustee shall be required under
Section 8.08. The Master Servicer shall be responsible for the fees of any
co-trustee or separate trustee appointed hereunder.
Β
Every
separate trustee and co-trustee shall, to the extent permitted by law, be
appointed and act subject to the following provisions and
conditions:
Β
(i)Β Β all
rights, powers, duties and obligations conferred or imposed upon the Trustee
shall be conferred or imposed upon and exercised or performed by the Trustee
and
such separate trustee or co-trustee jointly (it being understood that such
separate trustee or co-trustee is not authorized to act separately without
the
Trustee joining in such act), except to the extent that under any law of any
jurisdiction in which any particular act or acts are to be performed (whether
as
Trustee hereunder or as successor to the Master Servicer hereunder), the Trustee
shall be incompetent or unqualified to perform such act or acts, in which event
such rights, powers, duties and obligations (including the holding of title
to
the Trust or any portion thereof in any such jurisdiction) shall be exercised
and performed singly by such separate trustee or co-trustee, but solely at
the
direction of the Trustee;
Β
(ii)Β Β no
trustee hereunder shall be held personally liable by reason of any act or
omission of any other trustee hereunder; and
Β
(iii)Β Β the
Master Servicer and the Trustee, acting jointly and with the consent of the
NIMS
Insurer, may at any time accept the resignation of or remove any separate
trustee or co-trustee except that following the occurrence of a Master Servicer
Event of Termination, the Trustee acting alone may accept the resignation or
remove any separate trustee or co-trustee.
Β
Any
notice, request or other writing given to the Trustee shall be deemed to have
been given to each of the then separate trustees and co-trustees, as effectively
as if given to each of them. Every instrument appointing any separate trustee
or
co-trustee shall refer to this Agreement and the conditions of this Article
VIII. Each separate trustee and co-trustee, upon its acceptance of the trusts
conferred, shall be vested with the estates or property specified in its
instrument of appointment, either jointly with the Trustee or separately, as
may
be provided therein, subject to all the provisions of this Agreement,
specifically including every provision of this Agreement relating to the conduct
of, affecting the liability of, or affording protection to, the Trustee. Every
such instrument shall be filed with the Trustee and a copy thereof given to
the
Depositor, the Master Servicer and the NIMS Insurer.
Β
Any
separate trustee or co-trustee may, at any time, constitute the Trustee, its
agent or attorney-in-fact, with full power and authority, to the extent not
prohibited by law, to do any lawful act under or in respect of this Agreement
on
its behalf and in its name. If any separate trustee or co-trustee shall die,
become incapable of acting, resign or be removed, all of its estates,
properties, rights, remedies and trusts shall vest in and be exercised by the
Trustee, to the extent permitted by law, without the appointment of a new or
successor Trustee.
Β
SECTION 8.11.Β Β |
Limitation
of Liability.
|
Β
The
Certificates are executed by the Trustee, not in its individual capacity but
solely as Trustee of the Trust, in the exercise of the powers and authority
conferred and vested in it by this Agreement. Each of the undertakings and
agreements made on the part of the Trustee in the Certificates is made and
intended not as a personal undertaking or agreement by the Trustee but is made
and intended for the purpose of binding only the Trust.
Β
SECTION 8.12.Β Β |
Trustee
May Enforce Claims Without Possession of
Certificates.
|
Β
(a)Β Β All
rights of action and claims under this Agreement or the Certificates may be
prosecuted and enforced by the Trustee without the possession of any of the
Certificates or the production thereof in any proceeding relating thereto,
and
such proceeding instituted by the Trustee shall be brought in its own name
or in
its capacity as Trustee for the benefit of all Holders of such Certificates,
subject to the provisions of this Agreement. Any recovery of judgment shall,
after provision for the payment of the reasonable compensation, expenses,
disbursement and advances of the Trustee, its agents and counsel, be for the
ratable benefit of the Certificateholders in respect of which such judgment
has
been recovered.
Β
(b)Β Β The
Trustee shall afford the Seller, the Originator, the Depositor, the Master
Servicer, the NIMS Insurer and each Certificate Owner upon reasonable notice
during normal business hours, access to all records maintained by the Trustee
in
respect of its duties hereunder and access to officers of the Trustee
responsible for performing such duties. Upon request, the Trustee shall furnish
the Depositor, the Master Servicer, the NIMS Insurer and any requesting
Certificate Owner with its most recent financial statements. The Trustee shall
cooperate fully with the Seller, the Originator the Master Servicer, the
Depositor and such Certificate Owner and shall make available to the Seller,
the
Originator, the Master Servicer, the Depositor, the NIMS Insurer and such
Certificate Owner for review and copying such books, documents or records as
may
be requested with respect to the Trustee's duties hereunder. The Seller, the
Originator, the Depositor, the Master Servicer and the Certificate Owners shall
not have any responsibility or liability for any action or failure to act by
the
Trustee and are not obligated to supervise the performance of the Trustee under
this Agreement or otherwise.
Β
SECTION 8.13.Β Β |
Suits
for Enforcement.
|
Β
In
case a
Master Servicer Event of Termination or other default by the Master Servicer
or
the Depositor hereunder shall occur and be continuing, the Trustee, shall,
at
the direction of the Majority Certificateholders or the NIMS Insurer, or may,
proceed to protect and enforce its rights and the rights of the
Certificateholders or the NIMS Insurer under this Agreement by a suit, action
or
proceeding in equity or at law or otherwise, whether for the specific
performance of any covenant or agreement contained in this Agreement or in
aid
of the execution of any power granted in this Agreement or for the enforcement
of any other legal, equitable or other remedy, as the Trustee, being advised
by
counsel, and subject to the foregoing, shall deem most effectual to protect
and
enforce any of the rights of the Trustee, the NIMS Insurer and the
Certificateholders.
Β
SECTION 8.14.Β Β |
Waiver
of Bond Requirement.
|
Β
The
Trustee shall be relieved of, and each Certificateholder hereby waives, any
requirement of any jurisdiction in which the Trust, or any part thereof, may
be
located that the Trustee post a bond or other surety with any court, agency
or
body whatsoever.
Β
SECTION 8.15.Β Β |
Waiver
of Inventory, Accounting and Appraisal
Requirement.
|
Β
The
Trustee shall be relieved of, and each Certificateholder hereby waives, any
requirement of any jurisdiction in which the Trust, or any part thereof, may
be
located that the Trustee file any inventory, accounting or appraisal of the
Trust with any court, agency or body at any time or in any manner
whatsoever.
Β
Β
ARTICLE
IX
Β
REMIC
ADMINISTRATION
Β
SECTION 9.01.Β Β |
REMIC
Administration.
|
Β
(a)Β Β REMIC
elections as set forth in the Preliminary Statement shall be made by the Trustee
on Form 1066 or other appropriate federal tax or information return for the
taxable year ending on the last day of the calendar year in which the
Certificates are issued. The regular interests and residual interest in each
REMIC shall be as designated in the Preliminary Statement.
Β
(b)Β Β The
Closing Date is hereby designated as the βStartup Dayβ of each REMIC within the
meaning of section 860G(a)(9) of the Code.
Β
(c)Β Β The
Master Servicer shall pay any and all tax related expenses (not including taxes)
of each REMIC, including but not limited to any professional fees or expenses
related to audits or any administrative or judicial proceedings with respect
to
each REMIC that involve the Internal Revenue Service or state tax authorities,
but only to the extent that (i) such expenses are ordinary or routine expenses,
including expenses of a routine audit but not expenses of litigation (except
as
described in (ii)); or (ii) such expenses or liabilities (including taxes and
penalties) are attributable to the gross negligence or willful misconduct of
the
Master Servicer in fulfilling its duties hereunder. The Master Servicer shall
be
entitled to reimbursement of expenses to the extent provided in clause (i)
above
from the Collection Account.
Β
(d)Β Β The
Trustee shall prepare, sign and file, all of the REMICs' federal and state
tax
and information returns as the direct representative each REMIC created
hereunder. The expenses of preparing and filing such returns shall be borne
by
the Trustee. The Trustee shall use the Tax Prepayment Assumption for purposes
of
computing any tax reporting, including, but not limited to, the calculation
of
the original issue discount.
Β
(e)Β Β The
Holder of the Residual Certificate at any time holding the largest Percentage
Interest thereof shall be the βtax matters personβ as defined in the REMIC
Provisions (the βTax Matters Personβ) with respect to the related REMIC and
shall act as Tax Matters Person for each REMIC. The Trustee, as agent for the
Tax Matters Person, shall perform on behalf of each REMIC all reporting and
other tax compliance duties that are the responsibility of such REMIC under
the
Code, the REMIC Provisions, or other compliance guidance issued by the Internal
Revenue Service or any state or local taxing authority. Among its other duties,
if required by the Code, the REMIC Provisions, or other such guidance, the
Trustee, as agent for the Tax Matters Person, shall provide (i) to the Treasury
or other governmental authority such information as is necessary for the
application of any tax relating to the transfer of a Residual Certificate to
any
disqualified person or organization and (ii) to the Certificateholders such
information or reports as are required by the Code or REMIC Provisions. The
Trustee, as agent for the Tax Matters Person, shall represent each REMIC 1n
any
administrative or judicial proceedings relating to an examination or audit
by
any governmental taxing authority, request an administrative adjustment as
to
any taxable year of any REMIC, enter into settlement agreements with any
government taxing agency, extend any statute of limitations relating to any
item
of any REMIC and otherwise act on behalf of any REMIC 1n relation to any tax
matter involving the Trust.
Β
(f)Β Β The
Trustee, the Master Servicer and the Holders of Certificates shall take any
action or cause the REMIC to take any action necessary to create or maintain
the
status of each REMIC as a REMIC under the REMIC Provisions and shall assist
each
other as necessary to create or maintain such status. Neither the Trustee,
the
Master Servicer nor the Holder of any Residual Certificate shall take any
action, cause any REMIC created hereunder to take any action or fail to take
(or
fail to cause to be taken) any action that, under the REMIC Provisions, if
taken
or not taken, as the case may be, could (i) endanger the status of such REMIC
as
a REMIC or (ii) result in the imposition of a tax upon such REMIC (including
but
not limited to the tax on prohibited transactions as defined in Code Section
860F(a)(2) and the tax on prohibited contributions set forth on Section 860G(d)
of the Code) (either such event, an βAdverse REMIC Eventβ) unless the Trustee,
the NIMS Insurer and the Master Servicer have received an Opinion of Counsel
(at
the expense of the party seeking to take such action) to the effect that the
contemplated action will not endanger such status or result in the imposition
of
such a tax. In addition, prior to taking any action with respect to any REMIC
created hereunder or the assets therein, or causing such REMIC to take any
action, which is not expressly permitted under the terms of this Agreement,
any
Holder of a Residual Certificate will consult with the Trustee, the NIMS Insurer
and the Master Servicer, or their respective designees, in writing, with respect
to whether such action could cause an Adverse REMIC Event to occur with respect
to any REMIC, and no such Person shall take any such action or cause any REMIC
to take any such action as to which the Trustee, the NIMS Insurer or the Master
Servicer has advised it in writing that an Adverse REMIC Event could
occur.
Β
(g)Β Β Each
Holder of a Residual Certificate shall pay when due any and all taxes imposed
on
each REMIC created hereunder by federal or state governmental authorities.
To
the extent that such Trust taxes are not paid by a Residual Certificateholder,
the Trustee shall pay any remaining REMIC taxes out of current or future amounts
otherwise distributable to the Holder of the Residual Certificate in the REMICs
or, if no such amounts are available, out of other amounts held in the
Distribution Account, and shall reduce amounts otherwise payable to Holders
of
regular interests in the related REMIC. Subject to the foregoing, in the event
that a REMIC incurs a state or local tax, including franchise taxes, as a result
of a determination that such REMIC is domiciled in the State of California
or
any other state for state tax purposes by virtue of the location of the Master
Servicer or any subservicer, the Master Servicer agrees to pay on behalf of
such
REMIC when due, any and all state and local taxes imposed as a result of such
a
determination, in the event that the Holder of the related Residual Certificate
fails to pay such taxes, if any, when imposed.
Β
(h)Β Β The
Trustee, as agent for the Tax Matters Person, shall, for federal income tax
purposes, maintain books and records with respect to each REMIC created
hereunder on a calendar year and on an accrual basis.
Β
(i)Β Β No
additional contributions of assets shall be made to any REMIC created hereunder,
except as expressly provided in this Agreement with respect to eligible
substitute mortgage loans.
Β
(j)Β Β Neither
the Trustee nor the Master Servicer shall enter into any arrangement by which
any REMIC created hereunder will receive a fee or other compensation for
services.
Β
(k)Β Β On
or
before April 15 of each calendar year beginning in 2006, the Master Servicer
shall deliver to the NIMS Insurer, the Trustee and each Rating Agency an
Officers' Certificate stating the Master Servicer's compliance with the
provisions of this Section 9.01.
Β
(l)Β Β The
Trustee will apply for an Employee Identification Number from the Internal
Revenue Service via a Form SS-4 or other acceptable method for all tax entities
and shall complete the Form 8811.
Β
SECTION 9.02.Β Β |
Prohibited
Transactions and Activities.
|
Β
Neither
the Depositor, the Master Servicer nor the Trustee shall sell, dispose of,
or
substitute for any of the Mortgage Loans, except in a disposition pursuant
to
(i) the foreclosure of a Mortgage Loan, (ii) the bankruptcy of the Trust Fund,
(iii) the termination of any REMIC created hereunder pursuant to Article X
of
this Agreement, (iv) a substitution pursuant to Article II of this Agreement
or
(v) a repurchase of Mortgage Loans pursuant to Article II of this Agreement,
nor
acquire any assets for any REMIC, nor sell or dispose of any investments in
the
Distribution Account for gain, nor accept any contributions to either REMIC
after the Closing Date, unless it and the NIMS Insurer have received an Opinion
of Counsel (at the expense of the party causing such sale, disposition, or
substitution) that such disposition, acquisition, substitution, or acceptance
will not (a) affect adversely the status of any REMIC created hereunder as
a
REMIC or of the interests therein other than the Residual Certificates as the
regular interests therein, (b) affect the distribution of interest or principal
on the Certificates, (c) result in the encumbrance of the assets transferred
or
assigned to the Trust Fund (except pursuant to the provisions of this Agreement)
or (d) cause any REMIC created hereunder to be subject to a tax on prohibited
transactions or prohibited contributions pursuant to the REMIC
Provisions.
Β
SECTION 9.03.Β Β |
Indemnification
with Respect to Certain Taxes and Loss of REMIC
Status.
|
Β
(a)Β Β In
the
event that any REMIC fails to qualify as a REMIC, loses its status as a REMIC,
or incurs federal, state or local taxes as a result of a prohibited transaction
or prohibited contribution under the REMIC Provisions due to the grossly
negligent performance by the Master Servicer of its duties and obligations
set
forth herein, the Master Servicer shall indemnify the NIMS Insurer, the Trustee
and the Trust Fund against any and all losses, claims, damages, liabilities
or
expenses (βLossesβ) resulting from such negligence; provided,
however,
that
the Master Servicer shall not be liable for any such Losses attributable to
the
action or inaction of the Trustee, the Depositor or the Holder of such Residual
Certificate, as applicable, nor for any such Losses resulting from
misinformation provided by the Holder of such Residual Certificate on which
the
Master Servicer has relied. The foregoing shall not be deemed to limit or
restrict the rights and remedies of the Holder of such Residual Certificate
now
or hereafter existing at law or in equity. Notwithstanding the foregoing,
however, in no event shall the Master Servicer have any liability (1) for any
action or omission that is taken in accordance with and in compliance with
the
express terms of, or which is expressly permitted by the terms of, this
Agreement, (2) for any Losses other than arising out of a negligent performance
by the Master Servicer of its duties and obligations set forth herein, and
(3)
for any special or consequential damages to Certificateholders (in addition
to
payment of principal and interest on the Certificates).
Β
(b)Β Β In
the
event that any REMIC fails to qualify as a REMIC, loses its status as a REMIC,
or incurs federal, state or local taxes as a result of a prohibited transaction
or prohibited contribution under the REMIC Provisions due to the negligent
performance by the Trustee of its duties and obligations set forth herein,
the
Trustee shall indemnify the NIMS Insurer and the Trust Fund against any and
all
Losses resulting from such negligence; provided,
however,
that
the Trustee shall not be liable for any such Losses attributable to the action
or inaction of the Master Servicer, the Depositor or the Holder of such Residual
Certificate, as applicable, nor for any such Losses resulting from
misinformation provided by the Holder of such Residual Certificate on which
the
Trustee has relied. The foregoing shall not be deemed to limit or restrict
the
rights and remedies of the Holder of such Residual Certificate now or hereafter
existing at law or in equity. Notwithstanding the foregoing, however, in no
event shall the Trustee have any liability (1) for any action or omission that
is taken in accordance with and in compliance with the express terms of, or
which is expressly permitted by the terms of, this Agreement, (2) for any Losses
other than arising out of a negligent performance by the Trustee of its duties
and obligations set forth herein, and (3) for any special or consequential
damages to Certificateholders (in addition to payment of principal and interest
on the Certificates).
Β
Β
ARTICLE
X
Β
TERMINATION
Β
SECTION 10.01.Β Β |
Termination.
|
Β
(a)Β Β The
respective obligations and responsibilities of the Master Servicer, the
Depositor and the Trustee created hereby (other than the obligation of the
Trustee to make certain payments to Certificateholders after the final
Distribution Date and the obligation of the Master Servicer to send certain
notices as hereinafter set forth) shall terminate upon notice to the Trustee
upon the earliest of (i) the Distribution Date on which the Certificate
Principal Balances of the Regular Certificates have been reduced to zero, (ii)
the final payment or other liquidation of the last Mortgage Loan in the Trust
and (iii) the optional purchase by the Master Servicer or the NIMS Insurer
of
the Mortgage Loans as described below. Notwithstanding the foregoing, in no
event shall the trust created hereby continue beyond the earlier of (a) June
2036 or (b) the expiration of 21 years from the death of the last survivor
of
the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States
to the Court of St. James's, living on the date hereof.
Β
The
Master Servicer (or if the Master Servicer elects not to exercise such option,
the NIMS Insurer) may, at its option (the party exercising such right the
βTerminatorβ), terminate this Agreement on any date on which the aggregate of
the Stated Principal Balances of the Mortgage Loans (after giving effect to
scheduled payments of principal due during the related Due Period, to the extent
received or advanced, and unscheduled collections of principal received during
the related Prepayment Period) on such date is equal to or less than 10% of
the
sum of the aggregate Stated Principal Balances of the Mortgage Loans on the
Cut-off Date, by purchasing, on the next succeeding Distribution Date, all
of
the outstanding Mortgage Loans and REO Properties at a price equal to the fair
market value of the Mortgage Loans and REO Properties (as determined by the
Master Servicer, if it is the Terminator, the NIMS Insurer, if it is the
Terminator and, to the extent that the Class A Certificates or a Class of
Mezzanine Certificates will not receive all amounts owed to it as a result
of
the termination, the Trustee, as of the close of business on the third Business
Day next preceding the date upon which notice of any such termination is
furnished to the related Certificateholders pursuant to Section 10.01(c)),
plus
accrued and unpaid interest thereon at the weighted average of the Mortgage
Rates through the end of the Due Period preceding the final Distribution Date
plus unreimbursed Servicing Advances, Advances, any unpaid Servicing Fees
allocable to such Mortgage Loans and REO Properties, any accrued unpaid Net
WAC
Rate Carryover Amount, any previously unpaid Allocated Realized Loss Amounts
and
any Swap Termination Payment to the Swap Provider then remaining unpaid or
which
is due to the exercise of such option (the βTermination Priceβ); provided,
however, such option may only be exercised if (i) the Termination Price is
sufficient to pay all interest accrued on, as well as amounts necessary to
retire the principal balance of, each class of notes secured by the Class C
Certificates and the Class P Certificates and issued pursuant to the Indenture
and any amounts owed to the NIMS Insurer at the time the option is exercised,
and (ii) the fair market value of the Mortgage Loans and REO Properties
determined as provided above is at least equal to the Stated Principal Balance
of the Mortgage Loans (after giving effect to scheduled payments of principal
due during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period) and the appraised value of the REO Properties. Notwithstanding the
foregoing, if the condition set forth in clause (i) above is satisfied but
the
condition set forth in clause (ii) above is not satisfied, then if the
Terminator is the Master Servicer or the NIMS Insurer, such Terminator may
nevertheless exercise such option by paying a higher Termination Price equal
to
the Stated Principal Balance of the Mortgage Loans (after giving effect to
scheduled payments of principal due during the related Due Period, to the extent
received or advanced, and unscheduled collections of principal received during
the related Prepayment Period) and the appraised value of the REO Properties
plus accrued and unpaid interest thereon at the weighted average of the Mortgage
Rates through the end of the Due Period preceding the final Distribution Date
plus unreimbursed Servicing Advances, Advances, any unpaid Servicing Fees
allocable to such Mortgage Loans and REO Properties, any accrued and unpaid
Net
WAC Rate Carryover Amount, any previously unpaid Allocated Realized Loss
Amounts, provided that the payment of such higher Termination Price is not
prohibited by any regulatory institution under whose supervision such Terminator
may be conducting its business at such time.
Β
In
connection with any such purchase pursuant to the preceding paragraph, the
Master Servicer or the NIMS Insurer, as applicable, shall deposit in the
Distribution Account all amounts then on deposit in the Collection Account,
which deposit shall be deemed to have occurred immediately preceding such
purchase.
Β
Any
such
purchase shall be accomplished by deposit into the Distribution Account on
the
Determination Date before such Distribution Date of the Termination
Price.
Β
(b)Β Β Notice
of
any termination, specifying the Distribution Date (which shall be a date that
would otherwise be a Distribution Date) upon which the Certificateholders may
surrender their Certificates to the Trustee for payment of the final
distribution and cancellation, shall be given promptly by the Trustee upon
the
Trustee receiving notice of such date from the Master Servicer or the NIMS
Insurer, by letter to the Certificateholders and the NIMS Insurer mailed not
earlier than the 15th
day and
not later than the 25th
day of
the month next preceding the month of such final distribution specifying (1)
the
Distribution Date upon which final distribution of the Certificates will be
made
upon presentation and surrender of such Certificates at the office or agency
of
the Trustee therein designated, (2) the amount of any such final distribution
and (3) that the Record Date otherwise applicable to such Distribution Date
is
not applicable, distributions being made only upon presentation and surrender
of
the Certificates at the office or agency of the Trustee therein
specified.
Β
(c)Β Β Upon
presentation and surrender of the Certificates, the Trustee shall cause to
be
distributed to the Holders of the Certificates on the Distribution Date for
such
final distribution, in proportion to the Percentage Interests of their
respective Class and to the extent that funds are available for such purpose,
an
amount equal to the amount required to be distributed to such Holders in
accordance with the provisions of Section 4.01 for such Distribution Date.
By
acceptance of the Residual Certificates, the Holders of the Residual
Certificates agree, in connection with any termination hereunder, to assign
and
transfer any amounts in excess of the par value of the Mortgage Loans, and
to
the extent received in respect of such termination, to pay any such amounts
to
the Holders of the Class C Certificates.
Β
(d)Β Β In
the
event that all Certificateholders shall not surrender their Certificates for
final payment and cancellation on or before such final Distribution Date, the
Trustee shall promptly following such date cause all funds in the Distribution
Account not distributed in final distribution to Certificateholders to be
withdrawn therefrom and credited to the remaining Certificateholders by
depositing such funds in a separate Servicing Account for the benefit of such
Certificateholders, and the Master Servicer (if the Master Servicer has
exercised its right to purchase the Mortgage Loans), the NIMS Insurer (if the
NIMS Insurer has exercised its right to purchase the Mortgage Loans) or the
Trustee (in any other case) shall give a second written notice to the remaining
Certificateholders, to surrender their Certificates for cancellation and receive
the final distribution with respect thereto. If within nine months after the
second notice all the Certificates shall not have been surrendered for
cancellation, the Class R Certificateholder shall be entitled to all unclaimed
funds and other assets which remain subject hereto, and the Trustee upon
transfer of such funds shall be discharged of any responsibility for such funds,
and the Certificateholders shall look to the Class R Certificateholder for
payment.
Β
SECTION 10.02.Β Β |
Additional
Termination Requirements.
|
Β
(a)Β Β In
the
event that the Master Servicer or the NIMS Insurer exercises its purchase option
as provided in Section 10.01, each REMIC shall be terminated in accordance
with
the following additional requirements, unless the Trustee shall have been
furnished with an Opinion of Counsel to the effect that the failure of the
Trust
to comply with the requirements of this Section will not (i) result in the
imposition of taxes on βprohibited transactionsβ of the Trust as defined in
Section 860F of the Code or (ii) cause any REMIC constituting part of the Trust
Fund to fail to qualify as a REMIC at any time that any Certificates are
outstanding:
Β
(i)Β Β Within
90
days prior to the final Distribution Date, the Master Servicer or the NIMS
Insurer shall adopt and the Trustee shall sign a plan of complete liquidation
of
each REMIC created hereunder meeting the requirements of a βQualified
Liquidationβ under Section 860F of the Code and any regulations thereunder;
and
Β
(ii)Β Β At
or
after the time of adoption of such a plan of complete liquidation and at or
prior to the final Distribution Date, the Trustee shall sell all of the assets
of the Trust Fund to the Master Servicer or the NIMS Insurer, as applicable,
for
cash pursuant to the terms of the plan of complete liquidation.
Β
(b)Β Β By
their
acceptance of Certificates, the Holders thereof hereby agree to appoint the
Trustee as their attorney in fact to: (i) adopt such a plan of complete
liquidation (and the Certificateholders hereby appoint the Trustee as their
attorney in fact to sign such plan) as appropriate and (ii) to take such other
action in connection therewith as may be reasonably required to carry out such
plan of complete liquidation all in accordance with the terms
hereof.
Β
Β
ARTICLE
XI
Β
MISCELLANEOUS
PROVISIONS
Β
SECTION 11.01.Β Β |
Amendment.
|
Β
This
Agreement may be amended from time to time by the Depositor, the Master Servicer
and the Trustee with the consent of the NIMS Insurer and without the consent
of
the Certificateholders (i) to cure any ambiguity, (ii) to correct or supplement
any provisions herein which may be defective or inconsistent with any other
provisions herein, (iii) to amend the provisions of Section 3.22(b) or (iv)
to
make any other provisions with respect to matters or questions arising under
this Agreement which shall not be inconsistent with the provisions of this
Agreement; provided that such action shall not, as evidenced by either (a)
an
Opinion of Counsel delivered to the Trustee or (b) written notice to the
Depositor, the Master Servicer and the Trustee from the Rating Agencies that
such action will not result in the reduction or withdrawal of the rating of
any
outstanding Class of Certificates with respect to which it is a Rating Agency,
adversely affect in any material respect the interests of any Certificateholder.
Neither an Opinion of Counsel nor confirmation from the Rating Agencies will
be
required in connection with an amendment to the provisions of Section 3.22(b).
No amendment shall be deemed to adversely affect in any material respect the
interests of any Certificateholder who shall have consented thereto, and no
Opinion of Counsel or written notice from the Rating Agencies shall be required
to address the effect of any such amendment on any such consenting
Certificateholder.
Β
This
Agreement may also be amended from time to time by the Depositor, the Master
Servicer and the Trustee with the consent of the NIMS Insurer and the Holders
of
Certificates entitled to at least 66% of the Voting Rights for the purpose
of
adding any provisions to or changing in any manner or eliminating any of the
provisions of this Agreement or of modifying in any manner the rights of the
Swap Provider or Holders of Certificates; provided, however, that no such
amendment shall (i) reduce in any manner the amount of, or delay the timing
of,
payments received on Mortgage Loans which are required to be distributed on
any
Certificate without the consent of the Holder of such Certificate, (ii)
adversely affect in any material respect the interests of the Swap Provider
or
Holders of any Class of Certificates (as evidenced by either (a) an Opinion
of
Counsel delivered to the Trustee or (b) written notice to the Depositor, the
Master Servicer and the Trustee from the Rating Agencies that such action will
not result in the reduction or withdrawal of the rating of any outstanding
Class
of Certificates with respect to which it is a Rating Agency) in a manner, other
than as described in (i), or (iii) modify the consents required by the
immediately preceding clauses (i) and (ii) without the consent of the Holders
of
all Certificates then outstanding. Notwithstanding any other provision of this
Agreement, for purposes of the giving or withholding of consents pursuant to
this Section 11.01, Certificates registered in the name of the Depositor or
the
Master Servicer or any Affiliate thereof shall be entitled to Voting Rights
with
respect to matters affecting such Certificates.
Β
Notwithstanding
any provision of this Agreement to the contrary, the Trustee shall not consent
to any amendment to this Agreement unless it shall have first received an
Opinion of Counsel, delivered by (and at the expense of) the Person seeking
such
Amendment and satisfactory to the NIMS Insurer, to the effect that such
amendment will not result in the imposition of a tax on any REMIC created
hereunder constituting part of the Trust Fund pursuant to the REMIC Provisions
or cause any REMIC created hereunder constituting part of the Trust to fail
to
qualify as a REMIC at any time that any Certificates are outstanding and that
the amendment is being made in accordance with the terms hereof.
Β
Notwithstanding
any of the other provisions of this Section 11.01, none of the Depositor, the
Master Servicer or the Trustee shall enter into any amendment to Section
4.01(e), Section 4.05, the second paragraph of Section 10.01(a) as it relates
to
any Swap Termination Payment to the Swap Provider, this paragraph of Section
11.01 or Section 11.10 of this Agreement without the prior written consent
of
the Swap Provider.
Β
Promptly
after the execution of any such amendment the Trustee shall furnish, at the
expense of the Person that requested the amendment if such Person is the Master
Servicer (but in no event at the expense of the Trustee), otherwise at the
expense of the Trust, a copy of such amendment and the Opinion of Counsel
referred to in the immediately preceding paragraph to the Master Servicer,
the
NIMS Insurer and each Rating Agency.
Β
It
shall
not be necessary for the consent of Certificateholders under this Section 11.01
to approve the particular form of any proposed amendment; instead it shall
be
sufficient if such consent shall approve the substance thereof. The manner
of
obtaining such consents and of evidencing the authorization of the execution
thereof by Certificateholders shall be subject to such reasonable regulations
as
the Trustee may prescribe.
Β
The
Trustee may, but shall not be obligated to, enter into any amendment pursuant
to
this Section 11.01 that affects its rights, duties and immunities under this
Agreement or otherwise.
Β
SECTION 11.02.Β Β |
Recordation
of Agreement; Counterparts.
|
Β
To
the
extent permitted by applicable law, this Agreement is subject to recordation
in
all appropriate public offices for real property records in all the counties
or
other comparable jurisdictions in which any or all of the properties subject
to
the Mortgages are situated, and in any other appropriate public recording office
or elsewhere, such recordation to be effected by the Master Servicer at the
expense of the Trust, but only upon direction of Certificateholders accompanied
by an Opinion of Counsel to the effect that such recordation materially and
beneficially affects the interests of the Certificateholders.
Β
For
the
purpose of facilitating the recordation of this Agreement as herein provided
and
for other purposes, this Agreement may be executed simultaneously in any number
of counterparts, each of which counterparts shall be deemed to be an original,
and such counterparts shall together constitute but one and the same
instrument.
Β
SECTION 11.03.Β Β |
Limitation
on Rights of Certificateholders.
|
Β
The
death
or incapacity of any Certificateholder shall not (i) operate to terminate this
Agreement or the Trust, (ii) entitle such Certificateholder's legal
representatives or heirs to claim an accounting or to take any action or
proceeding in any court for a partition or winding up of the Trust, or (iii)
otherwise affect the rights, obligations and liabilities of the parties hereto
or any of them.
Β
Except
as
expressly provided for herein, no Certificateholder shall have any right to
vote
or in any manner otherwise control the operation and management of the Trust,
or
the obligations of the parties hereto, nor shall anything herein set forth
or
contained in the terms of the Certificates be construed so as to constitute
the
Certificateholders from time to time as partners or members of an association;
nor shall any Certificateholder be under any liability to any third person
by
reason of any action taken by the parties to this Agreement pursuant to any
provision hereof.
Β
No
Certificateholder shall have any right by virtue of any provision of this
Agreement to institute any suit, action or proceeding in equity or at law upon
or under or with respect to this Agreement, unless such Holder previously shall
have given to the Trustee a written notice of default and of the continuance
thereof, as hereinbefore provided, and unless also the Holders of Certificates
entitled to at least 25% of the Voting Rights shall have made written request
upon the Trustee to institute such action, suit or proceeding in its own name
as
Trustee hereunder and shall have offered to the Trustee such reasonable
indemnity as it may require against the costs, expenses and liabilities to
be
incurred therein or thereby, and the Trustee for 15 days after its receipt
of
such notice, request and offer of indemnity, shall have neglected or refused
to
institute any such action, suit or proceeding. It is understood and intended,
and expressly covenanted by each Certificateholder with every other
Certificateholder and the Trustee, that no one or more Holders of Certificates
shall have any right in any manner whatever by virtue of any provision of this
Agreement to affect, disturb or prejudice the rights of the Holders of any
other
of such Certificates, or to obtain or seek to obtain priority over or preference
to any other such Holder, which priority or preference is not otherwise provided
for herein, or to enforce any right under this Agreement, except in the manner
herein provided and for the equal, ratable and common benefit of all
Certificateholders. For the protection and enforcement of the provisions of
this
Section 11.03 each and every Certificateholder and the Trustee shall be entitled
to such relief as can be given either at law or in equity.
Β
SECTION 11.04.Β Β |
Governing
Law; Jurisdiction.
|
Β
This
Agreement shall be construed in accordance with the laws of the State of New
York, without regard to the conflicts of law provisions thereof, and the
obligations, rights and remedies of the parties hereunder shall be determined
in
accordance with such laws. With respect to any claim arising out of this
Agreement, each party irrevocably submits to the exclusive jurisdiction of
the
courts of the State of New York and the United States District Court located
in
the Borough of Manhattan in The City of New York, and each party irrevocably
waives any objection which it may have at any time to the laying of venue of
any
suit, action or proceeding arising out of or relating hereto brought in any
such
courts, irrevocably waives any claim that any such suit, action or proceeding
brought in any such court has been brought in any inconvenient forum and further
irrevocably waives the right to object, with respect to such claim, suit, action
or proceeding brought in any such court, that such court does not have
jurisdiction over such party, provided that service of process has been made
by
any lawful means.
Β
SECTION 11.05.Β Β |
Notices.
|
Β
All
directions, demands and notices hereunder shall be in writing and shall be
deemed to have been duly given if personally delivered at or mailed by first
class mail, postage prepaid, by facsimile or by express delivery service, to
(a)
in the case of the Originator and/or Master Servicer, Option One Mortgage
Corporation, 3 Ada, Xxxxxx, Xxxxxxxxxx 00000, Attention: Xxxxxxx X'Xxxxx, or
such other address or telecopy number as may hereafter be furnished to the
Depositor, the NIMS Insurer and the Trustee in writing by the Master Servicer,
(b) in the case of the Trustee, Xxxxx Fargo Bank, N.A., X.X. Xxx 00, Xxxxxxxx,
Xxxxxxxx 00000, Attention: Client ManagerβOption One 2006-2, with a copy to
Xxxxx Fargo Bank, N.A., 0000 Xxx Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx 00000-0000,
Attention: Option One Mortgage Loan Trust Series 2006-2, or such other address
or telecopy number as may hereafter be furnished to the Depositor, the NIMS
Insurer and the Master Servicer in writing by the Trustee, (c) in the case
of
the Depositor, Option One Mortgage Acceptance Corporation, 3 Ada, Xxxxxx,
Xxxxxxxxxx 00000, Attention: Xxxxxxx X'Xxxxx, or such other address or telecopy
number as may be furnished to the Master Servicer, the NIMS Insurer and the
Trustee in writing by the Depositor and (d) in the case of the NIMS Insurer,
such address furnished to the Depositor, the Master Servicer, the Trustee and
the Guarantor in writing by the NIMS Insurer, or such other address or telecopy
number as may hereafter be furnished to the Depositor, the Master Servicer
and
the Trustee in writing by the NIMS Insurer. Any notice required or permitted
to
be mailed to a Certificateholder shall be given by first class mail, postage
prepaid, at the address of such Holder as shown in the Certificate Register.
Notice of any Master Servicer Default shall be given by telecopy and by
certified mail. Any notice so mailed within the time prescribed in this
Agreement shall be conclusively presumed to have duly been given when mailed,
whether or not the Certificateholder receives such notice. A copy of any notice
required to be telecopied hereunder shall also be mailed to the appropriate
party in the manner set forth above.
Β
SECTION 11.06.Β Β |
Severability
of Provisions.
|
Β
If
any
one or more of the covenants, agreements, provisions or terms of this Agreement
shall for any reason whatsoever be held invalid, then such covenants,
agreements, provisions or terms shall be deemed severable from the remaining
covenants, agreements, provisions or terms of this Agreement and shall in no
way
affect the validity or enforceability of the other provisions of this Agreement
or of the Certificates or the rights of the Holders thereof.
Β
SECTION 11.07.Β Β |
Article
and Section References.
|
Β
All
article and section references used in this Agreement, unless otherwise
provided, are to articles and sections in this Agreement.
Β
SECTION 11.08.Β Β |
Notice
to the Rating Agencies and the NIMS
Insurer.
|
Β
(a)Β Β Each
of
the Trustee and the Master Servicer shall be obligated to use its best
reasonable efforts promptly to provide notice to the Rating Agencies and the
NIMS Insurer with respect to each of the following of which a Responsible
Officer of the Trustee or Master Servicer, as the case may be, has actual
knowledge:
Β
(i)Β Β any
material change or amendment to this Agreement;
Β
(ii)Β Β the
occurrence of any Master Servicer Event of Termination that has not been cured
or waived;
Β
(iii)Β Β the
resignation or termination of the Master Servicer or the Trustee;
Β
(iv)Β Β the
final
payment to Holders of the Certificates of any Class;
Β
(v)Β Β any
change in the location of any Account; and
Β
(vi)Β Β if
the
Trustee is acting as successor Master Servicer pursuant to Section 7.02 hereof,
any event that would result in the inability of the Trustee to make
Advances.
Β
(b)Β Β In
addition, the Trustee shall promptly make available to each Rating Agency copies
of each Statement to Certificateholders described in Section 4.03 hereof and
the
Master Servicer shall promptly furnish to each Rating Agency copies of the
following:
Β
(i)Β Β each
annual statement as to compliance described in Section 3.20 hereof;
Β
(ii)Β Β each
annual independent public accountants' servicing report described in Section
3.21 hereof; and
Β
(iii)Β Β each
notice delivered pursuant to Section 7.01(a) hereof which relates to the fact
that the Master Servicer has not made an Advance.
Β
Any
such
notice pursuant to this Section 11.08 shall be in writing and shall be deemed
to
have been duly given if personally delivered or mailed by first class mail,
postage prepaid, or by express delivery service to Xxxxx'x Investors Service,
Inc., 00 Xxxxxx Xxxxxx, Xxx Xxxx, XX 00000, Attention: MBS Monitoring/Option
One
Mortgage Loan Trust 2006-2, Fitch Ratings, Xxx Xxxxx Xxxxxx Xxxxx, Xxx Xxxx,
Xxx
Xxxx 00000 and Standard & Poor's Ratings Services, Inc., 00 Xxxxx Xxxxxx,
Xxx Xxxx, Xxx Xxxx 00000.
Β
SECTION 11.09.Β Β |
Further
Assurances.
|
Β
Notwithstanding
any other provision of this Agreement, neither the Regular Certificateholders
nor the Trustee shall have any obligation to consent to any amendment or
modification of this Agreement unless they have been provided reasonable
security or indemnity against their out-of-pocket expenses (including reasonable
attorneys' fees) to be incurred in connection therewith.
Β
SECTION 11.10.Β Β |
Third
Party Rights.
|
Β
The
NIMS
Insurer and the Swap Provider shall each be deemed a third-party beneficiary
of
this Agreement to the same extent as if it were a party hereto, and shall have
the right to enforce the provisions of this Agreement.
Β
SECTION 11.11.Β Β |
Benefits
of Agreement.
|
Β
Nothing
in this Agreement or in the Certificates, expressed or implied, shall give
to
any Person, other than the Certificateholders, the NIMS Insurer and the parties
hereto and their successors hereunder, any benefit or any legal or equitable
right, remedy or claim under this Agreement.
Β
SECTION 11.12.Β Β |
Acts
of Certificateholders.
|
Β
(a)Β Β Any
request, demand, authorization, direction, notice, consent, waiver or other
action provided by this Agreement to be given or taken by the Certificateholders
may be embodied in and evidenced by one or more instruments of substantially
similar tenor signed by such Certificateholders in person or by agent duly
appointed in writing, and such action shall become effective when such
instrument or instruments are delivered to the Trustee and the Master Servicer.
Such instrument or instruments (and the action embodied therein and evidenced
thereby) are herein sometimes referred to as the βactβ of the Certificateholders
signing such instrument or instruments. Proof of execution of any such
instrument or of a writing appointing any such agent shall be sufficient for
any
purpose of this Agreement and conclusive in favor of the Trustee and the Trust,
if made in the manner provided in this Section 11.11.
Β
(b)Β Β The
fact
and date of the execution by any Person of any such instrument or writing may
be
proved by the affidavit of a witness of such execution or by the certificate
of
a notary public or other officer authorized by law to take acknowledgments
of
deeds, certifying that the individual signing such instrument or writing
acknowledged to him the execution thereof. Whenever such execution is by a
signer acting in a capacity other than his or her individual capacity, such
certificate or affidavit shall also constitute sufficient proof of his
authority.
Β
(c)Β Β Any
request, demand, authorization, direction, notice, consent, waiver or other
action by any Certificateholder shall bind every future Holder of such
Certificate and the Holder of every Certificate issued upon the registration
of
transfer thereof or in exchange therefor or in lieu thereof, in respect of
anything done, omitted or suffered to be done by the Trustee or the Trust in
reliance thereon, whether or not notation of such action is made upon such
Certificate.
Β
SECTION 11.13.Β Β |
No
Petition.
|
Β
The
Depositor, Master Servicer and the Trustee, by entering into this Agreement
and
each Certificateholder, by accepting a Certificate, hereby covenant and agree
that they will not at any time institute against the Trust Fund, or join in
any
institution against the Trust Fund of, any bankruptcy proceedings under any
United States federal or state bankruptcy or similar law in connection with
any
obligations with respect to the Certificates or this Agreement.
SECTION 11.14.Β Β |
Intention
of the Parties and Interpretation.
|
Β
Each
of
the parties acknowledges and agrees that the purpose of Sections 3.20, 3.21,
3.25 and 4.03 of this Agreement is to facilitate compliance by
theΒ Depositor with the provisions of Regulation AB promulgated by the C
under the 1934 Act (17 C.F.R. §§ 229.1100 - 229.1123), as such may be amended
from time to time and subject to clarification and interpretive advice as may
be
issued by the staff of the Commission from time to time. Therefore, each of
the
parties agrees that (a) the obligations of the parties hereunder shall be
interpreted in such a manner as to accomplish that purpose, (b) the partiesβ
obligations hereunder will be supplemented and modified as necessary to be
consistent with any such amendments, interpretive advice or guidance, convention
or consensus among active participants in the asset-backed securities markets,
advice of counsel, or otherwise in respect of the requirements of Regulation
AB,
(c) the parties shall comply with requests made by the Depositor or Trustee
for
delivery of additional or different information as the Depositor or Trustee
may
determine in good faith is necessary to comply with the provisions of Regulation
AB, and (d) no amendment of this Agreement shall be required to effect any
such
changes in the partiesβ obligations as are necessary to accommodate evolving
interpretations of the provisions of Regulation AB.
Β
IN
WITNESS WHEREOF, the Depositor, the Master Servicer and the Trustee have caused
their names to be signed hereto by their respective officers thereunto duly
authorized, all as of the day and year first above written.
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION,
as
Depositor
By:
_/s/
Xxxxxxx X. XxxxxxΒ Β Β Β Β Β Β
Name:Β
Xxxxxxx
X. Xxxxxx Β Β Β
Title:
Assistant Secretary
OPTION
ONE MORTGAGE CORPORATION,
as
Master
Servicer
By:
_Β /s/
Xxxxxxx X. XxxxxxΒ Β Β Β Β Β
Name:Β
Xxxxxxx
X. Xxxxxx Β Β Β Β
Title:
Vice President
XXXXX
FARGO BANK, N.A.,
as
Trustee
By:
_Β /s/
Xxxxxx X. XxxxxxΒ Β Β Β Β Β
Name:Β Xxxxxx
X.
Xxxxxx Β Β Β Β
Title:
Assistant Vice President
STATE
OF CALIFORNIA
|
)
|
Β |
Β |
)
|
ss.:
|
COUNTY
OF ORANGE
|
)
|
Β |
Β
On
the
______ day of ________________ before me, a notary public in and for said State,
personally appeared __________________ known to me to be a Vice President of
Option One Mortgage Acceptance Corporation, a Delaware corporation that executed
the within instrument, and also known to me to be the person who executed it
on
behalf of said corporation, and acknowledged to me that such corporation
executed the within instrument.
Β
IN
WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
Β
________________________________
Notary
Public
Β
STATE
OF CALIFORNIA
|
)
|
Β |
Β |
)
|
ss.:
|
COUNTY
OF ORANGE
|
)
|
Β |
Β
On
the
______ day of ________________ before me, a notary public in and for said State,
personally appeared __________________ known to me to be a Vice President of
Option One Mortgage Corporation, a corporation that executed the within
instrument, and also known to me to be the person who executed it on behalf
of
said corporation, and acknowledged to me that such corporation executed the
within instrument.
Β
IN
WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
Β
______________________________
Notary
Public
Β
STATE
OF MARYLAND
|
)
|
Β |
Β |
)
|
ss.:
|
COUNTY
OF BALTIMORE
|
)
|
Β |
Β
On
the
______ day of ________________ before me, a notary public in and for said State,
personally appeared __________________, known to me to be a Assistant Vice
President of Xxxxx Fargo Bank, N.A., a national banking association that
executed the within instrument, and also known to me to be the person who
executed it on behalf of said association, and acknowledged to me that such
corporation executed the within instrument.
Β
IN
WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
Β
______________________________
Notary
Public
Β
Β
Β
Β
EXHIBIT
A-1FORM
OF
CLASS I-A-1 CERTIFICATE
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$101,130,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$101,130,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
I-A-1
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
I-A-1
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class I-A-1 Certificate
at any time may be less than the Initial Certificate Principal Balance set
forth
on the face hereof, as described herein. This Class I-A-1 Certificate does
not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class I-A-1 Certificate (obtained by dividing the Denomination
of this Class I-A-1 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class I-A-1
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
I-A-1
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class I-A-1 Certificate
set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.
Β
This
Class I-A-1 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:Β Β
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:Β Β
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | |||||
Β | Β | Β | |||||
By:Β Β
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class I-A-1 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
__________________________________________________________________
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
Β
EXHIBIT
A-2
FORM
OF
CLASS II-A-1 CERTIFICATE
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$553,785,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$553,785,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
II-A-1
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
II-A-1
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class II-A-1 Certificate
at any time may be less than the Initial Certificate Principal Balance set
forth
on the face hereof, as described herein. This Class II-A-1 Certificate does
not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class II-A-1 Certificate (obtained by dividing the
Denomination of this Class II-A-1 Certificate by the Original Class Certificate
Principal Balance) in certain monthly distributions with respect to a Trust
consisting primarily of the Mortgage Loans deposited by Option One Mortgage
Acceptance Corporation (the βDepositorβ). The Trust was created pursuant to a
Pooling and Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among
the Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N. A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class II-A-1
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
II-A-1
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class II-A-1 Certificate
set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.
Β
This
Class II-A-1 Certificate shall not be entitled to any benefit under the
Agreement or be valid for any purpose unless manually countersigned by an
authorized signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:Β Β
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:Β Β
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | |||||
Β | Β | Β | |||||
By:Β Β
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class II-A-1 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-3
FORM
OF
CLASS II-A-2 CERTIFICATE
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$227,365,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$227,365,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
II-A-2
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
II-A-2
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class II-A-2 Certificate
at any time may be less than the Initial Certificate Principal Balance set
forth
on the face hereof, as described herein. This Class II-A-2 Certificate does
not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class A Certificate (obtained by dividing the Denomination
of
this Class II-A-2 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N. A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class II-A-2
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
II-A-2
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class II-A-2 Certificate
set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.
Β
This
Class II-A-2 Certificate shall not be entitled to any benefit under the
Agreement or be valid for any purpose unless manually countersigned by an
authorized signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class II-A-2 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-4
Β
FORM
OF
CLASS II-A-3 CERTIFICATE
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$181,552,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$181,552,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
II-A-3
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
II-A-3
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class II-A-3 Certificate
at any time may be less than the Initial Certificate Principal Balance set
forth
on the face hereof, as described herein. This Class II-A-3 Certificate does
not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class II-A-3 Certificate (obtained by dividing the
Denomination of this Class II-A-3 Certificate by the Original Class Certificate
Principal Balance) in certain monthly distributions with respect to a Trust
consisting primarily of the Mortgage Loans deposited by Option One Mortgage
Acceptance Corporation (the βDepositorβ). The Trust was created pursuant to a
Pooling and Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among
the Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class II-A-3
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
II-A-3
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class II-A-3 Certificate
set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.
Β
This
Class II-A-3 Certificate shall not be entitled to any benefit under the
Agreement or be valid for any purpose unless manually countersigned by an
authorized signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class II-A-3 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
EXHIBIT
A-5
Β
FORM
OF
CLASS II-A-4 CERTIFICATE
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$130,168,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$130,168,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
II-A-4
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
II-A-4
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class A-4 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class II-A-4 Certificate does
not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class II-A-4 Certificate (obtained by dividing the
Denomination of this Class II-A-4 Certificate by the Original Class Certificate
Principal Balance) in certain monthly distributions with respect to a Trust
consisting primarily of the Mortgage Loans deposited by Option One Mortgage
Acceptance Corporation (the βDepositorβ). The Trust was created pursuant to a
Pooling and Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among
the Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class II-A-4
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
II-A-4
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class II-A-4 Certificate
set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.
Β
This
Class II-A-4 Certificate shall not be entitled to any benefit under the
Agreement or be valid for any purpose unless manually countersigned by an
authorized signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class II-A-4 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-6
Β
FORM
OF
CLASS M-1 CERTIFICATE
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES TO THE EXTENT DESCRIBED
IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$59,250,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$59,250,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-1
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-1
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-1 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-1 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-1 Certificate (obtained by dividing the Denomination
of this Class M-1 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-1
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-1
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-1 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-1 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class M-1 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any, and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
EXHIBIT
A-7
Β
FORM
OF
CLASS M-2 CERTIFICATE
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES AND THE CLASS M-1
CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT
REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Β
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$54,750,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$54,750,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-2
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-2
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-2 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-2 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-2 Certificate (obtained by dividing the Denomination
of this Class M-2 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-2
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-2
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-2 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-2 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class M-2 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
EXHIBIT
A-8
Β
FORM
OF
CLASS M-3 CERTIFICATE
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES AND THE CLASS M-2 CERTIFICATES TO THE EXTENT DESCRIBED IN THE
POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$31,500,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$31,500,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-3
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-3
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-3 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-3 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-3 Certificate (obtained by dividing the Denomination
of this Class M-3 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-3
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-3
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-3 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-3 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class M-3 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-9
Β
FORM
OF
CLASS M-4 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES AND THE CLASS M-3 CERTIFICATES TO
THE
EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO
HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$28,500,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$28,500,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-4
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-4
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-4 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-4 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-4 Certificate (obtained by dividing the Denomination
of this Class M-4 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-4
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-4
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-4 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-4 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class M-4 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-10
Β
FORM
OF
CLASS M-5 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES AND
THE
CLASS M-4 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING
AGREEMENT REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$27,000,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$27,000,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-5
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-5
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-5 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-5 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-5 Certificate (obtained by dividing the Denomination
of this Class M-5 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-5
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-5
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-5 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-5 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class M-5 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
EXHIBIT
A-11
Β
FORM
OF
CLASS M-6 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE
CLASS
M-4 CERTIFICATES AND THE CLASS M-5 CERTIFICATES TO THE EXTENT DESCRIBED IN
THE
POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$25,500,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
July
25, 2006
|
Percentage
Interest
|
:
|
$25,500,000.00
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-6
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-6
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-6 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-6 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-6 Certificate (obtained by dividing the Denomination
of this Class M-6 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-6
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-6
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-6 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have the
same effect as if set forth at this place.
Β
This
Class M-6 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class M-6 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
Β
EXHIBIT
A-12
Β
FORM
OF
CLASS M-7 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE
CLASS
M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES AND THE CLASS M-6 CERTIFICATES
TO
THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO
HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$24,750,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$24,750,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-7
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-7
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-7 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-7 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-7 Certificate (obtained by dividing the Denomination
of this Class M-7 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-7
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-7
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-7 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-7 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class M-7 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-13
Β
FORM
OF
CLASS M-8 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE
CLASS
M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES
AND THE
CLASS M-7 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING
AGREEMENT REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$12,000,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$12,000,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-8
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-8
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-8 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-8 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-8 Certificate (obtained by dividing the Denomination
of this Class M-8 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-8
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-8
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-8 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-8 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class M-8 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-14
Β
FORM
OF
CLASS M-9 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE
CLASS
M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES,
THE
CLASS M-7 CERTIFICATES, AND THE CLASS M-8 CERTIFICATES TO THE EXTENT DESCRIBED
IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Β
ANY
PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION
5.02(e)
OF THE
POOLING AND SERVICING AGREEMENT.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$8,250,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$8,250,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-9
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-9
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-9 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-9 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-9 Certificate (obtained by dividing the Denomination
of this Class M-9 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-9
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-9
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
Any
purchaser shall be deemed to make the representations set forth in Section
5.02(e) of the Pooling and Servicing Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-9 Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class M-9 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
[Reverse
of Class M-9 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
EXHIBIT
A-15
Β
FORM
OF
CLASS M-10 CERTIFICATES
Β
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION (βDTCβ), TO THE TRUSTEE OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED
IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY
OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.
Β
THIS
CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED
(THE βACTβ). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION
THEREOF UNDER THE ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE
REGISTRATION REQUIREMENTS OF THE ACT AND IN ACCORDANCE WITH THE PROVISIONS
OF
THE AGREEMENT REFERRED TO HEREIN.
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1
CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE
CLASS
M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES,
THE
CLASS M-7 CERTIFICATES, THE CLASS M-8 CERTIFICATES AND THE CLASS M-9
CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT
REFERRED TO HEREIN.
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
NO
TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT
ARRANGEMENT (EACH A βPLANβ) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (βERISAβ), SHALL BE MADE EXCEPT IN COMPLIANCE WITH THE
PROCEDURES DESCRIBED HEREIN.
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$15,000,000.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$15,000,000.00
|
Percentage
Interest
|
:
|
100.00%
|
Pass-Through
Rate
|
:
|
Variable
|
CUSIP
|
:
|
00000XXX0
|
Class
|
:
|
M-10
|
Assumed
Maturity Date
|
:
|
June
2036
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
M-10
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class M-10 Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class M-10 Certificate does not
evidence an obligation of, or an interest in, and is not guaranteed by the
Depositor, the Master Servicer, or the Trustee referred to below or any of
their
respective affiliates.
Β
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced by this Class M-10 Certificate (obtained by dividing the Denomination
of this Class M-10 Certificate by the Original Class Certificate Principal
Balance) in certain monthly distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class M-10
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
M-10
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
No
transfer of a Certificate of this Class shall be made unless such transfer
is
made pursuant to an effective registration statement under the Act and any
applicable state securities laws or is exempt from the registration requirements
under said Act and such laws. In the event that a transfer is to be made
in
reliance upon an exemption from the Act and such laws, in order to assure
compliance with the Act and such laws, the Certificateholder desiring to
effect
such transfer and such Certificateholderβs prospective transferee shall each
certify to the Trustee and the Depositor in writing the facts surrounding
the
transfer. The Holder hereof desiring to effect such transfer shall, and does
hereby agree to, indemnify the Trustee and the Depositor against any liability
that may result if the transfer is not so exempt or is not made in accordance
with such federal and state laws.
Β
No
transfer of this Certificate to a Plan subject to ERISA or Section 4975 of
the
Code, any Person acting, directly or indirectly, on behalf of any such Plan
or
any person using Plan Assets to acquire this Certificate shall be made except
in
accordance with Section 5.02(e) of the Agreement.
Β
Reference
is hereby made to the further provisions of this Class M-10 Certificate set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.
Β
This
Class M-10 Certificate shall not be entitled to any benefit under the Agreement
or be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class M-10 Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the aggregate Principal
Balance of the Mortgage Loans as of the Cut-off Date, the Master Servicer
may
purchase, in whole, from the Trust the Mortgage Loans at a purchase price
determined as provided in the Agreement. In the event that no such optional
termination occurs, the obligations and responsibilities created by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
Β
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-16
Β
FORM
OF
CLASS C CERTIFICATES
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Β
Β
THIS
CERTIFICATE IS SUBORDINATE TO THE CLASS A
AND THE
MEZZANINE CERTIFICATES TO
THE
EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO
HEREIN.
Β
NO
TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT
ARRANGEMENT (EACH A βPLANβ) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (βERISAβ), SHALL BE MADE EXCEPT IN COMPLIANCE WITH THE
PROCEDURES DESCRIBED HEREIN.
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$19,499,900.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$19,499,900.00
|
Initial
Notional Amount of this Certificate
|
:
|
$1,499,999,900.00
|
Percentage
Interest
|
:
|
100.00%
|
Class
|
:
|
C
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
C
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class C Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class C Certificate does not evidence
an obligation of, or an interest in, and is not guaranteed by the Depositor,
the
Master Servicer, or the Trustee referred to below or any of their respective
affiliates.
Β
This
certifies that Option One Mortgage Corporation is the registered owner of
the
Percentage Interest evidenced by this Class C Certificate (obtained by dividing
the Denomination of this Class C Certificate by the Original Class Certificate
Principal Balance) in certain distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class C
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
C
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
No
transfer of a Certificate of this Class shall be made unless such transfer
is
made pursuant to an effective registration statement under the Act and any
applicable state securities laws or is exempt from the registration requirements
under said Act and such laws. In the event that a transfer is to be made
in
reliance upon an exemption from the Act and such laws, in order to assure
compliance with the Act and such laws, the Certificateholder desiring to
effect
such transfer and such Certificateholderβs prospective transferee shall each
certify to the Trustee and the Depositor in writing the facts surrounding
the
transfer. In the event that such a transfer is not to be made pursuant to
Rule
144A of the Act, there shall be delivered to the Trustee and the Depositor
an
Opinion of Counsel that such transfer may be made pursuant to an exemption
from
the Act, which Opinion of Counsel shall not be obtained at the expense of
the
Trustee or the Depositor; or there shall be delivered to the Trustee and
the
Depositor a transferor certificate by the transferor and an investment letter
shall be executed by the transferee. The Holder hereof desiring to effect
such
transfer shall, and does hereby agree to, indemnify the Trustee and the
Depositor against any liability that may result if the transfer is not so
exempt
or is not made in accordance with such federal and state laws.
Β
No
transfer of this Certificate to a Plan subject to ERISA or Section 4975 of
the
Code, any Person acting, directly or indirectly, on behalf of any such Plan
or
any person using Plan Assets to acquire this Certificate shall be made except
in
accordance with Section 5.02(e) of the Agreement.
Β
Reference
is hereby made to the further provisions of this Class C Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class C Certificate shall not be entitled to any benefit under the Agreement
or
be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class C Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the sum of the aggregate
Principal Balance of the Mortgage Loans as of the Cut-off Date, the Master
Servicer may purchase, in whole, from the Trust the Mortgage Loans at a purchase
price determined as provided in the Agreement. In the event that no such
optional termination occurs, the obligations and responsibilities created
by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-17
Β
FORM
OF
CLASS P CERTIFICATE
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A βREGULAR INTERESTβ
IN A βREAL ESTATE MORTGAGE INVESTMENT CONDUIT,β AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986,
AS
AMENDED (THE βCODEβ).
Β
THIS
CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED
(THE βACTβ). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION
THEREOF UNDER THE ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE
REGISTRATION REQUIREMENTS OF THE ACT AND IN ACCORDANCE WITH THE PROVISIONS
OF
THE AGREEMENT REFERRED TO HEREIN.
Β
NO
TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT
ARRANGEMENT (EACH A βPLANβ) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (βERISAβ), SHALL BE MADE EXCEPT IN COMPLIANCE WITH THE
PROCEDURES DESCRIBED HEREIN.
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Initial
Certificate Principal Balance of this Certificate
(βDenominationβ)
|
:
|
$100.00
|
Original
Class Certificate Principal Balance of this Class
|
:
|
$100.00
|
Percentage
Interest
|
:
|
100.00%
|
Class
|
:
|
P
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
P
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
Principal
in respect of this Certificate is distributable monthly as set forth herein.
Accordingly, the Certificate Principal Balance of this Class P Certificate
at
any time may be less than the Initial Certificate Principal Balance set forth
on
the face hereof, as described herein. This Class P Certificate does not evidence
an obligation of, or an interest in, and is not guaranteed by the Depositor,
the
Master Servicer, or the Trustee referred to below or any of their respective
affiliates.
Β
This
certifies that Option One Mortgage Corporation is the registered owner of
the
Percentage Interest evidenced by this Class P Certificate (obtained by dividing
the Denomination of this Class P Certificate by the Original Class Certificate
Principal Balance) in certain distributions with respect to a Trust consisting
primarily of the Mortgage Loans deposited by Option One Mortgage Acceptance
Corporation (the βDepositorβ). The Trust was created pursuant to a Pooling and
Servicing Agreement dated as of June 1, 2006 (the βAgreementβ) among the
Depositor, Option One Mortgage Corporation, as master servicer (the βMaster
Servicerβ), and Xxxxx Fargo Bank, N.A., a national banking association, as
Trustee (the βTrusteeβ). To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Class P
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement, to which Agreement the Holder of this Class
P
Certificate by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Β
This
Certificate does not have a pass-through rate and will be entitled to
distributions only to the extent set forth in the Agreement.
Β
No
transfer of a Certificate of this Class shall be made unless such transfer
is
made pursuant to an effective registration statement under the Act and any
applicable state securities laws or is exempt from the registration requirements
under said Act and such laws. In the event that a transfer is to be made
in
reliance upon an exemption from the Act and such laws, in order to assure
compliance with the Act and such laws, the Certificateholder desiring to
effect
such transfer and such Certificateholderβs prospective transferee shall each
certify to the Trustee and the Depositor in writing the facts surrounding
the
transfer. In the event that such a transfer is not to be made pursuant to
Rule
144A of the Act, there shall be delivered to the Trustee and the Depositor
an
Opinion of Counsel that such transfer may be made pursuant to an exemption
from
the Act, which Opinion of Counsel shall not be obtained at the expense of
the
Trustee or the Depositor; or there shall be delivered to the Trustee and
the
Depositor a transferor certificate by the transferor and an investment letter
shall be executed by the transferee. The Holder hereof desiring to effect
such
transfer shall, and does hereby agree to, indemnify the Trustee and the
Depositor against any liability that may result if the transfer is not so
exempt
or is not made in accordance with such federal and state laws.
Β
No
transfer of this Certificate to a Plan subject to ERISA or Section 4975 of
the
Code, any Person acting, directly or indirectly, on behalf of any such Plan
or
any person using Plan Assets to acquire this Certificate shall be made except
in
accordance with Section 5.02(e) of the Agreement.
Β
Reference
is hereby made to the further provisions of this Class P Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Class P Certificate shall not be entitled to any benefit under the Agreement
or
be valid for any purpose unless manually countersigned by an authorized
signatory of the Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class P Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the sum of the aggregate
Principal Balance of the Mortgage Loans as of the Cut-off Date, the Master
Servicer may purchase, in whole, from the Trust the Mortgage Loans at a purchase
price determined as provided in the Agreement. In the event that no such
optional termination occurs, the obligations and responsibilities created
by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
Β
EXHIBIT
A-18
Β
FORM
OF
CLASS R CERTIFICATE
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A ARESIDUAL
INTERESTβ IN ONE OR MORE βREAL ESTATE MORTGAGE INVESTMENT CONDUITS,β AS THOSE
TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE βCODEβ).
Β
THIS
CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED
(THE βACTβ). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION
THEREOF UNDER THE ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE
REGISTRATION REQUIREMENTS OF THE ACT AND IN ACCORDANCE WITH THE PROVISIONS
OF
THE AGREEMENT REFERRED TO HEREIN.
Β
THIS
CLASS R CERTIFICATE HAS NO PRINCIPAL BALANCE, DOES NOT BEAR INTEREST AND
WILL
NOT RECEIVE ANY DISTRIBUTIONS EXCEPT AS PROVIDED HEREIN.
Β
NEITHER
THIS CERTIFICATE NOR ANY INTEREST HEREIN MAY BE TRANSFERRED UNLESS THE PROPOSED
TRANSFEREE DELIVERS TO THE TRUSTEE A TRANSFER AFFIDAVIT IN ACCORDANCE WITH
THE
PROVISIONS OF THE AGREEMENT REFERRED TO HEREIN.
Β
NO
TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT
ARRANGEMENT (EACH A βPLANβ) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (βERISAβ), SHALL BE MADE EXCEPT IN COMPLIANCE WITH THE
PROCEDURES DESCRIBED HEREIN.
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Percentage
Interest
|
:
|
100.00%
|
Class
|
:
|
R
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
R
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
This
Certificate does not evidence an obligation of, or an interest in, and is
not
guaranteed by the Depositor, the Master Servicer or the Trustee referred
to
below or any of their respective affiliates.
Β
This
certifies that Option One Mortgage Corporation is the registered owner of
the
Percentage Interest evidenced by this Certificate specified above in the
interest represented by all Certificates of the Class to which this Certificate
belongs in a Trust consisting primarily of the Mortgage Loans deposited by
Option One Mortgage Acceptance Corporation (the βDepositorβ). The Trust was
created pursuant to a Pooling and Servicing Agreement dated as of June 1,
2006
(the βAgreementβ) among the Depositor, Option One Mortgage Corporation, as
master servicer (the βMaster Servicerβ) and Xxxxx Fargo Bank, N.A., a national
banking association, as trustee (the βTrusteeβ). To the extent not defined
herein, the capitalized terms used herein have the meanings assigned in the
Agreement. This Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement the Holder
of
this Certificate by virtue of the acceptance hereof assents and by which
such
Holder is bound.
Β
This
Certificate does not have a principal balance or pass-through rate and will
be
entitled to distributions only to the extent set forth in the Agreement.
In
addition, any distribution of the proceeds of any remaining assets of the
Trust
will be made only upon presentment and surrender of this Certificate at the
Corporate Trust Office or the office or agency maintained by the Trustee
in
Minneapolis, Minnesota.
Β
No
transfer of a Certificate of this Class shall be made unless such transfer
is
made pursuant to an effective registration statement under the Act and any
applicable state securities laws or is exempt from the registration requirements
under said Act and such laws. In the event that a transfer is to be made
in
reliance upon an exemption from the Act and such laws, in order to assure
compliance with the Act and such laws, the Certificateholder desiring to
effect
such transfer and such Certificateholderβs prospective transferee shall each
certify to the Trustee and the Depositor in writing the facts surrounding
the
transfer. In the event that such a transfer is not to be made pursuant to
Rule
144A of the Act, there shall be delivered to the Trustee and the Depositor
an
Opinion of Counsel that such transfer may be made pursuant to an exemption
from
the Act, which Opinion of Counsel shall not be obtained at the expense of
the
Trustee or the Depositor; or there shall be delivered to the Trustee and
the
Depositor a transferor certificate by the transferor and an investment letter
shall be executed by the transferee. The Holder hereof desiring to effect
such
transfer shall, and does hereby agree to, indemnify the Trustee and the
Depositor against any liability that may result if the transfer is not so
exempt
or is not made in accordance with such federal and state laws.
Β
No
transfer of this Certificate to a Plan subject to ERISA or Section 4975 of
the
Code, any Person acting, directly or indirectly, on behalf of any such Plan
or
any person using Plan Assets to acquire this Certificate shall be made except
in
accordance with Section 5.02(e) of the Agreement.
Β
Each
Holder of this Certificate will be deemed to have agreed to be bound by the
restrictions of the Agreement, including but not limited to the restrictions
that (i) each person holding or acquiring any Ownership Interest in this
Certificate must be a Permitted Transferee, (ii) no Ownership Interest in
this
Certificate may be transferred without delivery to the Trustee of (a) a transfer
affidavit of the proposed transferee and (b) a transfer certificate of the
transferor, each of such documents to be in the form described in the Agreement,
(iii) each person holding or acquiring any Ownership Interest in this
Certificate must agree to require a transfer affidavit and to deliver a transfer
certificate to the Trustee as required pursuant to the Agreement, (iv) each
person holding or acquiring an Ownership Interest in this Certificate must
agree
not to transfer an Ownership Interest in this Certificate if it has actual
knowledge that the proposed transferee is not a Permitted Transferee and
(v) any
attempted or purported transfer of any Ownership Interest in this Certificate
in
violation of such restrictions will be absolutely null and void and will
vest no
rights in the purported transferee. Pursuant to the Agreement, the Trustee
will
provide the Internal Revenue Service and any pertinent persons with the
information needed to compute the tax imposed under the applicable tax laws
on
transfers of residual interests to disqualified organizations, if any person
other than a Permitted Transferee acquires an Ownership Interest on a Class
R
Certificate in violation of the restrictions mentioned above.
Β
Reference
is hereby made to the further provisions of this Class R Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Certificate shall not be entitled to any benefit under the Agreement or be
valid
for any purpose unless manually countersigned by an authorized signatory
of the
Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class R Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the sum of the aggregate
Principal Balance of the Mortgage Loans as of the Cut-off Date, the Master
Servicer may purchase, in whole, from the Trust the Mortgage Loans at a purchase
price determined as provided in the Agreement. In the event that no such
optional termination occurs, the obligations and responsibilities created
by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
Β
EXHIBIT
A-19
Β
FORM
OF
CLASS R-X CERTIFICATE
Β
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A ARESIDUAL
INTERESTβ IN ONE OR MORE βREAL ESTATE MORTGAGE INVESTMENT CONDUITS,β AS THOSE
TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE βCODEβ).
Β
THIS
CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED
(THE βACTβ). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION
THEREOF UNDER THE ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE
REGISTRATION REQUIREMENTS OF THE ACT AND IN ACCORDANCE WITH THE PROVISIONS
OF
THE AGREEMENT REFERRED TO HEREIN.
Β
THIS
CLASS R-X CERTIFICATE HAS NO PRINCIPAL BALANCE, DOES NOT BEAR INTEREST AND
WILL
NOT RECEIVE ANY DISTRIBUTIONS EXCEPT AS PROVIDED HEREIN.
Β
NEITHER
THIS CERTIFICATE NOR ANY INTEREST HEREIN MAY BE TRANSFERRED UNLESS THE PROPOSED
TRANSFEREE DELIVERS TO THE TRUSTEE A TRANSFER AFFIDAVIT IN ACCORDANCE WITH
THE
PROVISIONS OF THE AGREEMENT REFERRED TO HEREIN.
Β
NO
TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT
ARRANGEMENT (EACH A βPLANβ) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (βERISAβ), SHALL BE MADE EXCEPT IN COMPLIANCE WITH THE
PROCEDURES DESCRIBED HEREIN.
Certificate
No.
|
:
|
1
|
Cut-off
Date
|
:
|
June
1, 2006
|
First
Distribution Date
|
:
|
July
25, 2006
|
Percentage
Interest
|
:
|
100.00%
|
Class
|
:
|
R-X
|
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates,
Series
2006-2
Class
R-X
Β
evidencing
the Percentage Interest in the distributions allocable to the Certificates
of
the above-referenced Class with respect to the Trust consisting of first
and
second lien, adjustable and fixed rate mortgage loans (the βMortgage
Loansβ)
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION, as Depositor
Β
This
Certificate does not evidence an obligation of, or an interest in, and is
not
guaranteed by the Depositor, the Master Servicer or the Trustee referred
to
below or any of their respective affiliates.
Β
This
certifies that Option One Mortgage Corporation is the registered owner of
the
Percentage Interest evidenced by this Certificate specified above in the
interest represented by all Certificates of the Class to which this Certificate
belongs in a Trust consisting primarily of the Mortgage Loans deposited by
Option One Mortgage Acceptance Corporation (the βDepositorβ). The Trust was
created pursuant to a Pooling and Servicing Agreement dated as of June 1,
2006
(the βAgreementβ) among the Depositor, Option One Mortgage Corporation, as
master servicer (the βMaster Servicerβ) and Xxxxx Fargo Bank, N.A., a national
banking association, as trustee (the βTrusteeβ). To the extent not defined
herein, the capitalized terms used herein have the meanings assigned in the
Agreement. This Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement the Holder
of
this Certificate by virtue of the acceptance hereof assents and by which
such
Holder is bound.
Β
This
Certificate does not have a principal balance or pass-through rate and will
be
entitled to distributions only to the extent set forth in the Agreement.
In
addition, any distribution of the proceeds of any remaining assets of the
Trust
will be made only upon presentment and surrender of this Certificate at the
Corporate Trust Office or the office or agency maintained by the Trustee
in
Minneapolis, Minnesota.
Β
No
transfer of a Certificate of this Class shall be made unless such transfer
is
made pursuant to an effective registration statement under the Act and any
applicable state securities laws or is exempt from the registration requirements
under said Act and such laws. In the event that a transfer is to be made
in
reliance upon an exemption from the Act and such laws, in order to assure
compliance with the Act and such laws, the Certificateholder desiring to
effect
such transfer and such Certificateholderβs prospective transferee shall each
certify to the Trustee and the Depositor in writing the facts surrounding
the
transfer. In the event that such a transfer is not to be made pursuant to
Rule
144A of the Act, there shall be delivered to the Trustee and the Depositor
an
Opinion of Counsel that such transfer may be made pursuant to an exemption
from
the Act, which Opinion of Counsel shall not be obtained at the expense of
the
Trustee or the Depositor; or there shall be delivered to the Trustee and
the
Depositor a transferor certificate by the transferor and an investment letter
shall be executed by the transferee. The Holder hereof desiring to effect
such
transfer shall, and does hereby agree to, indemnify the Trustee and the
Depositor against any liability that may result if the transfer is not so
exempt
or is not made in accordance with such federal and state laws.
Β
No
transfer of this Certificate to a Plan subject to ERISA or Section 4975 of
the
Code, any Person acting, directly or indirectly, on behalf of any such Plan
or
any person using Plan Assets to acquire this Certificate shall be made except
in
accordance with Section 5.02(e) of the Agreement.
Β
Each
Holder of this Certificate will be deemed to have agreed to be bound by the
restrictions of the Agreement, including but not limited to the restrictions
that (i) each person holding or acquiring any Ownership Interest in this
Certificate must be a Permitted Transferee, (ii) no Ownership Interest in
this
Certificate may be transferred without delivery to the Trustee of (a) a transfer
affidavit of the proposed transferee and (b) a transfer certificate of the
transferor, each of such documents to be in the form described in the Agreement,
(iii) each person holding or acquiring any Ownership Interest in this
Certificate must agree to require a transfer affidavit and to deliver a transfer
certificate to the Trustee as required pursuant to the Agreement, (iv) each
person holding or acquiring an Ownership Interest in this Certificate must
agree
not to transfer an Ownership Interest in this Certificate if it has actual
knowledge that the proposed transferee is not a Permitted Transferee and
(v) any
attempted or purported transfer of any Ownership Interest in this Certificate
in
violation of such restrictions will be absolutely null and void and will
vest no
rights in the purported transferee. Pursuant to the Agreement, the Trustee
will
provide the Internal Revenue Service and any pertinent persons with the
information needed to compute the tax imposed under the applicable tax laws
on
transfers of residual interests to disqualified organizations, if any person
other than a Permitted Transferee acquires an Ownership Interest on a Class
R-X
Certificate in violation of the restrictions mentioned above.
Β
Reference
is hereby made to the further provisions of this Class R-X Certificate set
forth
on the reverse hereof, which further provisions shall for all purposes have
the
same effect as if set forth at this place.
Β
This
Certificate shall not be entitled to any benefit under the Agreement or be
valid
for any purpose unless manually countersigned by an authorized signatory
of the
Trustee.
Β
IN
WITNESS WHEREOF, the Trustee on behalf of the Trust has caused this Certificate
to be duly executed.
Β
Dated:
June __, 2006
Β
Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β |
By:
|
XXXXX
FARGO BANK, N.A.
not
in its individual capacity, but
solely
as Trustee
|
|||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β |
By:
|
Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β | |||||
Β | Β | Β | Β | Β | Β | Β | Β |
This
is one of the Certificates referenced
in
the within-mentioned Agreement
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | Β | |||||
Β |
Authorized
Signatory of
Xxxxx
Fargo Bank, N. A.,
as
Trustee
|
Β |
Β
[Reverse
of Class R-X Certificate]
Β
OPTION
ONE MORTGAGE LOAN TRUST 2006-2
Asset-Backed
Certificates,
Series
2006-2
Β
This
Certificate is one of a duly authorized issue of Certificates designated
as
Option One Mortgage Loan Trust 2006-2, Asset-Backed Certificates, Series
2006-2
(herein collectively called the βCertificatesβ), and representing a beneficial
ownership interest in the Trust created by the Agreement.
Β
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the funds on deposit in the Distribution Account for payment
hereunder and that the Trustee is not liable to the Certificateholders for
any
amount payable under this Certificate or the Agreement or, except as expressly
provided in the Agreement, subject to any liability under the
Agreement.
Β
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced thereby, and the rights, duties and immunities
of the Trustee.
Β
Pursuant
to the terms of the Agreement, a distribution will be made on the 25th day
of
each month or, if such 25th day is not a Business Day then the first Business
Day following such Distribution Date (the βDistribution Dateβ), commencing on
the first Distribution Date specified on the face hereof, to the Person in
whose
name this Certificate is registered at the close of business on the applicable
Record Date in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount required to be distributed to
Holders of Certificates of the Class to which this Certificate belongs on
such
Distribution Date pursuant to the Agreement.
Β
Distributions
on this Certificate shall be made by check or money order mailed to the address
of the person entitled thereto as it appears on the Certificate Register
or by
wire transfer or otherwise, as set forth in the Agreement. The final
distribution on each Certificate will be made in like manner, but only upon
presentment and surrender of such Certificate at the office or agency of
the
Trustee specified in the notice to Certificateholders of such final
distribution.
Β
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Trustee
and
the rights of the Certificateholders under the Agreement at any time by the
Depositor, the Master Servicer and the Trustee with the consent of the NIMs
Insurer, if any and of Holders of the requisite percentage of the Percentage
Interests of each Class of Certificates affected by such amendment, as specified
in the Agreement. Any such consent by the Holder of this Certificate shall
be
conclusive and binding on such Holder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange therefor or in lieu hereof whether or not notation of such consent
is
made upon this Certificate. The Agreement also permits the amendment thereof,
in
certain limited circumstances, without the consent of the Holders of any
of the
Certificates, but with the consent of the NIMS Insurer, if any.
Β
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable in the Certificate Register
of
the Trustee upon surrender of this Certificate for registration of transfer
at
the office or agency maintained by the Trustee accompanied by a written
instrument of transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by the holder hereof or such holderβs attorney duly
authorized in writing, and thereupon one or more new Certificates of the
same
Class in authorized denominations and evidencing the same aggregate Percentage
Interest in the Trust will be issued to the designated transferee or
transferees.
Β
The
Certificates are issuable only as registered Certificates without coupons
in
denominations specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates are exchangeable
for new Certificates of the same Class in authorized denominations and
evidencing the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
Β
No
service charge will be made for any such registration of transfer or exchange,
but the Trustee may require payment of a sum sufficient to cover any tax
or
other governmental charge payable in connection therewith.
Β
The
Master Servicer, the Depositor, the Trustee, the NIMs Insurer, if any, the
Certificate Registrar, any Paying Agent and any agent of the Master Servicer,
the Depositor, the Trustee, the NIMs Insurer, if any, the Certificate Registrar,
any Paying Agent or the Trustee may treat the Person, including a Depository,
in
whose name any Certificate is registered as the owner hereof for all purposes,
and none of the Master Servicer, the Trust, the Trustee nor any agent of
any of
them shall be affected by notice to the contrary.
Β
On
any
Distribution Date following the date at which the remaining aggregate Principal
Balance of the Mortgage Loans is less than 10% of the sum of the aggregate
Principal Balance of the Mortgage Loans as of the Cut-off Date, the Master
Servicer may purchase, in whole, from the Trust the Mortgage Loans at a purchase
price determined as provided in the Agreement. In the event that no such
optional termination occurs, the obligations and responsibilities created
by the
Agreement will terminate upon notice to the Trustee upon the earliest of
(i) the
Distribution Date on which the Certificate Principal Balances of the Regular
Certificates have been reduced to zero, (ii) the final payment or other
liquidation of the last Mortgage Loan in the Trust, (iii) the Distribution
Date
in June 2036.
Β
Capitalized
terms used herein that are defined in the Agreement shall have the meanings
ascribed to them in the Agreement, and nothing herein shall be deemed
inconsistent with that meaning.
ASSIGNMENT
Β
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
Β | Β | Β |
Β | Β | Β |
(Please
print or typewrite name and address including postal zip code of
assignee)
the
Percentage Interest evidenced by the within Certificate and hereby authorizes
the transfer of registration of such Percentage Interest to assignee on the
Certificate Register of the Trust.
Β
I
(We)
further direct the Trustee to issue a new Certificate of a like denomination
and
Class, to the above named assignee and deliver such Certificate to the following
address:
Β | Β | Β |
Β | Β | Β |
Β
Dated:_________________
Β
Β | Β |
Β |
Signature
by or on behalf of assignor
|
DISTRIBUTION
INSTRUCTIONS
Β
The
assignee should include the following for purposes of distribution:
Β
Distributions
shall be made, by wire transfer or otherwise, in immediately available funds
to
|
Β |
,
|
|||
for
the account of
|
Β |
,
|
|||
account
number___________, or, if mailed by check, to
|
Β |
,
|
|||
Applicable
statements should be mailed to
|
Β |
,
|
|||
Β |
.
|
This
information is provided by
|
Β |
,
|
||
the
assignee named above, or
|
Β |
,
|
||
as
its agent.
|
Β | Β |
EXHIBIT
B
Β
FORM
OF
POOL POLICY
Β
RADIAN
GUARANTY INC.
0000
Xxxxxx Xxxxxx - Xxxxxxxxxxxx, XX 00000 - (000) 000-0000
Β
MORTGAGE
POOL INSURANCE POLICY
Β
RADIAN
GUARANTY INC.,
a
Pennsylvania corporation, (a stock insurance company herein called the
βCompanyβ) agrees to pay to the insured identified below, in consideration of
the premium paid or to be paid asΒ specified herein, theΒ loss sustained
by reason of the default in payments by a Borrower on any Residential Mortgage
Agreement insured under this policy and listed in the attached Schedule
A,
subject to the terms and conditions contained herein.
Β | ||
Insured:
Xxxxx
Fargo Bank, National Association, as Trustee with respect to
the Security,
located at 0000 Xxx Xxxxxxxxx Xxxx, Xxxxxxxx, XX 00000-0000.Β
|
||
Policy
Number
|
Issuance
Date
|
Effective
Date of Policy
|
06-103210
|
June
29, 2006
|
June
1, 2006
|
Premium
Rates and Due Dates:
|
On
the Issuance Date, a one-time upfront premium equal to 0.23%
of the Total
Initial Principal Balances, payable in immediately available
funds by wire
transfer to the account specified by theΒ Company.
Β
|
|
Total
Initial Principal Balances:
|
$1,432,284,514.
Β
|
|
Aggregate
Loss Percentage:
|
9.80%.
Β
|
|
Aggregate
Loss Limit:
|
$140,363,882.
Β
|
|
Deductible
Percentage:
|
7.80%.
Β
|
|
Deductible
Amount:
|
$111,718,192,
which is equal to the Deductible Percentage of the Total Initial
Principal
Balances of the Residential Mortgage Agreements listed in the
attached
Schedule A.
Β
|
|
Aggregate
Risk Amount
|
$28,645,690
Β
|
|
Security:
|
Option
One Mortgage Loan Trust 2006-2.
Β
|
|
Special
Conditions:
|
This
is a second-loss policy. The Company will not be obligated to
pay any loss
under this Policy unless and until the Insuredβs losses have exceeded the
Deductible Amount. Claims for losses shall be filed with the
Company even
if theΒ Insuredβs losses have not reached the Deductible Amount. If
any claim is denied by the Company, the related loss will not
be included
in the total of the Insuredβs losses for purposes of calculating whether
such losses have exceeded theΒ Deductible Amount.
Β
The
Company shall not be liable for and this Policy shall not apply
to, extend
to or cover any loss for which a claim is made in connection
with an act
of FraudΒ (including but not limited to any breach of a representation
or warranty contained in the attached Exhibit A).
Β
The
Company may reduce the Aggregate Loss Limit to not less than
zero if each
RatingΒ Agency confirms in writing that it will not, as the immediate
result of the related reduction, downgrade, withdraw or qualify
its
then-current ratings of theΒ Security.
With
respect to each Residential Mortgage Agreement listed in the
attached
Schedule A, theΒ Insured shall comply with the requirements of
Condition 6 herein as a condition precedent to any obligation
of the
Company under this Policy in respect thereof. The failure of
the Insured
to comply with any of the foregoing conditions precedent will
give the
Company in its sole discretion, the right to declare any liability
or
obligation under this Policy null and
void.
|
Β
CONDITIONS
Β
1.Β Β |
Definitions
|
Β
The
terms
set forth below shall have the specified meanings when used in this Policy.
Capitalized terms used and not defined in this Policy shall have the respective
meanings assigned to such terms in the Transaction Agreements.
Β
A.Β Β |
βPolicyβ
is
this policy of insurance and all applications, commitments, endorsements,
schedules and exhibits relating hereto, all of which are incorporated
by
reference herein.
|
Β
B.Β Β |
βSchedule
Aβ
is
the listing of Residential Mortgage Agreements which are insured
under
this Policy.
|
Β
C.Β Β |
βInsuredβ
is
the Person designated on the face of this Policy. The Insured
may contract
with any other Person to perform the Insuredβs obligations under this
Policy.
|
Β
D.Β Β |
βPersonβ
is
any individual, corporation, partnership, association or other
entity.
|
Β
E.Β Β |
βBorrowerβ
is
the Person required to repay the debt obligation created pursuant
to a
Residential Mortgage Agreement insured under this
Policy.
|
Β
F.Β Β |
βDefaultβ
occurs when the Borrower becomes in arrears in an amount equal
to or
greater than one (1) monthly principal and interest payment due
under the
terms of the Residential Mortgage Agreement or violates any other
term or
condition of the Residential Mortgage Agreement which is a basis
for a
foreclosure action.
|
Β
G.Β Β |
βThree
(3) Months in Defaultβ
occurs when the Borrower becomes in arrears in an amount equal
to or
greater than three (3) monthly principal and interest payments
due under
the terms of the Residential Mortgage
Agreement.
|
Β
H.Β Β |
βResidential
Mortgage Agreementβ
is
any note and any mortgage, bond, deed of trust, or other instrument
used
in connection with the Borrowerβs loan and evidencing a first lien or
charge on residential real
property.
|
Β
I.Β Β |
βResidentialβ
is
a type of building or condominium unit which is designed for
occupancy by
not more than four families.
|
Β
J.Β Β |
βGood
and Merchantable Titleβ
is
title free and clear of all liens, defects encumbrances, covenants,
conditions, restrictions and easements, including but not limited
to
rights of parties inΒ possession, except
for:
|
Β
(1)Β Β |
the
lien of current general real estate taxes and other public charges
and
assessments notΒ yet due and payable;
and
|
Β
(2)Β Β |
easements
for public utilities, covenants, conditions, restrictions, rights
of way,
buildingΒ restrictions, the effect of building laws or regulations
with which the improvements on the property comply and other
matters of
public record, which inΒ anyΒ case do not impair the use of the
property and the improvements thereon for their intended purposes:
and
|
Β
(3)Β Β |
tenants
under leases approved in writing by the
Insured;
|
Β
and
except for any other impediments which will not have an adverse effect
on the
marketabilityΒ of the title.
Β
K.Β Β |
βApproved
Saleβ
is
(1) a sale of property acquired by the Insured because of a Default
by
Borrower and to which the Company has given prior approval, (2)
a
foreclosure or trusteeβs sale of a property to a third party at a price
equal to or exceeding the maximum amount specified by the Company
to be
bid by the Insured, (3) the acquisition of a property by the
Company
pursuant to Condition 7D herein.
|
Β
L.Β Β |
βInitial
Principal Balanceβ
is
the unpaid principal balance of a Residential Mortgage Agreement
at the
EffectiveΒ Date as listed in the attached Schedule
A.
|
Β
M.Β Β |
βTotal
Initial Principal Balancesβ
is
the sum of the Initial Principal Balances of all of the Residential
Mortgage Agreements listed in the attached Schedule
A.
|
Β
N.Β Β |
Total
Amortized Principal Balancesβ
is
the sum of the unpaid principal balances of the Residential
MortgageΒ Agreements listed in the attached Schedule A which were
outstanding at the beginning of the
month.
|
Β
O.Β Β |
βSecurityβ
is
the bond(s), certificate(s), or other security instrument(s)
identified or
referred to on the face of this
policy.
|
Β
P.Β Β |
βFraudβ
is any claim where fraud, error, omission, misrepresentation,
dishonesty,
negligence or similar occurrence with respect to any Residential
Mortgage
Agreement has taken place on the part of the person, including
without
limitation, the mortgagor, any appraiser, any builder or developer,
or any
other party involved in the origination or servicing of the Residential
Mortgage Agreement.
|
Β
Q.Β Β |
βQualifiedβ
means the Company is duly qualified under applicable state laws
as a
mortgage guaranty insurance company, duly authorized to write
the
insurance provided by this Policy, and has a financial strength
rating of
not lower than βBaa3β from Xxxxxβx and βBBB-β from
S&P.
|
Β
R.Β Β |
βTransaction
Agreementsβ
means the agreements related to the Security, without regard
to any
amendments, supplements or other modifications to which the Company
has
not given its writtenΒ consent.
|
Β
S.Β Β |
βServicerβ
means
Option One Mortgage Corporation.
|
Β
T.Β Β |
βEffective
Dateβ
means the effective date listed on the face of this
Policy.
|
Β
U.Β Β |
βOriginatorβ
means
Option One Mortgage Corporation.
|
Β
2.Β Β |
Effective
Date, Policy Period, Termination and
Cancellation
|
Β
The
effective date of this Policy shall be the date specified on the face hereof.
This Policy shall continue inΒ force (1) as to each Residential Mortgage
Agreement listed in the attached Schedule A, until it has been paid in
full, is
no longer represented by the Security or is otherwise liquidated or (2)
until
the Security is redeemed or otherwise paidΒ in full. If at any time the
Company ceases to be Qualified, the Insured may terminate this Policy upon
written notice by it to the Company, and thereupon no further premium shall
be
due under this Policy. The Company shall use all diligent effort to remain
qualified under applicable state laws as a mortgage guaranty insurance
company,
duly authorized to write the insurance provided by this Policy. Except
as
provided in this Condition and Condition 3 herein, there is no right of
cancellation under this Policy.
Β
3.Β Β |
Premiums
|
Β
A.Β Β |
The
premium for this Policy shall be paid to the Company in the manner
and at
the Premium Rates specified on the face hereof. Failure to pay
any
installment of the premium within thirty (30) days after receipt
of notice
from the Company that such installment is due and unpaid will
terminate
the liability of the Company with respect to the coverage contained
in
this Policy, and the Policy thereupon shall be canceled. The
Company will
provide the Insured with prior written notice mailed to the last
known
address of the Insured at least thirty (30) days in advance of
theΒ effective date of such cancellation. Except as otherwise provided
herein, there shall be noΒ refund of premium under
thisΒ Policy.
|
Β
B.Β Β |
If
the aggregate losses under this Policy reach the Aggregate Loss
Limit
specified in Condition 8F herein, the total premium under this
Policy is
due and shall remain due, provided, however, that the premium
shall
continue to be calculated and paid in accordance with Condition
3A
above.
|
Β
4.Β Β |
Assumptions
|
Β
If
a
Residential Mortgage Agreement listed in Schedule A is assumed, the coverage
under this Policy shall remain in force if the original Borrower is not
released
from personal liability. If the original Borrower by an assumption is released
from personal liability on a Residential Mortgage Agreement listed in Schedule
A, the liability of the Company for coverage under this Policy as to such
Residential Mortgage Agreement shall terminate unless the Company approves
the
assumption in writing. The Insured shall provide the Company with the
information and documentation required by the Company. The Company shall
not
unreasonably withhold approval of an assumption.
Β
5.Β Β |
Notice
of Prepayments and
Assumptions
|
Β
Unless
otherwise mutually agreed by the Insured and the Company, the Insured shall
each
month provide the Company with: (1) a listing of those Residential Mortgage
Agreements which have been prepaid in full, which have been assumed or
as to
which there have been losses.
Β
6.Β Β |
Notice
of Default
|
Β
Within
fifteen (15) days after the Insured receives notice or otherwise becomes
aware
that:
Β
A.Β Β |
A
Borrower is Three (3) Months in Default, as defined herein,
or
|
Β
B.Β Β |
Proceedings
to acquire title to a Borrowerβs property have been
commenced,
|
Β
whichever
event occurs first, notice thereof shall be given to the Company by the
Insured
upon the form furnished by the Company, provided, however, that failure
of the
Company to furnish forms shall not relieve the Insured of the obligation
to give
notice in any reasonable form within the required time. Thereafter, the
Insured
shall report monthly to the Company in summary form the status of the Borrowerβs
account, until a claim is submitted to the Company or until the Borrower
is less
than Three (3) Months in Default.
Β
7.Β Β |
Loss
Computation and
Conditions
|
Β
A.Β Β |
Advances
-
In the event of Default, it shall be a condition precedent to
payment of a
claim on any Residential Mortgage Agreement that the Insured
advance: (1)
hazard insurance premiums, (2) real estate property taxes, (3)
property
protection and preservation expenses, (4) property sales expenses,
and (5)
foreclosure costs (including court costs and reasonable attorneys
fees),
in each case to the extent not constituting Nonrecoverable Servicing
Advances.
|
Β
B.Β Β |
Restoration
-
In the event of Default, if there is any physical loss or damage
to the
property from any cause, whether by accidental means or otherwise,
it
shall be a condition precedent to payment of a claim on the Residential
Mortgage Agreement that the Insured restore the property to its
condition
at the time of the issuance of this Policy, reasonable wear and
tear
excepted.
|
Β
C.Β Β |
Computation
of Loss
-
The Deductible Amount and the Aggregate Loss Limit contained
in Condition
7F below, theΒ amount of loss payable to the Insured on each
individual claim shall be:
|
Β
the
total
of:
Β
(1)Β Β |
the
amount of the unpaid principal balance at the time of an Approved
Sale of
the property,
|
Β
(2)Β Β |
subject
to Condition 8B herein, the amount of the accumulated delinquent
interest
computed to the date of claim settlement at the Residential Mortgage
Agreement rate of interest, and
|
Β
(3)Β Β |
the
amount of advances made by the Insured under Condition 7A
above,
|
Β
less:
Β
(4)Β Β |
the
net proceeds upon an Approved Sale of the
property.
|
Β
D.Β Β |
Loss
Payment Option
-
Subject to the exhaustion of the Deductible Amount and the Aggregate
Loss
Limit contained in Condition 7F below, in lieu of paying the
loss
determined by the computation in Condition 7C above, the Company
may, at
its option, pay the Insured the total of the amounts under clauses
(1),
(2) and (3) of Condition 7C above. As a condition precedent to
the payment
of any sum under this loss payment option, the Insured shall
provide the
Company with Good and Merchantable Title to the property. Within
thirty
(30) days after the property is sold by the Company, the Company
shall
give written notice to the Insured of the net amount received
for such
sale.
|
Β
E.Β Β |
Discharge
of Obligation
-
Any claim payment by the Company pursuant to Condition 7C above
orΒ loss payment pursuant to Condition 7D above shall be a full and
final discharge of its obligation with respect to such claim
or loss under
the terms of this Policy.
|
Β
F.Β Β |
Aggregate
Loss Limit -
Notwithstanding the provisions of Conditions 7C and 7D above,
theΒ Aggregate Loss Limit of the Company under this Policy is equal
to
the Aggregate Loss Percentage of the Total Initial Principal
Balances of
the Residential Mortgage Agreements listed in the attached Schedule
A, as
indicated and subject to the Special Condition on the face of
this Policy.
The aggregate losses are the sum of losses paid by the Company
pursuant to
Condition 7C or 7D above, reduced by any net amount the Company
receives
upon disposal of anyΒ property and by any other reimbursement that the
Company receives for such losses. When the aggregate losses paid
by the
Company under thisΒ Policy reach an amount equal to the Aggregate Loss
Limit, theΒ liability of the Company toΒ payΒ any additional
claims for loss ceases until the aggregate losses are reduced
to an amount
below the Aggregate Loss Limit.
|
Β
G.Β Β |
Aggregate
Risk Amount -
The Aggregate Risk Amount of the Company under this Policy is
equal to the
Aggregate Loss Limit less the Deductible Amount. The Aggregate
Risk Amount
is the maximum aggregate amount the Company will pay under this
Policy.
When payments by the Company have exceeded the Aggregate Risk
Amount the
liability of the Company to pay any additional claims for loss
ceases.
|
Β
8.Β Β |
Submission
and Payment of Claims
|
Β
A.Β Β |
Claims
-
Unless otherwise mutually agreed, a claim for loss may be filed
with the
Company on the appropriate form provided by the Company within
sixty (60)
days after the Insured has conveyed title to the property pursuant
to an
Approved Sale and shall be accompanied by such documents and
other
information as are reasonably requested by theΒ Company. The Company
shall not unreasonably withhold the approval necessary for such
an
Approved Sale.
|
Β
B.Β Β |
Failure
to File - Failure to file a claim for loss within sixty (60)
days after a
claim could first be filed under Condition 8A above shall result
only in a
reduction of the Loss to the estimated extent of the prejudice
suffered by
the Company for the violation, and shall not result in cancellation
of
coverage with respect to a particular Mortgage Agreement unless
the timing
violation exceeds one hundred eighty (180) days from the required
date of
submission.
|
Β
C.Β Β |
Loss
Payments
-
Any payment of loss required to be made to the Insured with respect
to any
claim shall be payable within sixty (60) days after receipt by
the Company
of such claim, provided that, if the Company shall within twenty
(20) days
after the filing of the claim request additional information
necessary to
complete its review of the claim, then the sixty (60) day period
shall be
suspended until the Company receives the requested
information.
|
Β
9.Β Β |
Where
Notice is Given
|
Β
All
notices, claims, tenders, reports and other data required to be submitted
to the
Company by the Insured shall be mailed postpaid to: Claims Department,
Radian
Guaranty Inc., 1600 Xxxxxx Xxxxxx, Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000. The
Company
may change this address by giving written notice to the Insured.
AllΒ notices to the Insured shall be mailed postpaid to it at its address
shown on the face of this Policy.
Β
10.Β Β |
To
Whom Provisions
Applicable
|
Β
The
provisions of this Policy shall inure to the benefit of and be binding
upon the
Company, the Insured, and any of their respective successors and
assigns.
Β
11.Β Β |
Suit
|
Β
No
suit
or action on this Policy for recovery of any claim shall be sustained in
any
court of law or equity unless all material conditions of this Policy have
been
complied with, except that a condition may be specifically waived by the
Company
in writing. A suit against the Company must be commenced within three (3)
years
after the loss can be determined.
Β
12.Β Β |
Waiver
of Conditions
|
Β
No
condition of the Policy, amendment or endorsement thereto shall be deemed
waived, altered or otherwise compromised unless stated in writing and duly
executed. Each of the conditions of this Policy is severable, and a waiver,
alteration or compromise of one condition shall not be construed as a waiver,
alteration or compromise of any other condition.
Β
13.Β Β |
Servicer
Reports
|
Β
In
addition to any reporting requirements specified in this Policy, the Servicer
agrees to forward to the Company any monthly default or prepayment reports
that
are required to be delivered to the Trustee, within five (5) business days
of
the Trusteeβs receipt. From time to time, the Servicer shall forward additional
reports that have been requested by the Company, so long as such reports
have
been reasonably requested.
Β
14.Β Β |
Conflict
with Laws
|
Β
Any
provision of this Policy which is in conflict with the laws of the jurisdiction
in which it is effective is hereby amended to conform with the minimum
requirements of such laws.
Β
15.Β Β |
Governing
Law
|
Β
This
Policy shall be governed by and construed in accordance with the internal
laws
of the CommonwealthΒ of Pennsylvania.
Β
Β
IN
WITNESS WHEREOF,
The
Company has caused its Corporate Seal to be hereto affixed and these presents
to
be signed by its duly authorized officer.
Β
Β | Β | Β |
Β | RADIAN GUARANTY INC. | |
Β Β |
Β Β |
Β Β |
Β | By:Β Β | Β |
Β |
Senior Vice President |
|
Β | Β |
Β
Β
Β
SCHEDULE
A
Β
Residential
Mortgage Agreements Insured by the Policy
Β
Available
Upon Request
Β
Β
EXHIBIT
A
Β
Representations
and Warranties
Β
Β
A.Β Β |
The
description of each Residential Mortgage Agreement listed in
Schedule A
submitted to the Company by the Originator is true and accurate
in all
material respects. This information shall be deemed to be incorporated
herein by this reference as if set forth in full. The Residential
Mortgage
Agreements have been submitted to the Company and are attached
as Schedule
A hereto.
|
Β
B.Β Β |
The
property identified as the security for each Residential Mortgage
Agreement listed in Schedule A consists of real property improved
by a
residential one-to four-family dwelling located in the United
States of
America.
|
Β
C.Β Β |
The
original appraised value of the property securing each Residential
Mortgage Agreement listed in Schedule A as of the origination
of each loan
is accurately set forth on the
Schedule.
|
Β
D.Β Β |
The
original principal balance of each Residential Mortgage Agreement
listed
in Schedule A is accurately set forth on such Schedule
A.
|
Β
E.Β Β |
A
credit report with FICO score (or equivalent approved by the
Company) was
obtained and utilized in the underwriting of each Residential
Mortgage
Agreement listed in Schedule A. This FICO score (or equivalent
approved by
the Company) is accurately setΒ forth in Schedule A. This FICO score
is the middle of three (3) scores, or the lower of two (2) scores
if only
two (2) scores were available.
|
Β
F.Β Β |
Each
Residential Mortgage Agreement listed in Schedule A was underwritten
at
the time it was originated in a manner materially consistent
with the
Originatorβs underwriting guidelines (the βUnderwriting Guidelinesβ) dated
June 20, 2006, attached as Exhibit B hereto. Any material change
to the
Underwriting Guidelines requires the Companyβs written approval prior to
submission of loans.
|
Β
G.Β Β |
Each
Residential Mortgage Agreement listed in Schedule A is secured
by a first
mortgage lien on a Residential
property.
|
Β
H.Β Β |
As
of the Effective Date of this Policy, each Residential Mortgage
Agreement
listed in Schedule A is due for the related April 1, 2006 scheduled
payment or later.
|
Β
I.Β Β |
Each
Covered Loan will be serviced in a manner materially consistent
with
Option Oneβs customary procedures and guidelines and in accordance with
the provisions of the Pooling and Servicing Agreement, dated
as of June 1,
2006, among, Option One Mortgage Corporation and Xxxxx Fargo
Bank, N.A.
|
J.Β Β |
The
Insured will pay all applicable premium taxes on Residential
Mortgage
Agreements listed in Schedule A where the related properties
are located
in the State of Kentucky or West
Virginia.
|
Β
K.Β Β |
Each
Residential Mortgage Agreement listed in Schedule A was originated
in
compliance with all applicable laws and
regulations.
|
Β
L.Β Β |
None
of the Residential Mortgage Agreements listed in the attached
Schedule A
is secured by a manufactured home.
|
Β
Notwithstanding
any investigation by the Company, the representations and warranties set
forth
above are material inducements to the Company to extend mortgage insurance
coverage on the Residential Mortgage Agreements listed in Schedule A. The
Company has relied on and shall continue to rely upon the accuracy and
completeness of each of the above representations and warranties.
The
Insured agrees that the Company shall not be liable for and this Policy
shall
not apply, extend to or cover any loan (s) whose terms do not satisfy each
of
the criteria set forth above. Notwithstanding
any contrary or otherwise inconsistent provision of the Policy or any other
document, agreement or instrument, the above representations and warranties
shall survive the issuance of this Policy and shall continue in full force
and
effect throughout the term of this Policy.
Β
Β
EXHIBIT
B
Β
Option
One Underwriting Guidelines, June 20, 2006
Β
The
Mortgage Loans will have been originated generally in accordance with
Option
Oneβs Guidelines (the βOption One Underwriting Guidelinesβ). The Option One
Underwriting Guidelines are primarily intended to assess the value of
the
mortgaged property, to evaluate the adequacy of such property as collateral
for
the mortgage loan and to assess the applicantβs ability to repay the mortgage
loan. The Mortgage Loans were also generally underwritten with a view
toward
resale in the secondary market. The Mortgage Loans generally bear higher
rates
of interest than mortgage loans that are originated in accordance with
customary
Xxxxxx Xxx and Xxxxxxx Mac standards.
Β
On
a
case-by-case basis, exceptions to the Option One Underwriting Guidelines
are
made where compensating factors exist. Except as specifically stated
herein, the
Option One Underwriting Guidelines are the same for first lien mortgage
loans
and second lien mortgage loans. Β
Β
Each
mortgage loan applicant completes an application that includes information
with
respect to the applicantβs liabilities, income, credit history, employment
history and personal information. The Option One Underwriting Guidelines
require
a credit report and, if available, a credit score on each applicant from
a
credit-reporting agency. The credit report typically contains information
relating to such matters as credit history with local and national merchants
and
lenders, installment debt payments and any record of defaults, bankruptcies,
repossessions or judgments. A credit score is a statistical ranking of
likely
future credit performance developed by Fair, Xxxxx and Co., Inc. and
made
available through the three national credit data repositoriesβEquifax,
TransUnion and Experian.
Β
Mortgaged
properties that are to secure mortgage loans generally are appraised
by
qualified independent appraisers. Such appraisers inspect and appraise
the
subject property and verify that such property is in acceptable condition.
Following each appraisal, the appraiser prepares a report which includes
a
market value analysis based on recent sales of comparable homes in the
area and,
when deemed appropriate, replacement cost analysis based on the current
cost of
constructing a similar home. All appraisals are required to conform to
the
Uniform Standards of Professional Appraisal Practice adopted by the Appraisal
Standards Board of the Appraisal Foundation and are generally on forms
acceptable to Xxxxxx Xxx and Xxxxxxx Mac.
Β
The
Option One Underwriting Guidelines require that mortgage loans be underwritten
in a standardized procedure which complies with applicable federal and
state
laws and regulations and require Option Oneβs underwriters to be satisfied that
the value of the property being financed, as indicated by an appraisal
supports
the loan balance. The maximum loan amount for mortgage loans originated
under
the origination programs varies by state and may be originated up to
$1,400,000.
Option One recognizes that an appraised value is an opinion and thus,
allows for
variances to the appraisal based on a review of such appraisal, the
loan-to-value ratio (βLTVβ) and other risk factors. The maximum variance between
the appraisal and a review of the appraisal is limited to (i) 10% for
LTVs that
are less than or equal to 85%, (ii) 5% for LTVs between 85.01% and 95%,
and
(iii) 3% for LTVs over 95%. References to LTVβs in this section are based on
loan balance (including the principal balance of the senior lien when
referring
to a second lien mortgage loan) relative to (a) in the case of a purchase
money
mortgage loan, the lesser of the appraised value or the sales price of
the
related mortgaged property and (b) in the case of a refinance mortgage
loan, the
appraised value. There can be no assurance that the value of a mortgaged
property estimated in any appraisal or review is equal to the actual
value of
such mortgaged property at the time of such appraisal or review. Furthermore,
there can be no assurance that the actual value of a mortgaged property
has not
declined subsequent to the time of such appraisal or review.Β
Β
Option
One Underwriting Guidelines require a reasonable determination of an
applicantβs
ability to repay the loan. Such determination is based on a review of
the
applicantβs source of income, calculation of a debt service-to-income ratio
based on the amount of income from sources indicated on the loan application
or
similar documentation, a review of the applicantβs credit history and the type
and intended use of the property being financed.
Β
Except
with respect to the No Documentation program that is described below,
the Option
One Underwriting Guidelines require verification or evaluation of the
income of
each applicant and, for purchase transactions, verification of the seasoning
or
source of funds (in excess of $2,500) required to be deposited by the
applicant
into escrow. The income verification required under Option Oneβs various
mortgage loan programs is as follows:
Β
Full
Documentation, the highest level of income documentation, generally requires
applicants to submit one written form of verification from the employer
of
stable income for at least 12 months. A wage-earner may document income
by a
current pay stub reflecting year to date income and applicantβs most recent W-2
or IRS Form 1040. A self-employed applicant may document income with
either the
most recent federal tax returns or personal bank statements.
Β
Lite
Documentation is for applicants who otherwise cannot meet the requirements
of
the full documentation program and requires applicants to submit 3 monthsβ bank
statements or a pay stub as verification of income.
Β
Stated
Income Documentation applicants are qualified based upon monthly income
as
stated on the mortgage loan application.
Β
No
Documentation, which is only available under the AA+ credit grade, does
not
require any statement or proof of income, employment or assets. The credit
decision is based on the borrowerβs credit score and credit trade lines.
Β
For
wage
earning borrowers, all documentation types require a verbal verification of
employment to be conducted within 48 hours prior to funding.
Β
Latitude
Advantage Program.
The
majority of Option Oneβs loan originations are underwritten using its βLatitude
Advantageβ program guidelines. Under the Latitude Advantage program, the maximum
LTV is based on an applicantβs credit score, risk grade, income documentation
and use and type of property. Maximum LTV for Full Documentation loans
are
generally higher than the maximum LTV for corresponding Lite Documentation
or
Stated Income loans. The maximum LTV for loans secured by owner-occupied
properties are generally higher than for loans secured by properties
that are
not owner-occupied. The credit report of the applicant whose credit score
is
being used for qualifying purposes must reflect three or more tradelines.
A
minimum credit score of 500 is required, although a credit score greater
than
580 is often required to qualify for the maximum LTV (100%) under the
program.
The debt-to-income ratio is generally less than 55%. Latitude Advantage
guidelines generally require bankruptcies be discharged, dismissed or
paid off
at or prior to funding. Collections and judgments which are less than
12 months
old and greater than $5,000 must be paid down or paid off at or prior
to
closing. Collections and judgments which are 12 or more months old are
disregarded. Under the Latitude Advantage program, Option One has established
six risk grades, βAA+β to βCCβ, based on the applicantβs previous mortgage
payment history. Under the AA+ risk category, the applicant must have
no 30-day
late mortgage payments within the last 12 months. Under the AA risk category,
the applicant must have no more than one 30 day late mortgage payment
within the
past 12 months or no prior mortgage payment history. Under the A risk
grade, the
applicant must have no more than two 30-day late mortgage payments within
the
past 12 months. Under the B risk grade, the applicant must have no more
than
four 30-day late mortgage payments or two 30-day and one 60-day late
mortgage
payment within the past 12 months. Under the C risk grade, the applicant
must
have no more than six 30-day late mortgage payments, one 60-day late
mortgage
payment and one 90-day late mortgage payment within the past 12 months,
or six
30-day late mortgage payments, two 60-day late mortgage payments and
no 90-day
late payments within the last 12 months. CC risk mortgage delinquencies
are
considered on a case-by-case basis.
Β
Within
the Latitude Advantage program, the Score Advantage feature allows the
use of
the co-applicantβs credit score for qualifying purposes; provided, however, to
the extent the co-applicantβs credit score exceeds the primary applicantβs
credit score by more than 100 points, then the qualifying credit score
will be
the primary applicantβs credit score plus 100 points. Score Advantage mortgage
loans must be owner occupied, Full Documentation, and have a maximum
LTV of 95%.
Score Advantage requires the co-applicantβs contribution to qualifying income to
be equal to or greater than 30% of the total qualifying income. The maximum
debt-to-income ratio for this program is 5% less than the maximum debt-to-income
ratio allowed under the corresponding non-Score Advantage program.
Β
Legacy
Program.
In
addition to its credit score based origination program, Latitude Advantage,
Option One offers first lien mortgage loans under the βLegacyβ program. Under
the Legacy program, LTV limitations are determined based on the applicantβs risk
grade, income documentation and use and type of property. In general,
the
maximum LTV increases with credit quality and are typically higher for
Full
Documentation loans and owner-occupied properties. The maximum debt-to-income
ratio is generally less than 55% for AA, A, and B risk grades, and less
than 60%
for C and CC risk grades. If a credit score is available, the minimum
credit
score required is 500.
Β
Option
One has established five credit grades under the Legacy program, βAAβ to βCCβ,
and considers an applicantβs prior mortgage payment history, if applicable,
consumer credit payment history, bankruptcy and foreclosure history,
and
debt-to-income ratios when determining a loanβs risk grade. The Legacy risk
grades correspond directly with the Latitude Advantage risk grades with
respect
to previous mortgage payment history requirements. In addition, under
the Legacy
program no foreclosures may have occurred during the preceding three
years for
AA credit grade, two years for A grade and B grade with a LTV greater
than
80%,18 months for B grade with a LTV less than or equal to 80%, or one
year for
C grade applicants. Chapter 7 and Chapter 11 bankruptcies may have occurred
during the preceding two years for AA and A credit grades and B grade
with a LTV
greater than 80%, 18 months for B grade with a LTV less than or equal
to 80%,
and one year for C grade. CC risk bankruptcies are permitted if paid
in full,
discharged or dismissed at or prior to closing. If an applicantβs Chapter 13
bankruptcy has been discharged and the applicant has a credit history
otherwise
complying with the credit parameters of a credit grade and the mortgage
loan LTV
is equal to or less than 80%, then the applicant may qualify for such
credit
grade.
Β
Exceptions.
As
described above, the foregoing risk categories and criteria are Underwriting
Guidelines only. On a case-by-case basis, it may be determined that an
applicant
warrants a debt-to-income ratio exception, a pricing exception, a loan-to-value
exception, a credit score exception or an exception from certain requirements
of
a particular risk category. An upgrade will be granted if the application
reflects certain compensating factors, among others: a relatively lower
LTV; a
maximum of one 30-day late payment on all mortgage loans during the last
12
months; stable employment; a fixed source of income that is greater than
50% of
all income; ownership of current residence of four or more years; or
cash
reserves equal to or in excess of three monthly payments of principal,
interest,
taxes and insurance. An upgrade or exception may also be allowed if the
applicant places a down payment through escrow of at least 10% of the
purchase
price of the mortgaged property, or if the new loan reduces the applicantβs
monthly aggregate mortgage payment by 20% or more. Accordingly, certain
mortgagors may qualify for a more favorable risk category or for a higher
maximum LTV that, in the absence of such compensating factors, would
satisfy
only the criteria of a less favorable risk category or maximum
LTV.
Β
Β
Β
Β
EXHIBIT
C
Β
FORM
OF
MORTGAGE LOAN PURCHASE AGREEMENT
Β
OPTION
ONE MORTGAGE CORPORATION,
Β
as
Originator and Seller
Β
Β
OPTION
ONE OWNER TRUST 2001-1A,
OPTION
ONE OWNER TRUST 2001-2,
Β
OPTION
ONE OWNER TRUST 2002-3,
Β
OPTION
ONE OWNER TRUST 2003-4,
Β
OPTION
ONE OWNER TRUST 2003-5,
Β
OPTION
ONE OWNER TRUST 2005-6,
Β
OPTION
ONE OWNER TRUST 2005-7,
Β
OPTION
ONE OWNER TRUST 2005-8,
Β
OPTION
ONE OWNER TRUST 2005-9
Β
as
Sellers
Β
Β
and
Β
Β
OPTION
ONE MORTGAGE ACCEPTANCE CORPORATION,
Β
as
Purchaser
Β
Β
Β
MORTGAGE
LOAN PURCHASE AGREEMENT
Β
Dated
as
of June 23, 2006
Β
Β
Fixed
Rate and Adjustable Rate Mortgage Loans
Β
Option
One Mortgage Loan Trust 2006-2
Asset-Backed
Certificates, Series 2006-2
Table
of Contents
Β
Β
ARTICLE
I.
Β
DEFINITIONS
Β
Section
1.01
|
Definitions
|
Β
ARTICLE
II.
Β
SALE
OF
MORTGAGE LOANS; PAYMENT OF PURCHASE PRICE
Β
Section
2.01
|
Sale
of Mortgage Loans.
|
Section
2.02
|
Obligations
of the Originator Upon Sale
|
Section
2.03
|
Payment
of Purchase Price for the Mortgage
Loans.
|
Β
ARTICLE
III.
Β
REPRESENTATIONS
AND WARRANTIES; REMEDIES FOR BREACH
Β
Section
3.01
|
Originator
Representations and Warranties Relating to the Mortgage
Loans.
|
Section
3.02
|
Originator
Representations And Warranties Relating to The
Originator
|
Section
3.03
|
Seller
Trust Representations And Warranties
|
Section
3.04
|
Remedies
For Breach of Representations And
Warranties
|
Β
ARTICLE
IV.
Β
ORIGINATOR'S
COVENANTS
Β
Section
4.01
|
Covenants
of The Originator
|
Β
ARTICLE
V.
Β
INDEMNIFICATION
WITH RESPECT TO THE MORTGAGE LOANS
Β
Section
5.01
|
Indemnification.
|
Β
ARTICLE
VI.
Β
TERMINATION
Β
Section
6.01
|
Termination
|
Β
ARTICLE
VII.
Β
MISCELLANEOUS
PROVISIONS
Β
Section
7.01
|
Amendment
|
Section
7.02
|
Governing
Law
|
Section
7.03
|
Notices
|
Section
7.04
|
Severability
of Provisions
|
Section
7.05
|
Counterparts
|
Section
7.06
|
Further
Agreements
|
Section
7.07
|
Intention
of The Parties
|
Section
7.08
|
Successors
And Assigns, Assignment of Purchase Agreement
|
Section
7.09
|
Survival
|
Section
7.10
|
Owner
Trustee
|
SCHEDULES
SCHEDULE
I
|
MORTGAGE
LOANS OWNED BY ORIGINATOR
|
SCHEDULE
II
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2001-1A
|
SCHEDULE
IIII
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2001-2
|
SCHEDULE
IV
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2002-3
|
SCHEDULE
V
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2003-4
|
SCHEDULE
VI
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2003-5
|
SCHEDULE
VII
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-6
|
SCHEDULE
VIII
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-7
|
SCHEDULE
IX
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-8
|
SCHEDULE
X
|
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST
2005-9
|
MORTGAGE
LOAN PURCHASE AGREEMENT, dated as of June 23, 2006 (the βAgreementβ), among
Option One Mortgage Corporation (the βOriginatorβ), Option One Owner Trust
2001-1A (βSeller Trust 1Aβ), Option One Owner Trust 2001-2 (βSeller Trust 2β),
Option One Owner Trust 2002-3 (βSeller Trust 3β), Option One Owner Trust 2003-4
(βSeller Trust 4β), Option One Owner Trust 2003-5 (βSeller Trust 5β), Option One
Owner Trust 2005-6 (βSeller Trust 6β), Option One Owner Trust 2005-7 (βSeller
Trust 7β), Option One Owner Trust 2005-8 (βSeller Trust 8β) and Option One Owner
Trust 2005-9 (βSeller Trust 9β; each of Seller Trust 1A, Seller Trust 1B, Seller
Trust 2, Seller Trust 3, Seller Trust 4, Seller Trust 5, Seller Trust 6,
Seller
Trust 7, Seller Trust 8 and Seller Trust 9, a βSeller
Trustβ
and
collectively the βSeller
Trustsβ)
(the
Originator and each Seller Trust a βSellerβ and collectively the βSellersβ) and
Option One Mortgage Acceptance Corporation (the βPurchaserβ).
Β
W
I T
N E S S E T H
Β
WHEREAS,
each Seller is the owner of (a) the notes or other evidence of indebtedness
(the
βMortgage Notesβ) so indicated on the applicable Schedule hereto referred to
below and (b) the other documents or instruments constituting the Mortgage
File
(collectively, the βMortgage Loansβ); and
Β
WHEREAS,
the Sellers, as of the date hereof, own the mortgages (the βMortgagesβ) on the
properties (the βMortgaged Propertiesβ) securing such Mortgage Loans, including
rights to (a) any property acquired by foreclosure or deed in lieu of
foreclosure or otherwise and (b) the proceeds of any insurance policies
covering
the Mortgage Loans or the Mortgaged Properties or the obligors on the Mortgage
Loans; and
Β
WHEREAS,
the parties hereto desire that the Sellers sell the Mortgage Loans to the
Purchaser pursuant to the terms of this Agreement; and
Β
WHEREAS,
each Seller Trust is an indirect subsidiary of the Originator and the Originator
is the administrator of each Seller Trust; and
Β
WHEREAS,
the Originator originated or acquired the Mortgage Loans and subsequently
sold
the Mortgage Loans to the applicable Seller Trust; and
Β
WHEREAS,
pursuant to the terms of a Pooling and Servicing Agreement dated as of
June 1,
2006 (the βPooling and Servicing Agreementβ) among the Purchaser as depositor,
the Originator as master servicer and Xxxxx Fargo Bank, N.A. as trustee
(the
βTrusteeβ), the Purchaser will convey the Mortgage Loans to Option One Mortgage
Loan Trust 2006-2 (the βTrustβ); and
Β
WHEREAS,
the Originator is obligated, in connection with the transactions contemplated
by
this Agreement, to make certain representations, warranties and covenants
with
respect to itself and the Mortgage Loans; and
Β
WHEREAS,
each Seller Trust is obligated, in connection with the transactions contemplated
by this Agreement, to make certain representations, warranties and covenants
with respect to itself.
Β
NOW,
THEREFORE, in consideration of the mutual covenants herein contained, the
parties hereto agree as follows:
Β
Β
ARTICLE
I.
Β
DEFINITIONS
Β
Section
1.01Β Β Definitions.
All
capitalized terms used but not defined herein and below shall have the
meanings
assigned thereto in the Pooling and Servicing Agreement.
Β
βORIGINATOR
INFORMATIONβ: The information in the Prospectus Supplement as follows: under
βSUMMARY OF TERMSβMortgage Loansβ, the first sentence under the fourth bullet
point under βRISK FACTORSβUnpredictability of Prepayments and Effect on Yields,β
the first sentence under βRISK FACTORSβ Delinquency Status of the Mortgage
Loans,β the first sentence under βRISK FACTORSβSecond Lien Loan Riskβ, the first
sentence under βRISK FACTORSβInterest Only Mortgage Loansβ, the first sentence
in the third paragraph under βRISK FACTORSβPotential Inadequacy of Credit
Enhancement for the Class A and Mezzanine Certificates, the second sentence
under the third bullet point under βRISK FACTORSβInterest Generated by the
Mortgage Loans May Be Insufficient to Maintain Overcollateralizationβ, the
second sentence under βRISK FACTORSβHigh Loan-to-Value Ratios Increase Risk of
Lossβ, the third sentence under βRISK FACTORSβBalloon Loan Riskβ, the first two
sentences under βRISK FACTORSβSimultaneous Second Lien Riskβ, βTHE MORTGAGE
POOLβ, βOPTION ONE MORTGAGE CORPORATIONβ, and the first sentence of the seventh
paragraph under βYIELD, PREPAYMENT AND MATURITY CONSIDERATIONSβ.
Β
ARTICLE
II.
Β
SALE
OF
MORTGAGE LOANS; PAYMENT OF PURCHASE PRICE
Β
Section
2.01Β Β Sale
of Mortgage Loans.
The
applicable Seller, concurrently with the execution and delivery of this
Agreement, does hereby sell, and in connection therewith hereby assigns
to the
Purchaser, effective as of the Closing Date, without recourse, (i) all
of its
right, title and interest in and to each Mortgage Loan identified on the
related
Schedule, including the related Cut-off Date Principal Balance, all interest
accruing thereon on and after the Cut-off Date and all collections in respect
of
interest and principal due after the Cut-off Date; (ii) property which
secured
such Mortgage Loan and which has been acquired by foreclosure or deed in
lieu of
foreclosure; (iii) its interest in any insurance policies in respect of
the
Mortgage Loans and (iv) all proceeds of any of the foregoing. In addition
to the
sale of the Mortgage Loans, the Originator will direct the Trustee to enter
into
the Interest Rate Swap Agreement and a Swap Administration Agreement on
behalf
of the Trust.
Β
Section
2.02Β Β Obligations
of the Originator Upon Sale.
In
connection with any transfer pursuant to Section 2.01 hereof, the Originator
further agrees, at its own expense on or prior to the Closing Date, (a)
to cause
its books and records and the books and records of each Seller Trust, to
indicate that the Mortgage Loans have been sold to the Purchaser pursuant
to
this Agreement and (b) to deliver to the Purchaser and the Trustee a computer
file containing a true and complete list of all such Mortgage Loans specifying
for each such Mortgage Loan, as of the Cut-off Date (i) its account number
and
(ii) the Cut-off Date Principal Balance. Such files, which form a part
of
Exhibit D to the Pooling and Servicing Agreement, shall also be marked
as
Schedules I-XI to this Agreement and are hereby incorporated into and made
a
part of this Agreement.
Β
In
connection with any conveyance by the Sellers, the Originator shall on
behalf of
the Purchaser deliver to, and deposit with the Trustee, as assignee of
the
Purchaser, on or before the Closing Date, the following documents or instruments
with respect to each Mortgage Loan:
Β
(i)Β Β the
original Mortgage Note, endorsed either (A) in blank, in which case the
Trustee
shall cause the endorsement to be completed or (B) in the following form:
βPay
to the order of Xxxxx Fargo Bank, N.A., as Trustee, without recourseβ, or with
respect to any lost Mortgage Note, an original Lost Note Affidavit stating
that
the original mortgage note was lost, misplaced or destroyed, together with
a
copy of the related mortgage note; provided,
however,
that
such substitutions of Lost Note Affidavits for original Mortgage Notes
may occur
only with respect to Mortgage Loans, the aggregate Cut-off Date Principal
Balance of which is less than or equal to 1.00% of the Pool Balance as
of the
Cut-off Date;
Β
(ii)Β Β the
original Mortgage with evidence of recording thereon, and the original
recorded
power of attorney, if the Mortgage was executed pursuant to a power of
attorney,
with evidence of recording thereon;
Β
(iii)Β Β an
original Assignment of Mortgage, in form and substance acceptable for recording.
The Mortgage shall be assigned either (A) in blank or (B) to βXxxxx Fargo Bank,
N.A., as Trustee, without recourseβ;
Β
(iv)Β Β an
original of any intervening assignment of Mortgage showing a complete chain
of
assignments;
Β
(v)Β Β the
original or a certified copy of lender's title insurance policy;
and
Β
(vi)Β Β the
original or copies of each assumption, modification, written assurance
or
substitution agreement, if any.
Β
The
Originator hereby confirms to the Purchaser and the Trustee that it has
caused
the appropriate entries to be made in its general accounting records to
indicate
that such Mortgage Loans have been transferred to the Trustee and constitute
part of the Trust in accordance with the terms of the Pooling and Servicing
Agreement.
Β
If
any of
the documents referred to in Section 2.02(ii), (iii) or (iv) above has
as of the
Closing Date been submitted for recording but either (x) has not been returned
from the applicable public recording office or (y) has been lost or such
public
recording office has retained the original of such document, the obligations
of
the Originator to deliver such documents shall be deemed to be satisfied
upon
(1) delivery to the Trustee or the Custodian no later than the Closing
Date, of
a copy of each such document certified by the Originator in the case of
(x)
above or the applicable public recording office in the case of (y) above
to be a
true and complete copy of the original that was submitted for recording
and (2)
if such copy is certified by the Originator, delivery to the Trustee or
the
Custodian, promptly upon receipt thereof of either the original or a copy
of
such document certified by the applicable public recording office to be
a true
and complete copy of the original. If the original lender's title insurance
policy, or a certified copy thereof, was not delivered pursuant to Section
2.02(v) above, the Originator shall deliver or cause to be delivered to
the
Trustee or the Custodian, the original or a copy of a written commitment
or
interim binder or preliminary report of title issued by the title insurance
or
escrow company, with the original or a certified copy thereof to be delivered
to
the Trustee or the Custodian, promptly upon receipt thereof. The Originator
shall deliver or cause to be delivered to the Trustee or the Custodian
promptly
upon receipt thereof any other documents constituting a part of a Mortgage
File
received with respect to any Mortgage Loan, including, but not limited
to, any
original documents evidencing an assumption or modification of any Mortgage
Loan.
Β
Upon
discovery or receipt of notice of any materially defective document in,
or that
a document is missing from, a Mortgage File, the Originator shall have
120 days
to cure such defect or deliver such missing document to the Purchaser.
If the
Originator does not cure such defect or deliver such missing document within
such time period, the Originator shall either repurchase or substitute
for such
Mortgage Loan pursuant to Section 2.03 of the Pooling and Servicing
Agreement.
Β
The
Purchaser hereby acknowledges its acceptance of all right, title and interest
to
the Mortgage Loans and other property, now existing and hereafter created,
conveyed to it pursuant to Section 2.01.
Β
The
parties hereto intend that the transaction set forth herein be a sale by
the
Sellers to the Purchaser of all the applicable Sellerβs right, title and
interest in and to the related Mortgage Loans and other property described
above. In the event the transaction set forth herein is deemed not to be
a sale,
each Seller hereby grants to the Purchaser a security interest in all of
such
Seller's right, title and interest in, to and under the related Mortgage
Loans
and other property described above, whether now existing or hereafter created,
to secure all of such Seller's obligations hereunder; and this Agreement
shall
constitute a security agreement under applicable law.
Β
The
Originator shall cause the Assignments which were delivered in blank to
be
completed and shall cause all Assignments referred to in Section 2.02(iii)
hereof and, to the extent necessary, in Section 2.02(iv) hereof to be recorded.
The Originator shall be required to deliver such Assignments for recording
within 90 days of the Closing Date. Notwithstanding the foregoing, however,
for
administrative convenience and facilitation of servicing and to reduce
closing
costs, the Assignments of Mortgage shall not be required to be submitted
for
recording with respect to any Mortgage Loan in any jurisdiction where the
Rating
Agencies do not require recordation in order to receive the ratings on
the
Certificates at the time of their initial issuance; provided,
however,
each
Assignment shall be submitted for recording by the Originator in the manner
described above, at no expense to the Trust Fund or Trustee, upon the earliest
to occur of: (i) reasonable direction by Holders of Certificates entitled
to at
least 25% of the Voting Rights, or the NIMS Insurer, (ii) the occurrence
of a
Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy,
insolvency or foreclosure relating to the Master Servicer, (iv) the occurrence
of a servicing transfer as described in Section 7.02 of the Pooling and
Servicing Agreement, (v) if the Originator is not the Master Servicer and
with
respect to any one Assignment the occurrence of a bankruptcy, insolvency
or
foreclosure relating to the Mortgagor under the related Mortgage and (vi)
any
Mortgage Loan that is 90 days or more Delinquent and such recordation would
be
necessary to facilitate conversion of the Mortgaged Property as provided
herein.
Upon (a) receipt of written notice from the Trustee that recording of the
Assignments is required pursuant to one or more of the conditions (excluding
(v)
and (vi) above) set forth in the preceding sentence or (b) upon the occurrence
of condition (v) or (vi) in the preceding sentence, the Originator shall
be
required to deliver such Assignments for recording as provided above, promptly
and in any event within 30 days following receipt of such notice.
Notwithstanding the foregoing, if the Originator fails to pay the cost
of
recording the Assignments, such expense will be paid by the Trustee and
the
Trustee shall be reimbursed for such expenses by the Trust. The Originator
shall
furnish the Trustee, or its designated agent, with a copy of each Assignment
submitted for recording. In the event that any such Assignment is lost
or
returned unrecorded because of a defect therein, the Originator shall promptly
have a substitute Assignment prepared or have such defect cured, as the
case may
be, and thereafter cause each such Assignment to be duly recorded.
Β
The
Originator shall forward to the Purchaser original documents evidencing
an
assumption, modification, consolidation or extension of any Mortgage Loan
entered into in accordance with the Pooling and Servicing Agreement within
two
weeks of their execution; provided,
however,
that
the Originator shall provide the Purchaser with a certified true copy of
any
such document submitted for recordation within two weeks of its execution,
and
shall provide the original of any document submitted for recordation or
a copy
of such document certified by the appropriate public recording office to
be a
true and complete copy of the original within 365 days of its submission
for
recordation. In the event that the Originator cannot provide a copy of
such
document certified by the public recording office within such 365 day period,
the Originator shall deliver to the Purchaser, within such 365 day period,
an
Officer's Certificate of the Master Servicer which shall (A) identify the
recorded document, (B) state that the recorded document has not been delivered
to the Purchaser due solely to a delay caused by the public recording office,
(C) state the amount of time generally required by the applicable recording
office to record and return a document submitted for recordation, if known,
and
(D) specify the date the applicable recorded document is expected to be
delivered to the Purchaser, and, upon receipt of a copy of such document
certified by the public recording office, the Originator shall immediately
deliver such document to the Purchaser. In the event the appropriate public
recording office will not certify as to the accuracy of such document,
the
Originator shall deliver a copy of such document certified by an officer
of the
Originator to be a true and complete copy of the original to the
Purchaser.
Β
Section
2.03Β Β Payment
of Purchase Price for the Mortgage Loans.Β
Β
(a)Β Β In
consideration of the sale of the Mortgage Loans from each Seller to the
Purchaser on the Closing Date, the Purchaser agrees to pay each Seller
on the
Closing Date by transfer of (i) immediately available funds in the amount
set
forth below and (ii) a percentage interest, as specified below, in the
Class C
Certificates, the Class P Certificates and the Residual Certificates
(collectively, the βRetained Certificatesβ) which such Certificates shall be
registered in the name of the applicable Seller or a designee.
Β
Seller
|
Β |
Cash
Consideration
|
Β |
Percentage
Interest in
Retained
Certificates
|
|
Originator
|
Β |
$
|
135,842,147.64
|
Β |
9.06%
|
2001-1A
|
Β |
$
|
202,115,768.08
|
Β |
13.48%
|
2001-2
|
Β |
$
|
94,219,460.76
|
Β |
6.28%
|
2002-3
|
Β |
$
|
131,971,517.51
|
Β |
8.80%
|
2003-4
|
Β |
$
|
134,316,579.23
|
Β |
8.96%
|
2003-5
|
Β |
$
|
213,590,649.44
|
Β |
14.24%
|
2005-6
|
Β |
$
|
131,131,649.49
|
Β |
8.74%
|
2005-7
|
Β |
$
|
108,530,005.66
|
Β |
7.24%
|
2005-8
|
Β |
$
|
274,008,976.46
|
Β |
18.27%
|
2005-9
|
Β |
$
|
74,053,484.37
|
Β |
4.94%
|
Β
(b)Β Β The
Originator shall pay, and be billed directly for, all expenses incurred
by the
Purchaser in connection with the issuance of the Certificates, including,
without limitation, printing fees incurred in connection with the prospectus
relating to the Certificates, blue sky registration fees and expenses,
fees and
expenses of Purchaserβs counsel, fees of the Rating Agencies requested to rate
the Certificates, accountantβs fees and expenses and the fees and expenses of
the Trustee and other out-of-pocket costs, if any.
Β
ARTICLE
III.
Β
REPRESENTATIONS
AND WARRANTIES; REMEDIES FOR BREACH
Β
Section
3.01Β Β Originator
Representations and Warranties Relating to the Mortgage Loans.Β
Β
(a)Β Β The
Originator hereby represents and warrants with respect to the Mortgage
Loans to
the Purchaser that as of the Closing Date or as of such date specifically
provided herein:
Β
(1)Β Β The
applicable Seller has good title to and is the sole owner and holder of
the
related Mortgage Loans;
Β
(2)Β Β Immediately
prior to the transfer and assignment to the Purchaser, the Mortgage Notes
and
the Mortgage Loans were not subject to an assignment or pledge, and the
applicable Seller has full right and authority to sell and assign the related
Mortgage Loans;
Β
(3)Β Β The
applicable Seller is transferring the related Mortgage Loan to the Purchaser
free and clear of any and all liens, pledges, charges or security interests
of
any nature encumbering the Mortgage Loans;
Β
(4)Β Β The
information set forth on each Schedule is true and correct in all material
respects as of the Cut-off Date or such other date as may be indicated
in such
schedule;
Β
(5)Β Β The
Mortgage Loan has been acquired, serviced, collected and otherwise dealt
with by
the Originator and any affiliate of the Originator in compliance with all
applicable federal, state and local laws and regulations and the terms
of the
related Mortgage Note and Mortgage;
Β
(6)Β Β The
related Mortgage Note and Mortgage are genuine and each is the legal, valid
and
binding obligation of the maker thereof, enforceable 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 equity principles (regardless of whether
such
enforcement is considered in a proceeding in equity or at law);
Β
(7)Β Β The
related Mortgage is a valid and enforceable first or second lien on the
related
Mortgaged Property, which Mortgaged Property is free and clear of all
encumbrances and liens (including mechanics liens) having priority over
the
first or second lien of the Mortgage except for: (i) liens for real estate
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, such exceptions appearing of record
being acceptable to mortgage lending institutions generally or specifically
reflected or considered in the lender's title insurance policy delivered
to the
originator of the Mortgage Loan and referred to in the appraisal made in
connection with the origination of the related Mortgage Loan, (iii) other
matters to which like properties are commonly subject which do not materially
interfere with the benefits of the security intended to be provided by
such
Mortgage and (iv) the first lien on the Mortgaged Property, in the case
of the
Mortgages that are second liens;
Β
(8)Β Β Any
security agreement, chattel mortgage or equivalent document related to
such
Mortgage Loan establishes and creates a valid and enforceable first or
second
lien on the Mortgaged Property;
Β
(9)Β Β As
of the
last calendar day of May 2006 and with respect to any Mortgage Loan that
had a
payment due on or before May 1, 2006, except with respect to 4.40% of the
Mortgage Loans by the aggregate Cut-off Date Principal Balance of the Mortgage
Loans, the related Monthly Payment due on May 1, 2006 has been received.
In
addition, 1.57% of
the Group I Mortgage Loans and approximately 1.65%
the
Group II Mortgage Loans (by aggregate principal balance of the mortgage
loans as
of the cut-off date) have
been
30-59
days delinquent as of May 31, 2006.Β
Β
(10)Β Β Neither
the Originator nor any Seller Trust has advanced funds, or induced, solicited
or
knowingly received any advance of funds by a party other than the Mortgagor,
directly or indirectly, for the payment of any amount required under the
Mortgage Loan;
Β
(11)Β Β Neither
the Originator nor any Seller Trust has impaired, waived, altered or modified
the related Mortgage or Mortgage Note in any material respect, or satisfied,
canceled, rescinded or subordinated such Mortgage or Mortgage Note in whole
or
in part or released all or any material portion of the Mortgaged Property
from
the lien of the Mortgage, or executed any instrument of release, cancellation,
rescission or satisfaction of the Mortgage Note or Mortgage;
Β
(12)Β Β As
of the
Cut-off Date, the Mortgage has not been satisfied, canceled or subordinated,
in
whole or in part, or rescinded, and the Mortgaged Property has not been
released
from the lien of the Mortgage, in whole or in part (except for a release
that
does not materially impair the security of the Mortgage Loan or a release
the
effect of which is reflected in the Loan-to-Value Ratio or combined
Loan-to-Value Ratio for the Mortgage Loan as set forth in the Schedule
of
Mortgage Loans), nor has any instrument been executed that would effect
any such
release, cancellation, subordination or rescission;
Β
(13)Β Β No
Mortgage Loan is subject to any right of rescission, set-off, counterclaim
or
defense, including the defense of usury, nor will the operation of any
of the
terms of any Mortgage Note or Mortgage, or the exercise of any right thereunder,
render either the Mortgage Note or Mortgage unenforceable in whole or in
part,
or subject to any right of rescission, set-off, counterclaim or defense,
including the defense of usury, and no such right of rescission, set-off,
counterclaim or defense has been asserted with respect thereto;
Β
(14)Β Β To
the
Originator's knowledge, there is no proceeding pending for the total or
partial
condemnation and no eminent domain proceedings pending affecting any Mortgaged
Property;
Β
(15)Β Β Each
Mortgage Loan is covered by either (i) a mortgage title insurance policy
or
other generally acceptable form of insurance policy customary in the
jurisdiction where the Mortgaged Property is located together with an adjustable
rate rider if applicable or (ii) if generally acceptable in the jurisdiction
where the Mortgaged Property is located, an attorney's opinion of title
given by
an attorney licensed to practice law in the jurisdiction where the Mortgaged
Property is located. All of the Originator's rights under such policies,
opinions or other instruments shall be transferred and assigned to Purchaser
upon sale and assignment of the Mortgage Loans hereunder. The title insurance
policy has been issued by a title insurer licensed to do business in the
jurisdiction where the Mortgaged Property is located, insuring the original
lender, its successor and assigns, as to the first or second priority lien
of
the Mortgage in the original principal amount of the Mortgage Loan, subject
to
the exceptions contained in such policy. The Originator is the sole insured
of
such mortgagee title insurance policy, and such mortgagee title insurance
policy
is in full force and effect and will be in force and effect upon the
consummation of the transactions contemplated by this Agreement. Neither
the
Originator nor any affiliate of the Originator has made, and the Originator
has
no knowledge of, any claims under such mortgagee title insurance policy.
The
Originator is not aware of any action by a prior holder and neither the
Originator nor any affiliate of the Originator has done, by act or omission,
anything which could impair the coverage or enforceability of such mortgagee
title insurance policy or the accuracy of such attorney's opinion of
title;
Β
(16)Β Β There
is
no material default, breach, violation or event of acceleration existing
under
the related Mortgage or the related Mortgage Note and no event which, with
the
passage of time or with notice and the expiration of any grace or cure
period,
would constitute a material default, breach, violation or event of acceleration,
other than a payment delinquency that is for a payment due after the date
specified in (i) above. Neither the Originator, any Seller Trust nor any
affiliate of the Originator or any Seller Trust has waived any default,
breach,
violation or event of acceleration;
Β
(17)Β Β With
respect to any Mortgage Loan which provides for an adjustable interest
rate, all
rate adjustments have been performed in accordance with the terms of the
related
Mortgage Note or subsequent modifications, if any;
Β
(18)Β Β To
the
Originator's knowledge, there are no delinquent taxes, ground rents, water
charges, sewer rents, assessments, insurance premiums, leasehold payments,
including assessments payable in future installments or other outstanding
charges, affecting the related Mortgaged Property;
Β
(19)Β Β No
foreclosure proceedings are pending against the Mortgaged Property and
the
Mortgage Loan is not subject to any pending bankruptcy or insolvency proceeding,
and to the Originator's best knowledge, no material litigation or lawsuit
relating to the Mortgage Loan is pending;
Β
(20)Β Β The
Mortgaged Property for each Mortgage Loan is insured under a hazard insurance
policy (βHazard Insuranceβ) in an amount at least equal to the lesser of (i) the
maximum insurable value of such improvements or (ii) the principal balance
of
the Mortgage Loan with a standard mortgagee clause, in either case in an
amount
sufficient to avoid the application of any βco-insurance provisions,β and, if it
was in place at origination of the Mortgage Loan, flood insurance, at the
mortgagor's cost and expense. If the Mortgaged Property is in an area identified
in the Federal Register by the Federal Emergency Management Agency (βFEMAβ) as
having special flood hazards, a flood insurance policy is in effect which
met
the requirements of FEMA at the time such policy was issued. The Mortgage
obligates the Mortgagor to maintain the Hazard Insurance, and, if applicable,
flood insurance policy at the Mortgagor's cost and expense, and on the
Mortgagor's failure to do so, authorizes the holder of the Mortgage to
obtain
and maintain such insurance at the Mortgagor's cost and expense, and to
seek
reimbursement therefor from the Mortgagor;
Β
(21)Β Β The
Mortgage Note is not and has not been secured by any collateral except
the lien
of the corresponding Mortgage and the security interest of any applicable
security agreement or chattel mortgage;
Β
(22)Β Β The
Mortgage contains an enforceable provision for the acceleration of the
payment
of the unpaid principal balance of the Mortgage Loan in the event that
the
Mortgaged Property is sold or transferred without the prior written consent
of
the Mortgagee thereunder. The Mortgage contains customary and enforceable
provisions such as to render the rights and remedies of the holder thereof
adequate for the realization against the Mortgaged Property of the benefits
of
the security provided thereby, including (i) in the case of a Mortgage
designated as a deed of trust, by trustee's sale and (ii) otherwise by
judicial
foreclosure. Since the date of origination of the Mortgage Loan, the Mortgaged
Property has not been subject to any bankruptcy proceeding or foreclosure
proceeding and the Mortgagor has not filed for protection under applicable
bankruptcy laws. There is no homestead or other exemption available to
the
Mortgagor that would interfere with the right to sell the Mortgaged Property
at
a trustee's sale or the right to foreclose the Mortgage. In the event the
Mortgage constitutes a deed of trust, a trustee, duly qualified under applicable
law to serve as such, as been properly designated and currently so serves
and is
named in the Mortgage, and no fees or expenses are or will become payable
by
Purchaser to the trustee under the deed of trust, except in connection
with a
trustee's sale after default by the related Mortgagor. The Mortgagor has
not
notified the Originator or any affiliate of the Originator and the Originator
has no knowledge of any relief requested or allowed to the Mortgagor under
the
Servicemembers Civil Relief Act;
Β
(23)Β Β Except
as
set forth in the appraisal which forms part of the related Mortgage File,
the
Mortgaged Property, normal wear and tear excepted, is undamaged by waste,
fire,
earthquake or earth movement, windstorm, flood, tornado or other casualty
so as
to affect materially and adversely the value of the Mortgaged Property
as
security for the Mortgage Loan or the use for which the premises were
intended;
Β
(24)Β Β To
the
Originator's knowledge, there was no fraud involved in the origination
of the
Mortgage Loan by the mortgagee or by the Mortgagor, any appraiser or any
other
party involved in the origination of the Mortgage Loan;
Β
(25)Β Β Each
Mortgage File contains an appraisal of the Mortgaged Property indicating
the
appraised value at the time of origination for such Mortgaged Property.
Each
appraisal has been performed in accordance with the provisions of the Financial
Institutions Reform, Recovery and Enforcement Act of 1989;
Β
(26)Β Β To
the
best of the Originator's knowledge, all parties which have had any interest
in
the Mortgage Loan, whether as mortgagee, assignee, pledgee or otherwise,
are
(or, during the period in which they held and disposed of such interest,
were)
in compliance with any and all applicable βdoing businessβ and licensing
requirements of the laws of the state wherein the Mortgaged Property is
located;
Β
(27)Β Β No
improvements on the related Mortgaged Property (upon which value was given)
encroach on adjoining properties (and in the case of a condominium unit,
such
improvements are within the project with respect to that unit), and no
improvements on adjoining properties encroach upon the Mortgaged Property
unless
there exists in the Mortgage File a title Policy with endorsements which
insure
against losses sustained by the insured as a result of such
encroachments;
Β
(28)Β Β Each
Mortgage Loan was originated or acquired by a savings and loan association,
a
savings bank, a commercial bank or similar banking institution which is
supervised and examined by a federal or state authority, or by a mortgagee
approved by the Secretary of HUD. Each Mortgage Loan was originated
substantially in accordance with the Originator's underwriting criteria,
which
are at least as stringent as the underwriting criteria set forth in the
Prospectus Supplement. Each Mortgage Loan is currently being serviced by
the
Originator and has been serviced by the Originator since the date of origination
of such Mortgage Loan;
Β
(29)Β Β (i)
Principal payments on the Mortgage Loan commenced no more than two months
after
the proceeds of the Mortgage Loan were disbursed and (ii) each Mortgage
Note is
payable on the first day of each month;
Β
(30)Β Β The
Mortgage Loan bears interest at the Mortgage Rate and the Mortgage Note
does not
permit negative amortization. No Mortgage Loan bearing interest at an adjustable
rate permits the Mortgagor to convert the Mortgage Loan to a fixed rate
Mortgage
Loan;
Β
(31)Β Β With
respect to escrow deposits, if any, all such payments are in the possession
of,
or under the control of, the Master Servicer and there exist no deficiencies
in
connection therewith for which customary arrangements for repayment thereof
have
not been made. No escrow deposits or escrow advances or other charges or
payments due the Master Servicer have been capitalized under any Mortgage
or the
related Mortgage Note;
Β
(32)Β Β No
Mortgage Loan contains provisions pursuant to which scheduled payments
are: (i)
paid or partially paid with funds deposited in any separate account established
by the Originator, the related Seller Trust, the Mortgagor, or anyone on
behalf
of the Mortgagor; or (ii) paid by any source other than the Mortgagor or
contains any other similar provisions which may constitute a βbuydownβ
provision. The Mortgage Loan is not a graduated payment mortgage loan and
the
Mortgage Loan does not have a shared appreciation or other contingent interest
feature;
Β
(33)Β Β As
of the
origination date of each Mortgage Loan, the related Mortgaged Property
is
lawfully permitted to be occupied under applicable law;
Β
(34)Β Β Except
as
disclosed in the Prospectus Supplement, there are no proceedings or
investigations pending, with respect to servicing, collection or notification
practices and with respect to origination practices, violating any law
in
connection with any Mortgage Loan transferred to the Purchaser pursuant
to this
Agreement, including, without limitation, usury, truth in lending, real
estate
settlement procedures, consumer credit protection, equal credit opportunity
or
disclosure laws. The Mortgage Loan has been serviced in accordance with
the
terms of the Mortgage Note.
Β
(35)Β Β No
Mortgage Loan was made in connection with (a) the construction or rehabilitation
of a Mortgaged Property or (b) facilitating the trade-in or exchange of
a
Mortgaged Property;
Β
(36)Β Β The
proceeds of the Mortgage Loan have been fully disbursed to or for the account
of
the Mortgagor and there is no obligation for the Mortgagee to advance additional
funds thereunder, and any and all requirements as to completion of any
on-site
or off-site improvement and as to disbursements of any escrow funds therefor
have been complied with. All costs, fees and expenses incurred in making
or
closing the Mortgage Loan and the recording of the Mortgage have been paid,
and
the Mortgagor is not entitled to any refund of any amounts paid or due
to the
Mortgagee pursuant to the Mortgage Note or Mortgage;
Β
(37)Β Β There
are
no mechanics' or similar liens or claims that have been filed for work,
labor or
material (and no rights are outstanding that under law could give rise
to such
lien) affecting the related Mortgaged Property that are or may be liens
prior
to, or equal or coordinate with, the lien of the related Mortgage;
Β
(38)Β Β As
to
each Mortgage Loan, interest is calculated on the Mortgage Note on the
basis of
twelve 30-day months and a 360 day year;
Β
(39)Β Β The
Mortgaged Property consists of one of the following: detached or semi-detached
one- to four-family dwelling units, townhouses, individual condominium
units and
individual units in planned unit developments, or manufactured homes treated
as
real property under local law;
Β
(40)Β Β The
Mortgage Loans were not intentionally selected by the related Seller in
a manner
intended to adversely affect the Purchaser or the Trust;
Β
(41)Β Β [reserved];
Β
(42)Β Β The
Mortgage Loans have original terms to maturity ranging from 10 to 30
years;
Β
(43)Β Β As
of the
Cut-off Date; each Mortgage Loan, including any Mortgage Loan seasoned
more than
12 months as of the Cut-off Date, had an loan-to-value-ratio that was less
than
or equal to 100%;
Β
(44)Β Β With
respect to each Mortgage Loan, the Mortgage Note related thereto bears
a fixed
Mortgage Rate or an adjustable Mortgage Rate which will be adjusted on
each
Adjustment Date to equal the Index plus the Gross Margin, rounded to the
nearest
or next highest 0.125%, subject to the Periodic Rate Cap, the Maximum Mortgage
Rate and the Minimum Mortgage Rate;
Β
(45)Β Β No
Mortgage Loan underlying the security is covered by the Home Ownership
and
Equity Protection Act of 1994 (βHOEPAβ) and no mortgage loan is in violation of
any comparable state law;
Β
(46)Β Β Each
Mortgage Loan conforms, and all Mortgage Loans in the aggregate conform,
in all
material respects, to the description thereof set forth in the Prospectus
Supplement;
Β
(47)Β Β With
respect to second lien Mortgage Loans, either (a) no consent for the Mortgage
Loan is required by the holder of the related first lien or (b) such consent
has
been obtained and is contained in the Mortgage File;
Β
(48)Β Β Each
Mortgage Note is comprised of one original promissory note and each such
promissory note constitutes an βinstrumentβ for purposes of section 9-102(a)(65)
of the UCC;
Β
(49)Β Β No
Mortgage Loan originated on or after October 1, 2002 through March 6, 2003 is
governed by the Georgia Fair Lending Act;
Β
(50)Β Β Each
Mortgage Loan was originated in compliance with all applicable local, state
and
federal laws, including, but not limited to, all applicable anti-predatory
and
anti-abusive lending laws;
Β
(51)Β Β None
of
the Mortgage Loans are High Cost as defined by the applicable predatory
and
abusive lending laws;
Β
(52)Β Β No
Mortgage Loan is a high cost loan or a covered loan, as applicable (as
such
terms are defined in the then current Standard & Poorβs LEVELS Glossary
which is now Version 5.6(c), Appendix E);
Β
(53)Β Β Each
Mortgage Loan is a βqualified mortgageβ under Section 860G(a)(3);
and
Β
(54)Β Β No
mortgage loan in the trust is a βhigh cost home,β βcoveredβ (excluding home
loans defined as βcovered home loansβ in the New Jersey Home Ownership Security
Act of 2002 that were originated between November 26, 2003 and July 7,
2004),
βhigh risk homeβ or βpredatoryβ loan under any other applicable state, federal
or local law (or a similarly classified loan using different terminology
under a
law imposing heightened regulatory scrutiny or additional legal liability
for
residential mortgage loans having high interest rates, points and/or
fees).
Β
(55)Β Β The
Mortgaged Property is either a fee simple estate or a long-term residential
lease. If the Mortgage Loan is secured by a long-term residential lease,
unless
otherwise specifically disclosed in the Mortgage Loan Schedule, (A) the
terms of
such lease expressly permit the mortgaging of the leasehold estate, the
assignment of the lease without the lessorβs consent (or the lessorβs consent
has been obtained and such consent is the Mortgage File) and the acquisition
by
the holder of the Mortgage of the rights of the lessee upon foreclosure
or
assignment in lieu of foreclosure or provide the holder of the Mortgage
with
substantially similar protection; (B) the terms of such lease do not (x)
allow
the termination thereof upon the lesseeβs default without the holder of the
Mortgage being entitled to receive written notice of, and opportunity to
cure,
such default or (y) prohibit the holder of the Mortgage from being insured
under
the hazard insurance policy relating to the Mortgaged Property; (C) the
original
term of such lease is not less than 15 years; (D) the term of such lease
does
not terminate earlier than ten years after the maturity date of the Mortgage
Note; and (E) the Mortgaged Property is located in a jurisdiction in which
the
use of leasehold estates for residential properties is an accepted
practice;
Β
(56)Β Β [reserved].
Β
Β Β (b)Β Β Β Β Β
[Reserved].
Β
Section
3.02Β Β Originator
Representations And Warranties Relating to The Originator.
The
Originator represents, warrants and covenants to the Purchaser as of the
Closing
Date or as of such other date specifically provided herein or in the applicable
Assignment and Conveyance:
Β
(i)Β Β The
Originator is duly organized, validly existing and in good standing as
a
corporation under the laws of the State of California and is and will remain
in
compliance with the laws of each state in which any Mortgaged Property
is
located to the extent necessary to ensure the enforceability of each Mortgage
Loan in accordance with the terms of this Agreement;
Β
(ii)Β Β The
Originator has the full power and authority to execute, deliver and perform,
and
to enter into and consummate, all transactions contemplated by this Agreement.
The Originator has duly authorized the execution, delivery and performance
of
this Agreement, has duly executed and delivered this Agreement and this
Agreement, assuming due authorization, execution and delivery by the Purchaser
and the related Seller, constitutes a legal, valid and binding obligation
of the
Originator, enforceable against it in accordance with its terms except
as the
enforceability thereof may be limited by bankruptcy, insolvency or
reorganization. At the time of the sale of each Mortgage Loan by the Originator,
the Originator had the full power and authority to hold each Mortgage Loan
and
to sell each Mortgage Loan;
Β
(iii)Β Β The
execution and delivery of this Agreement by the Originator and the performance
of and compliance with the terms of this Agreement will not violate the
Originator's articles of incorporation or by-laws or constitute a default
under
or result in a breach or acceleration of, any material contract, agreement
or
other instrument to which the Originator is a party or which may be applicable
to the Originator or its assets;
Β
(iv)Β Β The
Originator is not in violation of, and the execution and delivery of this
Agreement by the Originator and its performance and compliance with the
terms of
this Agreement will not constitute a violation with respect to, any order
or
decree of any court or any order or regulation of any federal, state, municipal
or governmental agency having jurisdiction over the Originator or its assets,
which violation might have consequences that would materially and adversely
affect the condition (financial or otherwise) or the operation of the Originator
or its assets or might have consequences that would materially and adversely
affect the performance of its obligations and duties hereunder;
Β
(v)Β Β The
Originator is a HUD approved mortgagee pursuant to Section 203 and Section
211
of the National Housing Act. No event has occurred, including but not limited
to
a change in insurance coverage, which would make the Originator unable
to comply
with HUD eligibility requirements or which would require notification to
HUD;
Β
(vi)Β Β The
Originator does not believe, nor does it have any reason or cause to believe,
that it cannot perform each and every covenant contained in this
Agreement;
Β
(vii)Β Β There
are
no actions or proceedings against, or investigations known to it of, the
Originator before any court, administrative or other tribunal (A) that
might
prohibit its entering into this Agreement, (B) seeking to prevent the sale
of
the Mortgage Loans or the consummation of the transactions contemplated
by this
Agreement or (C) that might prohibit or materially and adversely affect
the
performance by the Originator of its obligations under, or validity of
enforceability of, this Agreement;
Β
(viii)Β Β No
consent, approval, authorization or order of any court or governmental
agency or
body is required for the execution, delivery and performance by the Originator
of, or compliance by the Originator with, this Agreement or the consummation
of
the transactions contemplated by this Agreement, except for such consents,
approvals, authorizations or orders, if any, that have been
obtained;
Β
(ix)Β Β The
consummation of the transactions contemplated by this Agreement are in
the
ordinary course of business of the Originator. The sale of the Mortgage
Loans
was in the ordinary course of business of the Originator and the assignment
and
conveyance of the Mortgage Notes and the Mortgages by the Originator are
not
subject to the bulk transfer or any similar statutory provisions;
Β
(x)Β Β The
information delivered by the Originator to the Purchaser with respect to
the
Originator's loan loss, foreclosure and delinquency experience on mortgage
loans
underwritten to similar standards as the Mortgage Loans and covering mortgaged
properties similar to the Mortgaged Properties, is true and correct in
all
material respects as of the date of such report;
Β
(xi)Β Β Except
with respect to any statement regarding the intentions of the Purchaser,
or any
other statement contained herein the truth or falsity of which is dependant
solely upon the actions of the Purchaser, this Agreement does not contain
any
untrue statement of material fact or omit to state a material fact necessary
to
make the statements contained herein not misleading. The written statements,
reports and other documents prepared and furnished or to be prepared and
furnished by the Originator pursuant to this Agreement or in connection
with the
transactions contemplated hereby taken in the aggregate do not contain
any
untrue statement of material fact or omit to state a material fact necessary
to
make the statements contained therein not misleading; and
Β
(xii)Β Β The
Originator has not transferred the Mortgage Loans with any intent to hinder,
delay or defraud any of its creditors.
Β
Section
3.03Β Β Seller
Trust Representations And Warranties.
Each
Seller Trust represents, warrants and covenants to the Purchaser as of
the
Closing Date or as of such other date specifically provided herein:
Β
(a)Β Β The
Seller Trust is duly organized, validly existing and in good standing as
a
business trust under the laws of the State of Delaware and is and will
remain in
compliance with the laws of each state in which any Mortgaged Property
is
located to the extent necessary to ensure the enforceability of each Mortgage
Loan in accordance with the terms of this Agreement;
Β
(b)Β Β The
Seller Trust has the full power and authority to hold each Mortgage Loan,
to
sell each Mortgage Loan, to execute, deliver and perform, and to enter
into and
consummate, all transactions contemplated by this Agreement. The Seller
Trust
has duly authorized the execution, delivery and performance of this Agreement,
has duly executed and delivered this Agreement and this Agreement, assuming
due
authorization, execution and delivery by the Purchaser and the Originator,
constitutes a legal, valid and binding obligation of the Seller Trust,
enforceable against it in accordance with its terms except as the enforceability
thereof may be limited by bankruptcy, insolvency or reorganization;
Β
(c)Β Β The
execution and delivery of this Agreement by the Seller Trust and the performance
of and compliance with the terms of this Agreement will not violate the
Seller
Trust's certificate of trust or constitute a default under or result in
a breach
or acceleration of, any material contract, agreement or other instrument
to
which the Seller Trust is a party or which may be applicable to the Seller
Trust
or its assets;
Β
(d)Β Β The
Seller Trust is not in violation of, and the execution and delivery of
this
Agreement by the Seller Trust and its performance and compliance with the
terms
of this Agreement will not constitute a violation with respect to, any
order or
decree of any court or any order or regulation of any federal, state, municipal
or governmental agency having jurisdiction over such Seller Trust or its
assets,
which violation might have consequences that would materially and adversely
affect the condition (financial or otherwise) or the operation of the Seller
Trust or its assets or might have consequences that would materially and
adversely affect the performance of its obligations and duties hereunder;
and
Β
(e)Β Β Immediately
prior to the payment of the mortgage loan purchase price for each Mortgage
Loan,
the Seller Trust was the owner of the related Mortgage and the indebtedness
evidenced by the related Mortgage Note and upon the payment of the mortgage
loan
purchase price by the Purchaser, in the event that the Seller Trust retains
record title, the Seller Trust shall retain such record title to each Mortgage,
each related Mortgage Note and the related Mortgage Files with respect
thereto
in trust for the Purchaser as the owner thereof;
Β
(f)Β Β The
Seller Trust has not transferred the Mortgage Loans to the Purchaser with
any
intent to hinder, delay or defraud any of its creditors;
Β
(g)Β Β There
are
no actions or proceedings against, or investigations known to it of, the
Seller
Trust before any court, administrative or other tribunal (A) that might
prohibit
its entering into this Agreement, (B) seeking to prevent the sale of the
Mortgage Loans or the consummation of the transactions contemplated by
this
Agreement or (C) that might prohibit or materially and adversely affect
the
performance by the Seller Trust of its obligations under, or validity or
enforceability of, this Agreement;
Β
(h)Β Β No
consent, approval, authorization or order of any court or governmental
agency or
body is required for the execution, delivery and performance by the Seller
Trust
of, or compliance by the Seller Trust with, this Agreement or the consummation
of the transactions contemplated by this Agreement, except for such consents,
approvals, authorizations or orders, if any, that have been
obtained;
Β
(i)Β Β The
consummation of the transactions contemplated by this Agreement are in
the
ordinary course of business of the Seller Trust, and the transfer assignment
and
conveyance of the related Mortgage Notes and the Mortgages by the Seller
Trust
pursuant to this Agreement are not subject to the bulk transfer or any
similar
statutory provisions; and
Β
(j)Β Β Except
with respect to liens released immediately prior to the transfer herein
contemplated, the applicable Mortgage Note and related Mortgage have not
been
assigned or pledged and immediately prior to the transfer and assignment
herein
contemplated, the Seller Trust held good, marketable and indefeasible title
to,
and was the sole owner and holder of, the related Mortgage Loan subject
to no
liens, charges, mortgages, claims, participation interests, equities, pledges
or
security interests of any nature, encumbrances or rights of others
(collectively, a βLienβ); the Seller Trust has full right and authority under
all governmental and regulatory bodies having jurisdiction over the Seller
Trust, subject to no interest or participation of, or agreement with, any
party,
to sell and assign the same pursuant to this Agreement; and immediately
upon the
transfers and assignments herein contemplated, the Seller Trust shall have
transferred all of its right, title and interest in and to the related
Mortgage
Loans and the Trustee will hold good, marketable and indefeasible title
to, and
be the sole owner of, the related Mortgage Loans subject to no
Liens.
Β
Section
3.04Β Β Remedies
For Breach of Representations And Warranties.
It is
understood and agreed that the representations and warranties set forth
in
Sections 3.01 and 3.02 shall survive the sale of the Mortgage Loans to
the
Purchaser and shall inure to the benefit of the Purchaser, notwithstanding
any
restrictive or qualified endorsement on any Mortgage Note or Assignment
or the
examination or lack of examination of any Mortgage File. With respect to
the
representations and warranties contained herein that are made to the knowledge
or the best knowledge of the Originator or as to which the Originator has
no
knowledge, if it is discovered that the substance of any such representation
and
warranty is inaccurate and the inaccuracy materially and adversely affects
the
value of the related Mortgage Loan, or the interest therein of the Purchaser
or
the Purchaser's assignee, designee or transferee, then notwithstanding
the
Originator's lack of knowledge with respect to the substance of such
representation and warranty being inaccurate at the time the representation
and
warranty was made, such inaccuracy shall be deemed a breach of the applicable
representation and warranty and the Originator shall take such action described
in the following paragraphs of this Section 3.03 in respect of such Mortgage
Loan. Upon discovery by either the Originator, the Master Servicer or the
Purchaser of a breach of any of the foregoing representations and warranties
that materially and adversely affects the value of the Mortgage Loans or
the
interest of the Purchaser (or which materially and adversely affects the
interests of the Purchaser in the related Mortgage Loan in the case of
a
representation and warranty relating to a particular Mortgage Loan), the
party
discovering such breach shall give prompt written notice to the others.
It is
understood by the parties hereto that a breach of the representations and
warranties made in Section 3.01(a) (45), (50), (53) and (54) will be deemed
to
materially and adversely affect the value of the related Mortgage Loan
or the
interest of the Purchaser.
Β
Within
120 days of the earlier of either discovery by or notice to the Originator
of
any breach of a representation or warranty made by the Originator that
materially and adversely affects the value of a Mortgage Loan or the Mortgage
Loans or the interest therein of the Purchaser, the Originator shall use
its
best efforts promptly to cure such breach in all material respects and,
if such
breach cannot be cured, the Originator shall, at the Purchaser's option,
repurchase such Mortgage Loan at the Purchase Price. In the event that
a breach
shall involve any representation or warranty set forth in Section 3.02
and such
breach cannot be cured within 120 days of the earlier of either discovery
by or
notice to the Originator of such breach, all of the Mortgage Loans shall,
at the
Purchaser's option, be repurchased by the Originator at the Purchase Price.
The
Originator may, at the request of the Purchaser and assuming the Originator
has
a Qualified Substitute Mortgage Loan, rather than repurchase a deficient
Mortgage Loan as provided above, remove such Mortgage Loan and substitute
in its
place a Qualified Substitute Mortgage Loan or Loans. If the Originator
does not
provide a Qualified Substitute Mortgage Loan or Loans, it shall repurchase
the
deficient Mortgage Loan. Any repurchase of a Mortgage Loan(s) pursuant
to the
foregoing provisions of this Section 3.03 shall occur on a date designated
by
the Purchaser and shall be accomplished by deposit in accordance with Section
2.03 of the Pooling and Servicing Agreement. Any repurchase or substitution
required by this Section shall be made in a manner consistent with Section
2.03
of the Pooling and Servicing Agreement.
Β
At
the
time of substitution or repurchase of any deficient Mortgage Loan, the
Purchaser
and the Originator shall arrange for the reassignment of the repurchased
or
substituted Mortgage Loan to the Originator and the delivery to the Originator
of any documents held by the Trustee relating to the deficient or repurchased
Mortgage Loan. In the event the Purchase Price is deposited in the Collection
Account, the Originator shall, simultaneously with such deposit, give written
notice to the Purchaser that such deposit has taken place. Upon such repurchase,
the Mortgage Loan Schedule shall be amended to reflect the withdrawal of
the
repurchased Mortgage Loan from this Agreement.
Β
As
to any
Deleted Mortgage Loan for which the Originator substitutes a Qualified
Substitute Mortgage Loan or Loans, the Originator shall effect such substitution
by delivering to the Purchaser or its designee for such Qualified Substitute
Mortgage Loan or Loans the Mortgage Note, the Mortgage, the Assignment
and such
other documents and agreements as are required by the Pooling and Servicing
Agreement, with the Mortgage Note endorsed as required therein. The Originator
shall deposit in the Collection Account the Monthly Payment less the Servicing
Fee due on such Qualified Substitute Mortgage Loan or Loans in the month
following the date of such substitution. Monthly Payments due with respect
to
Qualified Substitute Mortgage Loans in the month of substitution will be
retained by the Originator. For the month of substitution, distributions
to the
Purchaser will include the Monthly Payment due on such Deleted Mortgage
Loan in
the month of substitution, and the Originator shall thereafter be entitled
to
retain all amounts subsequently received by the Originator in respect of
such
Deleted Mortgage Loan. Upon such substitution, the Qualified Substitute
Mortgage
Loans shall be subject to the terms of this Agreement in all respects,
and the
Originator shall be deemed to have made with respect to such Qualified
Substitute Mortgage Loan or Loans as of the date of substitution, the covenants,
representations and warranties set forth in Sections 3.01 and 3.02
Β
It
is
understood and agreed that the representations and warranties set forth
in
Section 3.01 shall survive delivery of the respective Mortgage Files to
the
Trustee on behalf of the Purchaser.
Β
It
is
understood and agreed that the obligations of the Originator set forth
in
Section 3.04 to cure, repurchase and substitute for a defective Mortgage
Loan
and to indemnify the Purchaser as provided in Section 5.01 constitute the
sole
remedies of the Purchaser respecting a missing or defective document or
a breach
of the representations and warranties contained in Section 3.01, 3.02 or
3.03.
Β
ARTICLE
IV.
Β
ORIGINATOR'S
COVENANTS
Β
Section
4.01Β Β Covenants
of The Originator.
The
Originator hereby covenants that except for the transfer hereunder, neither
the
Originator nor any Seller Trust will sell, pledge, assign or transfer to
any
other Person, or grant, create, incur, assume or suffer to exist any Lien
on any
Mortgage Loan, or any interest therein; the Originator will notify the
Trustee,
as assignee of the Purchaser, of the existence of any Lien on any Mortgage
Loan
immediately upon discovery thereof, and the Originator will defend the
right,
title and interest of the Trust, as assignee of the Purchaser, in, to and
under
the Mortgage Loans, against all claims of third parties claiming through
or
under the Originator or any Seller Trust; provided, however, that nothing
in
this Section 4.01 shall prevent or be deemed to prohibit the Originator
or any
Seller Trust from suffering to exist upon any of the Mortgage Loans any
Liens
for municipal or other local taxes and other governmental charges if such
taxes
or governmental charges shall not at the time be due and payable or if
the
Originator or any Seller shall currently be contesting the validity thereof
in
good faith by appropriate proceedings and shall have set aside on its books
adequate reserves with respect thereto.
Β
ARTICLE
V.
Β
INDEMNIFICATION
WITH RESPECT TO THE MORTGAGE LOANS
Β
Section
5.01Β Β Indemnification.Β
Β
(a)Β Β The
Originator agrees to indemnify and hold harmless the Purchaser, each of
its
directors, each of its officers and each person or entity who controls
the
Purchaser or any such person, within the meaning of Section 15 of the Securities
Act, against any and all losses, claims, damages or liabilities, joint
and
several, as incurred, to which the Purchaser, or any such person or entity
may
become subject, under the Securities Act or otherwise, and will reimburse
the
Purchaser, each such director and officer and each such controlling person
for
any legal or other expenses incurred by the Purchaser or such controlling
person
in connection with investigating or defending any such losses, claims,
damages
or liabilities, insofar as such losses, claims, damages or liabilities
(or
actions in respect thereof) arise out of or are based upon (i) any untrue
statement or alleged untrue statement of any material fact contained in
the
Prospectus Supplement or any amendment or supplement to the Prospectus
Supplement approved in writing by the Originator or the omission or the
alleged
omission to state therein a material fact necessary in order to make the
statements in the Prospectus Supplement or any amendment or supplement
to the
Prospectus Supplement approved in writing by the Originator, in the light
of the
circumstances under which they were made, not misleading, but only to the
extent
that such untrue statement or alleged untrue statement or omission or alleged
omission relates to the Originator Information contained in the Prospectus
Supplement, (ii) any untrue statement or alleged untrue statement of any
material fact contained in the information on any computer tape furnished
to the
Purchaser or an affiliate thereof by or on behalf of the Originator containing
information regarding the assets of the Trust or (iii) any untrue statement
or
alleged untrue statement of any material fact contained in any information
provided by the Originator to the Purchaser or any affiliate thereof, or
any
material omission from the information purported to be provided hereby,
and
disseminated to KPMG LLP or prospective investors (directly or indirectly
through available information systems) in connection with the issuance,
marketing or offering of the Certificates. This indemnity agreement will
be in
addition to any liability which the Originator may otherwise have.
Β
(b)Β Β The
Purchaser agrees to indemnify and hold harmless each Seller Trust and the
Originator, each of their respective officers, directors and each person
or
entity who controls each Seller Trust, the Originator or any such person,
against any and all losses, claims, damages or liabilities, joint and several,
to which the related Seller Trust, the Originator or any such person or
entity
may become subject, under the Securities Act or otherwise, and will reimburse
the applicable Seller Trust and/or the Originator for any legal or other
expenses incurred by such Seller Trust, the Originator, each officer and
director and controlling person in connection with investigating or defending
any such losses, claims, damages or liabilities insofar as such losses,
claims,
damages or liabilities (or actions in respect thereof) arise out of or
are based
upon any untrue statement or alleged untrue statement of any material fact
contained in the Prospectus Supplement or any amendment or supplement to
the
Prospectus Supplement or the omission or the alleged omission to state
therein a
material fact necessary in order to make the statements in the Prospectus
Supplement or any amendment or supplement to the Prospectus Supplement,
in the
light of the circumstances under which they were made, not misleading,
but only
to the extent that such untrue statement or alleged untrue statement or
omission
or alleged omission is not contained in the Originator Information in the
Prospectus Supplement. This indemnity agreement will be in addition to
any
liability which the Purchaser may otherwise have.
Β
(c)Β Β Promptly
after receipt by any indemnified party under this Article V of notice of
any
claim or the commencement of any action, such indemnified party shall,
if a
claim in respect thereof is to be made against any indemnifying party under
this
Article V, notify the indemnifying party in writing of the claim or the
commencement of that action; provided,
however,
that
the failure to notify an indemnifying party shall not relieve it from any
liability which it may have under this Article V except to the extent it
has
been materially prejudiced by such failure and, provided further, that
the
failure to notify any indemnifying party shall not relieve it from any
liability
which it may have to any indemnified party otherwise than under this Article
V.
Β
If
any
such claim or action shall be brought against an indemnified party, and
it shall
notify the indemnifying party thereof, the indemnifying party shall be
entitled
to participate therein and, to the extent that it wishes, jointly with
any other
similarly notified indemnifying party, to assume the defense thereof with
counsel reasonably satisfactory to the indemnified party. After notice
from the
indemnifying party to the indemnified party of its election to assume the
defense of such claim or action, the indemnifying party shall not be liable
to
the indemnified party under this Article V for any legal or other expenses
subsequently incurred by the indemnified party in connection with the defense
thereof other than reasonable costs of investigation.
Β
Any
indemnified party shall have the right to employ separate counsel in any
such
action and to participate in the defense thereof, but the fees and expenses
of
such counsel shall be at the expense of such indemnified party unless:
(i) the
employment thereof has been specifically authorized by the indemnifying
party in
writing; (ii) such indemnified party shall have been advised in writing
by such
counsel that there may be one or more legal defenses available to it which
are
different from or additional to those available to the indemnifying party
and in
the reasonable judgment of such counsel it is advisable for such indemnified
party to employ separate counsel; or (iii) the indemnifying party has failed
to
assume the defense of such action and employ counsel reasonably satisfactory
to
the indemnified party, in which case, if such indemnified party notifies
the
indemnifying party in writing that it elects to employ separate counsel
at the
expense of the indemnifying party, the indemnifying party shall not have
the
right to assume the defense of such action on behalf of such indemnified
party,
it being understood, however, the indemnifying party shall not, in connection
with any one such action or separate but substantially similar or related
actions in the same jurisdiction arising out of the same general allegations
or
circumstances, be liable for the reasonable fees and expenses of more than
one
separate firm of attorneys (in addition to local counsel) at any time for
all
such indemnified parties, which firm shall be designated in writing by
the
Purchaser, if the indemnified parties under this Article V consist of the
Purchaser, by the Originator, if the indemnified parties in this Article
V
consist of the Originator, or by the related Seller Trust, if the indemnified
parties in this Article V consist of such Seller Trust.
Β
Each
indemnified party, as a condition of the indemnity agreements contained
in
Section 5.01 (a) and (b) hereof, shall use its best efforts to cooperate
with
the indemnifying party in the defense of any such action or claim. No
indemnifying party shall be liable for any settlement of any such action
effected without its written consent (which consent shall not be unreasonably
withheld), but if settled with its written consent or if there be a final
judgment for the plaintiff in any such action, the indemnifying party agrees
to
indemnify and hold harmless any indemnified party from and against any
loss or
liability by reason of such settlement or judgment. Notwithstanding the
foregoing sentence, if at any time an indemnified party shall have requested
an
indemnifying party to consent to a settlement of any action, the indemnifying
party agrees that it shall be liable for any settlement of any proceeding
effected without its written consent if such settlement is entered into
more
than 30 days after receipt by such indemnifying party of the aforesaid
request
and the indemnifying party has not previously provided the indemnified
party
with written notice of its objection to such settlement. No indemnifying
party
shall effect any settlement of any pending or threatened proceeding in
respect
of which an indemnified party is or could have been a party and indemnity
is or
could have been sought hereunder, without the written consent of such
indemnified party, unless settlement includes an unconditional release
of such
indemnified party from all liability and claims that are the subject matter
of
such proceeding.
Β
(d)Β Β In
order
to provide for just and equitable contribution in circumstances in which
the
indemnity agreement provided for in this Article is for any reason held
to be
unenforceable although applicable in accordance with its terms, each Seller
Trust and the Originator, on the one hand, and the Purchaser, on the other,
shall contribute to the aggregate losses, liabilities, claims, damages
and
expenses of the nature contemplated by said indemnity agreement incurred
by the
related Seller Trust, the Originator and the Purchaser in such proportions
as
shall be appropriate to reflect the relative benefits received by each
Seller
Trust and the Originator on the one hand and the Purchaser on the other
from the
sale of the Mortgage Loans such that the Purchaser is responsible for the
lesser
of (i) 0.25% thereof and (ii) 0.25% of the aggregate proceeds to the respective
Seller Trust from the sale of the related Mortgage Loans and the Originator
shall be responsible for the balance; provided,
however,
that no
person guilty of fraudulent misrepresentation (within the meaning of Section
11(f) of the Securities Act) shall be entitled to contribution from any
person
who was not guilty of such fraudulent misrepresentation. For purposes of
this
Section, each officer and director of the Purchaser and each person, if
any, who
controls the Purchaser within the meaning of Section 15 of the Securities
Act
shall have the same rights to contribution as the Purchaser, each director
of
the Originator, each officer of the Originator, and each person, if any,
who
controls the Originator within the meaning of Section 15 of the Securities
Act
shall have the same rights to contribution as the Originator and each director
of the related Seller Trust, each officer of such Seller Trust, and each
person,
if any, who controls such Seller within the meaning of Section 15 of the
Securities Act shall have the same rights to contribution as the related
Seller.
Β
(e)Β Β The
Originator agrees to indemnify and to hold each of the Purchaser, the Trustee,
each of the officers and directors of each such entity and each person
or entity
who controls each such entity or person and each Certificateholder harmless
against any and all claims, losses, penalties, fines, forfeitures, legal
fees
and related costs, judgments, and any other costs, fees and expenses that
the
Purchaser, the Trustee, or any such person or entity and any Certificateholder
may sustain in any way (i) related to the failure of the Originator to
perform
its duties in compliance with the terms of this Agreement, (ii) arising
from a
breach by the Originator of its representations and warranties in Section
3.01
and 3.02 of this Agreement or (iii) related to the origination or prior
servicing of the Mortgage Loans by reason of any acts, omissions, or alleged
acts or omissions of the Originator, the related Seller or any servicer.
The
Originator shall immediately notify the Purchaser, the Trustee and each
Certificateholder if a claim is made by a third party with respect to this
Agreement. The Originator shall assume the defense of any such claim and
pay all
expenses in connection therewith, including reasonable counsel fees, and
promptly pay, discharge and satisfy any judgment or decree which may be
entered
against the Purchaser, the Trustee or any such person or entity and/or
any
Certificateholder in respect of such claim.
Β
ARTICLE
VI.
Β
TERMINATION
Β
Section
6.01Β Β Termination.
The
respective obligations and responsibilities of the Originator, each Seller
and
the Purchaser created hereby shall terminate, except for the Originator's
indemnity obligations as provided herein upon the termination of the Trust
as
provided in Article X of the Pooling and Servicing Agreement.
Β
ARTICLE
VII.
Β
MISCELLANEOUS
PROVISIONS
Β
Section
7.01Β Β Amendment.
This
Agreement may be amended from time to time, with the consent of the NIMS
Insurer, if any, by the Originator, each Seller Trust and the Purchaser,
by
written agreement signed by the Originator, each Seller Trust and the
Purchaser.
Β
Section
7.02Β Β Governing
Law.
This
Agreement shall be governed by and construed in accordance with the laws
of the
State of New York and the obligations, rights and remedies of the parties
hereunder shall be determined in accordance with such laws.
Β
Section
7.03Β Β Notices.
All
demands, notices and communications hereunder shall be in writing and shall
be
deemed to have been duly given if personally delivered at or mailed by
registered mail, postage prepaid, addressed as follows:
Β
if
to the
Originator:
Β
Option
One Mortgage Corporation
3
Ada
Xxxxxx,
XX 00000
Attention:
C. Xxxxxx Xxxxxx
Β
or
such
other address as may hereafter be furnished to the Purchaser and any Seller
Trust in writing by the Originator.
Β
if
to the
Purchaser:
Β
Option
One Mortgage Acceptance Corporation
3
Ada
Xxxxxx,
XX 00000
Attention:
C. Xxxxxx Xxxxxx
Β
or
such
other address as may hereafter be furnished to any Seller and the Originator
in
writing by the Purchaser.
Β
if
to the
Seller Trusts:
Option
One Owner Trust 2001-1A
Option
One Owner Trust 2001-2
Option
One Owner Trust 2002-3
Option
One Owner Trust 2003-4
Option
One Owner Trust 2003-5
Option
One Owner Trust 2005-6
Option
One Owner Trust 2005-7
Option
One Owner Trust 2005-8
Option
One Owner Trust 2005-9
c/o
Wilmington Trust Company
One
Xxxxxx Square North
0000
Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxxx,
Xxxxxxxx 00000
Attention:
Corporate Trust Administration
Β
or
such
other address as may hereafter be furnished to the Originator and the Purchaser
in writing by the related Seller.
Β
Section
7.04Β Β Severability
of Provisions.
If any
one or more of the covenants, agreements, provisions of terms of this Agreement
shall be held invalid for any reason whatsoever, then such covenants,
agreements, provisions or terms shall be deemed severable from the remaining
covenants, agreements, provisions or terms of this Agreement and shall
in no way
affect the validity of enforceability of the other provisions of this
Agreement.
Β
Section
7.05Β Β Counterparts.
This
Agreement may be executed in one or more counterparts and by the different
parties hereto on separate counterparts, each of which, when so executed,
shall
be deemed to be an original and such counterparts, together, shall constitute
one and the same agreement.
Β
Section
7.06Β Β Further
Agreements.
The
Purchaser, each Seller and the Originator each agree to execute and deliver
to
the other such additional documents, instruments or agreements as may be
necessary or reasonable and appropriate to effectuate the purposes of this
Agreement or in connection with the issuance of any series of Certificates
representing interests in the Mortgage Loans.
Β
Without
limiting the generality of the foregoing, as a further inducement for the
Purchaser to purchase the Mortgage Loans from the Sellers, the Originator
will
cooperate with the Purchaser in connection with the sale of any of the
securities representing interests in the Mortgage Loans. In that connection,
the
Originator will provide to the Purchaser any and all information and appropriate
verification of information, whether through letters of its auditors and
counsel
or otherwise, as the Purchaser shall reasonably request and will provide
to the
Purchaser such additional representations and warranties, covenants, opinions
of
counsel, letters from auditors, and certificates of public officials or
officers
of the Originator as are reasonably required in connection with such
transactions and the offering of investment grade securities rated by the
Rating
Agencies.
Β
Section
7.07Β Β Intention
of The Parties.
It is
the intention of the parties that the Purchaser is purchasing, and each
Seller
is selling, the Mortgage Loans rather than pledging the Mortgage Loans
to secure
a loan by the Purchaser to each Seller. Accordingly, the parties hereto
each
intend to treat the transaction for federal income tax purposes and all
other
purposes as a sale by the related Seller, and a purchase by the Purchaser,
of
the Mortgage Loans. The Purchaser will have the right to review the Mortgage
Loans and the related Mortgage Files to determine the characteristics of
the
Mortgage Loans which will affect the federal income tax consequences of
owning
the Mortgage Loans and the related Seller will cooperate with all reasonable
requests made by the Purchaser in the course of such review.
Β
Section
7.08Β Β Successors
And Assigns, Assignment of Purchase Agreement.
This
Agreement shall bind and inure to the benefit of and be enforceable by
each
Seller, the Originator, the Purchaser, the Trustee and the NIMs Insurer,
if any.
The NIMs Insurer, if any, shall be a third party beneficiary hereof and
may
enforce the terms hereof as if a party hereto. The obligations of each
Seller
and the Originator under this Agreement cannot be assigned or delegated
to a
third party without the consent of the Purchaser which consent shall be
at the
Purchaser's sole discretion, except that the Purchaser acknowledges and
agrees
that each Seller or the Originator may assign its obligations hereunder
to any
Person into which the related Seller or the Originator is merged or any
corporation resulting from any merger, conversion or consolidation to which
the
related Seller or the Originator is a party or any Person succeeding to
the
business of the related Seller or the Originator. The parties hereto acknowledge
that the Purchaser is acquiring the Mortgage Loans for the purpose of
contributing them to a trust that will issue a series of Certificates
representing undivided interests in such Mortgage Loans. As an inducement
to the
Purchaser to purchase the Mortgage Loans, the related Seller and the Originator
each acknowledge and consent to the assignment by the Purchaser to the
Trustee
of all of the Purchaser's rights against each Seller and the Originator
pursuant
to this Agreement insofar as such rights relate to Mortgage Loans transferred
to
the Trustee and to the enforcement or exercise of any right or remedy against
each Seller or the Originator pursuant to this Agreement by the Trustee.
Such
enforcement of a right or remedy by the Trustee shall have the same force
and
effect as if the right or remedy had been enforced or exercised by the
Purchaser
directly.
Β
Section
7.09Β Β Survival.
The
representations and warranties set forth in Sections 3.01, 3.02 and 3.03
and the
provisions of Article V hereof shall survive the purchase of the Mortgage
Loans
hereunder.
Β
Section
7.10Β Β Owner
Trustee.
It is
expressly understood and agreed by the parties to this Agreement that (a)
this
Agreement is executed and delivered by Wilmington Trust Company, not
individually or personally but solely as Owner Trustee of the Seller Trusts,
in
the exercise of the powers and authority conferred and vested in it as
trustee,
(b) each of the representations, undertakings and agreements herein made
on the
part of the related Seller Trust is made and intended not as personal
representations, undertakings and agreements by Wilmington Trust Company
but is
made and intended for the purpose of binding only the related Seller Trust,
(c)
nothing herein contained shall be construed as creating any liability on
Wilmington Trust Company, individually or personally, to perform any covenant
either expressed or implied contained herein, all such liability, if any,
being
expressly waived by the parties to this Agreement and by any person claiming
by,
through or under the parties to this Agreement and (d) under no circumstances
shall Wilmington Trust Company be personally liable for the payment of
any
indebtedness or expenses of any Seller Trust or be liable for the breach
or
failure of any obligation, representation, warranty or covenant made or
undertaken by any Seller Trust under this Agreement or any other
document.
Β
IN
WITNESS WHEREOF, each Seller, the Originator and the Purchaser have caused
their
names to be signed to this Mortgage Loan Purchase Agreement by their respective
officers thereunto duly authorized as of the day and year first above
written.
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE ACCEPTANCE
CORPORATION,
as
Purchaser
|
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Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β | ||||||
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE MORTGAGE CORPORATION,
as
Originator
|
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Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
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Β | Β | Β | Β | Β | Β | Β |
Name:
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Β | Β | Β | Β | Β | Β | Β |
Title:
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Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2001-1A,
as
a Seller
|
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Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
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Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
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Β | Β | Β | Β | Β | Β | Β |
Name:
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Β | Β | Β | Β | Β | Β | Β |
Title:
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Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2001-2,
as
a Seller
|
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Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
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Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
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Β | Β | Β | Β | Β | Β | Β |
Title:
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Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2002-3,
as
a Seller
|
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Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2003-4,
as
a Seller
|
|||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2003-5,
as
a Seller
|
|||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2005-6,
as
a Seller
|
|||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2005-7,
as
a Seller
|
|||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2005-8,
as
a Seller
|
|||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
OPTION
ONE OWNER TRUST 2005-9,
as
a Seller
|
|||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | Β | |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Wilmington
Trust Company, not in its
individual
capacity but solely as Owner
Trustee.
|
||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β | ||||||
Β | Β | Β | Β | Β | Β | Β | Β | Β |
Β | Β | Β | Β | Β | Β | Β |
By:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Name:
|
Β |
Β | Β | Β | Β | Β | Β | Β |
Title:
|
Β |
SCHEDULE
I
MORTGAGE
LOANS OWNED BY THE ORIGINATOR
AVAILABLE
UPON REQUEST
SCHEDULE
II
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2001-1A
AVAILABLE
UPON REQUEST
SCHEDULE
III
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2001-2
AVAILABLE
UPON REQUEST
SCHEDULE
IV
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2002-3
AVAILABLE
UPON REQUEST
SCHEDULE
V
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2003-4
AVAILABLE
UPON REQUEST
SCHEDULE
VI
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2003-5
AVAILABLE
UPON REQUEST
SCHEDULE
VII
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-6
AVAILABLE
UPON REQUEST
SCHEDULE
VIII
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-7
AVAILABLE
UPON REQUEST
SCHEDULE
IX
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-8
AVAILABLE
UPON REQUEST
SCHEDULE
X
MORTGAGE
LOANS OWNED BY OPTION ONE OWNER TRUST 2005-9
AVAILABLE
UPON REQUEST
Β
EXHIBIT
D
Β
MORTGAGE
LOAN SCHEDULE
LOAN NUMBER CITY STATE ZIP CODE CURRENT BALANCE ORIGINAL BALANCE ----------- ---- ----- -------- --------------- ---------------- 871004896 HAZLET XX 0000 320,000.00 320,000.00 871004877 XXXXXXX XX 0000 850,000.00 850,000.00 871004872 XXXXXXXX XX 0000 468,000.00 468,000.00 871004830 XXXXXXXXXXX XX 0000 206,100.00 206,100.00 871004812 XXXXXXXXX XX 0000 410,000.00 410,000.00 871004793 XXXXX XXXXXXXXXX XX 0000 358,000.00 358,000.00 871004776 XXXXXXXXXXXXX XX 0000 138,000.00 138,000.00 871004775 XXXXXX XXXX XX 0000 290,000.00 290,000.00 871004764 XXXXX XX 00000 200,000.00 200,000.00 871004760 XXXXXXXXX XXXXXXX XX 0000 405,600.00 405,600.00 871004759 XXXXXX XXXX XX 0000 280,500.00 280,500.00 871004755 XXXXXX XX 0000 356,000.00 356,000.00 871004744 XXXXXXXXXX XXXX XX 0000 529,200.00 529,200.00 871004743 XXXXXXXX XX 00000 154,000.00 154,000.00 871004739 XXXXXX XX 0000 192,394.64 192,500.00 871004736 XXXXXXXX XX 0000 356,800.00 356,800.00 871004729 XXXXXXXX XX 00000 524,727.82 525,000.00 871004722 XXXX XXXX XX 0000 541,500.00 541,500.00 871004704 XXXXXXXX XX 0000 849,586.29 850,000.00 871004697 XXXXX XXXX XX 0000 352,500.00 352,500.00 871004687 XXXXXXXXXXXX XX 00000 47,988.39 48,000.00 871004685 XXXXXXXXXXXX XX 00000 191,875.04 192,000.00 871004666 XXXX XXX XXXX XX 0000 386,750.00 386,750.00 871004664 XXXXXXXXXX XX 00000 520,840.00 520,840.00 871004663 XXXXXXXXXX XX 0000 145,920.25 146,000.00 871004659 XXXXXXXX XX 00000 250,000.00 250,000.00 871004657 XXXXXXXXXXX XX 00000 399,838.28 400,000.00 871004656 XXXXXXXXX XX 0000 424,000.00 424,000.00 871004650 XXXXXXXX XX 0000 350,100.00 350,100.00 871004625 VENTNOR NJ 8406 292,500.00 292,500.00 871004585 XXXXXXXXXX XX 0000 230,000.00 230,000.00 871004577 XXXXXX XX 00000 142,926.64 143,000.00 871004551 XXXXXXXXX XX 0000 181,883.65 181,981.00 871004542 XXXX XXX XX 0000 186,879.53 187,000.00 871004525 TEANECK XX 0000 21,944.75 22,000.00 871004513 XXXXXXXX XXXX XX 0000 449,710.10 450,000.00 871004506 XXX XXXXX XX 0000 191,169.80 191,250.00 871004494 XXXXXXXXX XX 0000 229,824.11 230,000.00 871004400 XXXXXXXX XX 0000 231,750.48 231,800.00 871004357 XXXXXXX NJ 8527 526,318.69 527,000.00 871004338 XXXX XXXXXX XX 0000 119,865.91 120,000.00 871004329 XXXXXX TWP NJ 8230 129,925.21 130,000.00 871004298 XXXXXXXXXXXX XX 0000 145,000.00 145,000.00 871004285 XXXXXXX XX 00000 29,985.40 30,000.00 871004231 XXXXXX XX 0000 446,293.83 446,500.00 871004224 XXXXX XXXXXX XX 0000 328,500.00 328,500.00 871003959 TEANECK NJ 7646 778,643.88 780,000.00 871003885 XXXXXXXX NJ 7627 329,189.81 330,000.00 871003856 XXXXXXXXXXXXX XX 0000 319,558.97 320,000.00 871003825 XXXXXX XX 0000 524,668.81 525,000.00 871003824 XXXXXXXXXX XXX XX 0000 190,762.57 191,000.00 871003795 XXXXXXXXXXX XX 0000 241,449.48 242,000.00 871003760 XXXXXXXX XX 0000 384,826.69 385,000.00 871003657 XXXXXXX XXXX XX 00000 253,505.21 253,800.00 871003413 XXXXXXX XX 0000 199,904.22 200,000.00 871003266 XXXXXXX XX 00000 405,438.77 407,200.00 871003069 XXXXXXXXX XX 0000 189,366.91 190,000.00 861002398 XXXXXXXXX XX 00000 209,300.00 209,300.00 861002334 XXXX XXXXX XX 00000 236,600.00 236,600.00 861002303 XXXXX XX 00000 179,900.00 179,900.00 861002252 XXXXX XX 00000 28,400.00 28,400.00 861002251 XXXXX XX 00000 113,600.00 113,600.00 861002240 XXXXXXXXXXXX XX 00000 450,000.00 450,000.00 861002214 XXXXXXX XX 00000 204,250.00 204,250.00 861002213 GULF XXXX XX 00000 128,000.00 128,000.00 861002208 XXXX XXXXX XX 00000 88,200.00 88,200.00 861002194 XXXXX XX 00000 118,750.00 118,750.00 861002193 XXXXX XX 00000 169,600.00 169,600.00 861002183 XXXX X XXXXX XX 00000 279,000.00 279,000.00 861002175 XXXX XXXXX XX 00000 212,000.00 212,000.00 861002155 XXXXXX XXXXX XX 00000 155,000.00 155,000.00 861002151 XXXXX XX 00000 305,000.00 305,000.00 861002133 XXXXXX XX 00000 328,000.00 328,000.00 861002129 XXXXXX XXXXXXX XX 00000 185,000.00 185,000.00 861002128 XXXXXX XX 00000 309,900.00 309,900.00 861002120 XXXX XX 00000 277,500.00 277,500.00 861002119 XXXX XXXXX XX 00000 413,250.00 413,250.00 861002115 XXXXXXX XX 00000 144,000.00 144,000.00 861002108 XXXXXXXX XX 00000 131,400.00 131,400.00 861002107 XXXXX XX 00000 78,487.00 78,487.00 861002104 XXXXXXXX XX 00000 69,000.00 69,000.00 861002096 XXXXXX XX 00000 182,500.00 182,500.00 861002092 XXXXX XX 00000 280,000.00 280,000.00 861002090 XXXXXXXX XX 00000 169,900.00 169,900.00 861002076 XXXXXXX XX 00000 159,114.84 159,200.00 861002072 XXXXX XX 00000 91,461.05 91,500.00 861002058 XXXXXX XXXXXXX XX 00000 116,000.00 116,000.00 861002053 XXXXXXXXX XX 00000 170,000.00 170,000.00 861002047 XXXXX XXXX XX 00000 133,947.03 134,000.00 861002046 XXXXX XX 00000 116,202.29 116,250.00 861002044 XXXXX XX 00000 154,656.32 154,700.00 861002043 XXXX XXXXX XX 00000 253,500.00 253,500.00 861002036 XXXXX XXXXXXXX XX 0000 720,000.00 720,000.00 861002031 XXXXXX XXXXX XX 00000 194,193.54 194,320.00 861002022 XX. XXXXXXXXXX XX 00000 129,951.05 130,000.00 861002019 XXXXXXXXX XX 00000 363,894.21 364,000.00 861002015 XXXX XXXXX XX 00000 89,475.78 89,500.00 861002013 XXXX XXXXX XX 00000 357,863.61 358,000.00 861002011 XXXX XXXXXX XX 00000 120,000.00 120,000.00 861002001 XXXXXXXXX XX 00000 521,761.58 522,000.00 861001998 XXXXXX XX 00000 182,954.36 183,000.00 861001995 XXXXXXX XX 00000 196,000.00 196,000.00 861001984 XXXXX XX 00000 99,361.76 99,400.00 861001977 XXXX XXXXX XX 00000 416,250.00 416,250.00 861001970 XXXX XXXX XXXXX XX 00000 142,400.00 142,400.00 861001965 FT XXXXX XX 00000 54,761.00 54,780.00 861001961 FT XXXXX XX 00000 218,968.13 219,120.00 861001952 XXXXXXXXXXX XX 00000 26,593.57 26,600.00 861001949 XXXXXX XXXX XX 00000 115,500.00 115,500.00 861001936 XXXXXX XXXXX XX 00000 54,986.70 55,000.00 861001933 XXXXXX XXXXX XX 00000 219,855.36 220,000.00 861001930 XXXXXX XX 00000 243,789.92 244,000.00 861001928 XXXX XXXXXXXXX XX 00000 186,314.86 186,400.00 861001919 XXXXXX XXXXX XX 00000 171,824.21 172,000.00 861001909 XXXXXX XXXX XX 00000 99,938.16 100,000.00 861001904 XXXXXXX XX 00000 208,000.00 208,000.00 861001884 XXXXX XX 00000 29,786.10 29,800.00 861001873 XXXXX XX 00000 123,143.13 123,200.00 861001872 XXXX XXXXX XX 00000 195,941.37 196,000.00 861001849 XXXXXXXXXX XX 00000 392,507.44 392,640.00 861001837 XXXX XXXXX XX 00000 125,286.64 125,400.00 861001812 XXX XX 00000 170,885.58 171,000.00 861001811 XXXXXXXXX XX 00000 208,000.00 208,000.00 861001809 FT XXXXX XX 00000 95,376.92 95,400.00 861001802 XXXXXX XXXX XX 00000 134,932.18 135,000.00 861001801 XXXXX XXXXX XX 00000 130,000.00 130,000.00 861001791 XXXXXXXXX XX 00000 129,446.04 129,500.00 861001786 XXXXXX XXXXX XX 00000 328,743.35 329,000.00 861001776 XXXXXX XXXXX XX 00000 48,469.28 48,480.00 861001774 XXXXXX XX 00000 88,342.11 88,400.00 861001771 XXXXXXXX XX 00000 154,827.69 155,000.00 861001742 XXXXXXX XXXX XX 00000 246,404.40 246,500.00 861001699 XXXXX XX 00000 114,708.63 114,750.00 861001681 XXXX XXXXX XX 00000 221,924.06 222,000.00 861001619 XXXXXX XXXX XX 00000 190,954.75 191,000.00 861001600 XXXXX XXXX XX 00000 24,986.41 25,000.00 861001586 XXXX XXXXX XX 00000 39,480.80 39,500.00 861001584 XXXXXXX XX 00000 35,790.31 35,800.00 861001556 XXXXXXXXX XX 00000 561,000.00 561,000.00 861001546 XXXXX XXXXX XX 00000 33,781.61 33,800.00 861001542 XXXX XXXXXX XX 00000 26,985.31 27,000.00 861001533 XX XXXXXXXXXX XX 00000 86,959.42 87,000.00 861001488 XXXXXXXX XX 00000 77,958.71 78,000.00 861001478 XXXXX XXXX XX 00000 114,952.70 115,000.00 861001448 XXXX XXXXXXXXXX XX 00000 78,949.26 79,000.00 861001322 XXXXXXXXX XX 00000 98,946.13 99,000.00 861001096 XXXXXXX XX 00000 41,929.59 41,950.00 861000981 XXXXXX XXXX XX 00000 222,815.28 223,000.00 861000668 XXXXXX XX 00000 110,984.08 111,120.00 861000565 XXXXXXXXX XX 00000 160,673.09 161,250.00 861000429 XXXXXXX XX 00000 223,158.15 223,500.00 861000296 XXXXXX XXXXXX XX 00000 57,278.35 57,400.00 861000258 XXXXXXXXX XX 00000 43,916.13 44,000.00 861000243 XXXXX XX 00000 27,153.66 27,200.00 861000183 XXXXX XX 00000 58,253.82 58,400.00 861000032 XXXX XXXX XX 00000 28,911.89 28,964.00 861000008 XXXXXXXX XX 00000 177,165.84 177,300.00 851003272 XXXXXXXXX XX 0000 656,696.63 657,000.00 851003093 XXXXXXX XX 0000 83,959.14 84,000.00 851003073 XXXXXXXX XXX XX 0000 419,685.78 420,000.00 851003069 XXXXXXX XXX XX 0000 174,865.20 175,000.00 851003015 XXXXXX XXXX XX 0000 299,775.57 300,000.00 851002975 XXXXX XX 00000 455,582.16 456,000.00 851002960 BRICK NJ 8723 218,032.64 218,286.00 851002958 XXXXXXX XX 0000 369,784.75 370,000.00 851002946 HAZLET NJ 7730 301,108.71 301,500.00 851002881 XXXXX XX 00000 267,839.35 268,000.00 851002866 XXXXXXX XXXXX XX 0000 294,780.36 295,000.00 851002746 XXXXXXX XX 0000 604,779.57 606,000.00 851002708 XXXXXXXXXX XX 00000 217,830.89 218,000.00 851002665 CENTRAL XXXXX XX 00000 295,734.47 297,000.00 841014743 XXXXXXX XX 00000 129,320.00 129,320.00 841014565 XXXXXXX XX 00000 51,000.00 51,000.00 841014425 XXX XXXX XX 00000 89,500.00 89,500.00 841014415 XXXXXXXX XX 00000 80,000.00 80,000.00 841014368 XXXX XXXXXXXXXX XX 00000 132,000.00 132,000.00 841014363 XXXXXXXX XX 00000 96,000.00 96,000.00 841014331 XXXXXX XXXXXX XX 00000 124,000.00 124,000.00 841014328 XXXXX XXXXXXX XX 00000 163,750.00 163,750.00 841014321 XXXXX XX 00000 184,000.00 184,000.00 841014282 XXXXXXX XX 00000 124,200.00 124,200.00 841014259 XXXXXX XX 00000 94,800.00 94,800.00 841014250 XXXXXXXX XXXX XX 00000 189,900.00 189,900.00 841014221 XXXXXXXXX XX 00000 136,000.00 136,000.00 841014213 XXXXXXXXXX XX 00000 193,600.00 193,600.00 841014167 XXXXXXXXXX XXXXX XX 00000 168,000.00 168,000.00 841014155 XXXXXXX XX 00000 56,000.00 56,000.00 841014147 XXXXXXXX XX 00000 80,100.00 80,100.00 841014091 XXXXXX XX 00000 108,000.00 108,000.00 841014080 XXXXXX XX 00000 24,000.00 24,000.00 841014058 XXXXXXXX XX 00000 383,984.00 383,984.00 841014046 XXXXX XXXXXX XX 00000 90,000.00 90,000.00 841014029 XXXXXXXXXX XX 00000 231,850.54 232,000.00 841014027 XXXXXXXX XXXXXXX XX 00000 68,850.00 68,850.00 841014022 XXX XXXXXXX XX 00000 599,650.00 599,650.00 841014021 XXXXXXXXXX XX 00000 76,000.00 76,000.00 841014014 XXXXXXXXXX XX 00000 115,600.00 115,600.00 841014003 RIVER XXXXX XX 00000 93,000.00 93,000.00 841013975 XXXXXXXXX XXXXX XX 00000 187,000.00 187,000.00 841013970 XXXXXXXX XX 00000 130,150.00 130,150.00 841013963 XXXXXXX XX 00000 217,000.00 217,000.00 841013959 XXXXXXXXXX XX 00000 180,500.00 180,500.00 841013954 XXXX XXXXX XX 00000 315,000.00 315,000.00 841013952 XXXXXXX XX 00000 103,500.00 103,500.00 841013929 XXXXXXX XX 00000 50,000.00 50,000.00 841013927 XXXXXXX XX 00000 200,000.00 200,000.00 841013924 XXXXXXXXX XX 00000 45,600.00 45,600.00 841013921 XXXXXXXXX XX 00000 182,400.00 182,400.00 841013911 XXXXXXX XX 00000 68,000.00 68,000.00 841013900 XXXXXXXXXX XX 00000 129,965.00 129,965.00 841013891 XXXXX XXXXXX XX 00000 137,500.00 137,500.00 841013881 XXXXXXXXX XX 00000 80,750.00 80,750.00 841013879 XXXXXXX XX 00000 104,000.00 104,000.00 841013871 XXXXXXXX XX 00000 50,880.00 50,880.00 841013863 XXXXXXX XX 00000 54,383.73 54,400.00 841013845 XXXXXXXX XX 00000 79,000.00 79,000.00 841013844 XXXXX XX 00000 124,000.00 124,000.00 841013829 XXXXXXX XX 00000 78,358.93 78,400.00 841013827 XXX XXXXXX XX 00000 142,800.00 142,800.00 841013823 XXXXXXXX XX 00000 280,000.00 280,000.00 841013812 XXXXXXX XX 00000 84,400.00 84,400.00 841013804 XXXXXXX XX 00000 99,000.00 99,000.00 841013799 XXXXXX XXXX XX 00000 147,190.85 147,250.00 841013790 XXXXXXXXXXX XX 00000 213,750.00 213,750.00 841013788 XXXXXXX XX 00000 76,000.00 76,000.00 841013786 XXXXXXXX XXXXXXX XX 00000 134,900.00 134,900.00 841013785 XXXXXX XX 00000 23,362.40 23,362.40 841013784 XXXXXX XX 00000 93,449.60 93,449.60 841013777 XXXXXXX XXXX XX 00000 91,958.42 92,000.00 841013770 XXXXXXXXX XX 00000 23,700.00 23,700.00 841013767 XXXXXX XXXXXX XX 00000 84,500.00 84,500.00 841013766 XXXXXXXX XX 00000 144,400.00 144,400.00 841013763 XXXXXXX XX 00000 82,361.96 82,400.00 841013760 XXXXXXX XX 00000 89,544.59 89,600.00 841013753 XXXX XX 00000 100,000.00 100,000.00 841013740 XXXXXXX XX 00000 84,000.00 84,000.00 841013736 XXXXXXXXXXX XX 00000 156,600.00 156,600.00 841013734 XXXXXX XX 00000 124,000.00 124,000.00 841013730 XXXXXXX XX 00000 63,920.00 63,920.00 841013728 XXXX XXXX XX 00000 51,978.89 52,000.00 841013721 XXXXXXXXX XX 00000 156,000.00 156,000.00 841013715 XXXXXX XXXXX XX 00000 114,948.00 114,948.00 841013708 XXXXXXXXX XX 00000 109,954.12 110,000.00 841013610 XXXXXXXXX XX 00000 147,250.00 147,250.00 841013487 XXXXXXXX XXXXXXX XX 00000 170,000.00 170,000.00 841013484 XXXX XX 00000 221,600.00 221,600.00 841013482 XXXXXX XX 00000 123,750.00 123,750.00 841013477 XXXXXX XX 00000 89,316.64 89,362.00 841013462 XXXXXXX XX 00000 80,000.00 80,000.00 841013460 XXXXXXX XX 00000 78,405.67 78,440.00 841013458 XX XXXX XX 00000 75,874.37 75,900.00 841013442 XXXXXXX XX 00000 712,500.00 712,500.00 841013435 XXXXXXXXX XX 00000 50,250.00 50,250.00 841013434 XXXXXXXXXX XX 00000 150,400.00 150,400.00 841013432 XXXX XXXXX XX 00000 94,014.59 94,050.00 841013430 XXXXXXXX XX 00000 123,944.85 124,000.00 841013404 XXXXX XXXX XX 00000 169,000.00 169,000.00 841013390 XXXXXXX XXX XX 00000 155,936.66 156,000.00 841013384 XXXXXXXXX XX 00000 127,500.00 127,500.00 841013382 XXXXXXX XX 00000 67,500.00 67,500.00 841013372 XXXXXX XX 00000 73,200.00 73,200.00 841013370 XXXXX XXXXX XXXXXX XX 00000 123,455.86 123,500.00 841013356 XXXXXXXX XX 00000 22,200.00 22,200.00 841013342 XXXXXXX XX 00000 85,600.00 85,600.00 841013341 XXXXX XXXXX XX 00000 142,039.13 142,063.00 841013332 XXXXXXXXXX XX 00000 288,720.00 288,720.00 841013299 XXXXXXX XX 00000 79,970.21 80,000.00 841013297 XXXXXXX XX 00000 104,500.00 104,500.00 841013276 XXXXXX XXXXX XX 00000 308,000.00 308,000.00 841013257 XXXXXXXX XX 00000 74,967.52 75,000.00 841013243 XXXXXXX XX 00000 95,000.00 95,000.00 841013199 SAULT XXXXXX XXXXX XX 00000 50,000.00 50,000.00 841013189 XXXXXX XX 00000 50,400.00 50,400.00 841013121 XXXXXXXX XX 00000 117,000.00 117,000.00 841013119 XXXXX XXXXXX XX 00000 88,820.00 88,820.00 841013117 XXXXXXXXX XX 00000 122,500.00 122,500.00 841013114 XXXXXXXX XXXX XX 00000 226,600.00 226,600.00 841013113 XXXXXXXXXXX XX 00000 142,324.61 142,400.00 841013112 XXXXX XXXXX XX 00000 102,556.98 102,600.00 841013107 XXXXXXXX XX 00000 108,800.00 108,800.00 841013097 XXXXXXXX XX 00000 120,000.00 120,000.00 841013088 XXXXXXXXX XX 00000 75,000.00 75,000.00 841013085 XXXX XX 00000 131,400.00 131,400.00 841013078 XXXX XXXX XX 00000 265,000.00 265,000.00 841013068 XXXXXXX XX 00000 207,870.05 208,000.00 841013064 XXXXXXXX XXXX XX 00000 56,000.00 56,000.00 841013062 XXXXXX XX 00000 139,839.75 139,900.00 841013059 XXXXXX XX 00000 74,951.68 75,000.00 841013042 XXXXXXXX XX 00000 131,250.00 131,250.00 841013041 XXXXXXX XX 00000 72,750.00 72,750.00 841013037 XXXXX XXXXXX XX 00000 60,593.23 60,610.00 841013031 XXXXXXXXXX XX 00000 175,955.77 176,000.00 841013026 XXXXXXX XX 00000 119,916.30 120,000.00 841013021 XXXXX XXXX XX 00000 144,929.06 145,000.00 841013019 XXXXXX XX 00000 114,711.68 114,750.00 841013018 XXXXXXXX XX 00000 60,187.33 60,210.00 841013017 XXXXXX XXXX XX 00000 225,000.00 225,000.00 841013014 XXXXX XXXXXX XX 00000 104,951.27 105,000.00 841013009 XXXXX XXXXXX XX 00000 115,500.00 115,500.00 841012996 XXXXXXX XX 00000 103,968.90 104,000.00 841012979 XXXXXX XX 00000 79,275.00 79,275.00 841012976 XXXXXX XX 00000 30,486.00 30,486.00 841012972 XXXXXXXX XX 00000 63,963.93 64,000.00 841012967 XXXXXXXX XX 00000 94,459.94 94,500.00 841012966 XXXXXXXX XX 00000 25,193.90 25,200.00 841012965 XXXXXXXX XX 00000 100,749.36 100,800.00 841012962 XXXXX XXXXXX XX 00000 192,000.00 192,000.00 841012959 XXXX XXXX XX 00000 114,900.00 114,900.00 841012957 XXXXXXXX XX 00000 60,000.00 60,000.00 841012955 XXXX XXXXX XX 00000 128,250.00 128,250.00 841012952 XXXXXXXX XXXX XX 00000 62,912.22 62,937.50 841012945 XXXXXXXXXX XX 00000 88,000.00 88,000.00 841012943 XXXXXXXXX XX 00000 107,895.18 107,920.00 841012916 XXX XXX XX 00000 66,600.00 66,600.00 841012906 XXXXXXXXXX XX 00000 109,940.53 110,000.00 841012903 XXXXXX XX 00000 161,500.00 161,500.00 841012894 XXXXXX XXXX XX 00000 109,600.00 109,600.00 841012892 XXXXXXXXXXXXX XX 00000 231,899.54 232,000.00 841012887 XXXXXXXX XX 00000 90,100.00 90,100.00 841012881 XXXXXXX XX 00000 63,840.00 63,840.00 841012870 XXXXXXX XX 00000 68,400.00 68,400.00 841012869 XXXXXX XXXXX XX 00000 199,864.32 199,900.00 841012865 XXXXXXXXX XX 00000 27,992.42 28,000.00 841012863 XXXXXXXXX XX 00000 111,938.70 112,000.00 841012855 XXXXXXXXX XX 00000 196,800.00 196,800.00 841012846 XXXXXXXX XXXX XX 00000 120,000.00 120,000.00 841012845 XXXXXXXXX XX 00000 151,406.18 151,440.00 841012841 XXXXXXXXX XX 00000 195,040.00 195,040.00 841012826 XXXXXX XX 00000 130,000.00 130,000.00 841012824 XXXXXXXXX XX 00000 121,500.00 121,500.00 841012808 XXXXXXXX XXXX XX 00000 228,897.61 229,000.00 841012783 VAN XXXXX XXX XX 00000 423,344.00 423,344.00 841012780 XXXX XX 00000 64,984.28 65,000.00 841012746 XXXXXX XX 00000 95,200.00 95,200.00 841012744 XXXXX XX 00000 97,200.00 97,200.00 841012743 XXXXXX XXXXX XX 00000 81,000.00 81,000.00 841012742 XXXXXXX XX 00000 26,790.70 26,800.00 841012725 XXXXXX XX 00000 77,978.89 78,000.00 841012705 XXXXXXX XX 00000 123,287.54 123,300.00 841012688 XXXXXXX XX 00000 75,620.00 75,620.00 841012684 XXXXXXX XX 00000 124,200.00 124,200.00 841012678 XXXXXX XXXXX XX 00000 220,000.00 220,000.00 841012671 XXXXX XXXXXX XX 00000 88,150.23 88,191.00 841012669 XXXXXXXXX XX 00000 118,750.00 118,750.00 841012667 XXXXXXXX XX 00000 64,640.00 64,640.00 841012655 XXXXXXXX XX 00000 68,000.00 68,000.00 841012632 XXXXXXXX XX 00000 136,759.08 136,800.00 841012629 XXXXXXXX XX 00000 60,731.83 60,750.00 841012623 XXXXXX XX 00000 266,000.00 266,000.00 841012590 XXXXX XX 00000 51,758.08 51,775.00 841012581 XXXXX XX 00000 25,993.71 26,000.00 841012534 XXXXXX XX 00000 56,000.00 56,000.00 841012520 XXXXXX XX 00000 73,000.00 73,000.00 841012485 XXXXX XXXXXX XX 00000 107,948.53 108,000.00 841012443 XXXX XX 00000 211,850.00 211,850.00 841012419 XXXXX XX 00000 36,037.45 36,055.00 841012364 XXXXXXXX XX 00000 61,164.34 61,192.00 841012275 XXXXXX XX 00000 76,969.40 77,000.00 841012222 XXXXXX XXXX XX 00000 25,586.07 25,600.00 841012176 XXXXXX XX 00000 34,990.29 35,000.00 841012167 XXXXXXX XX 00000 28,885.95 28,900.00 841012125 XXXXX XXXXXX XX 00000 28,586.10 28,600.00 841012104 XXXXXXXXX XX 00000 19,968.05 20,000.00 841012012 XXXXXXX XX 00000 29,985.40 30,000.00 841011984 XXXXXXX XX 00000 35,962.51 35,980.00 841011932 XXXXX XXXXX XX 00000 23,175.98 23,200.00 841011916 XXXXXXX XX 00000 21,688.20 21,700.00 841011893 XXXXXXX XX 00000 22,289.16 22,300.00 841011885 XXXXXXXX XX 00000 296,509.65 297,000.00 841011840 XXXXXXX XX 00000 45,777.48 45,800.00 841011818 XXXXXXXX XX 00000 191,826.58 192,000.00 841011746 XXXXX XX 00000 65,531.87 65,600.00 841011682 XXXXXXX XX 00000 187,277.72 187,500.00 841011599 XXX XXXXX XX 00000 61,395.59 61,429.00 841011496 XXXXXXXXX XX 00000 132,918.22 133,000.00 841011427 XXXXXX XX 00000 203,842.88 204,000.00 841011370 XXXXXX XX 00000 49,953.68 50,000.00 841011327 XXXXXXXXXXXX XX 00000 104,000.00 104,000.00 841011215 XXX XXXX XX 00000 77,651.84 77,700.00 841011212 XXXXXXXX XX 00000 50,347.52 50,400.00 841011056 XXXXXXXX XXXX XX 00000 144,733.51 144,900.00 841011055 XXXXXXX XX 00000 88,820.02 89,250.00 841010873 XXXXXXX XX 00000 42,910.71 43,000.00 841010825 XXXXXXX XX 00000 188,446.49 189,000.00 841010798 XXXXXXXX XXXX XX 00000 1,207,038.56 1,210,500.00 841010742 XXXXXX XXXX XX 00000 131,153.57 131,400.00 841010640 XXXXXXXX XX 00000 185,824.66 186,300.00 841010334 XXXXXXX XX 00000 31,508.76 31,600.00 841009938 XXXXXXXXX XX 00000 116,130.03 116,200.00 841009684 XXXXXXXX XX 00000 258,281.56 259,000.00 841009667 XXXXX XXXXXX XX 00000 31,712.05 31,800.00 841009622 XXXXXX XX 00000 116,596.60 116,945.00 841009487 XXXXX XXXX XX 00000 54,264.37 54,400.00 841007975 XXXXXXX XX 00000 105,720.03 106,400.00 841007271 XXXXXXXX XXXX XX 00000 174,262.35 176,250.00 841006423 XXXXXXXX XX 00000 44,184.85 44,400.00 841005861 XXXXXXXX XX 00000 105,380.96 106,250.00 841005036 XXXXXXXX XX 00000 32,412.86 32,600.00 831064450 TOPSHAM ME 4086 183,916.41 184,000.00 831064449 XXXXXXXX XX 0000 184,875.87 185,000.00 831064448 XXXXX XXXXXXXXXX XX 0000 319,784.85 320,000.00 831064038 XXXXXXXXX XX 0000 147,887.38 148,000.00 831063609 XXXXXXXXXXXX XX 00000 118,009.73 118,250.00 831063608 XXXXX XXXXXXXX XXXX XX 00000 95,952.56 96,000.00 831063607 XXXXX XXXXXXXX XXXX XX 00000 383,560.16 384,000.00 831063606 XXXXXXXXX XX 00000 77,314.94 77,400.00 831063605 XXX XXXXXXX XX 00000 199,085.16 199,200.00 831063604 XXXXXX XXXX XX 0000 285,256.28 285,600.00 831063603 XXXXXXXXX XX 00000 277,065.73 277,500.00 831063602 XXXXXXXXX XX 00000 219,897.36 220,000.00 831063601 XXXXXXXXXX XX 00000 166,933.58 167,025.00 831063600 XXXXXXX XXXXX XX 00000 84,398.39 84,500.00 831063535 XXXXXXXXX XX 0000 174,048.75 174,250.00 831063534 XXXXXXXXXX XX 0000 199,967.40 200,000.00 831063533 XXXX X XXXXX XX 00000 399,731.06 400,000.00 831063532 XXXX X XXXXX XX 00000 99,970.75 100,000.00 831063531 XXXXXXXX XXXXXXX XX 00000 1,049,728.34 1,050,000.00 831063530 XXXXXXX XX 00000 324,765.96 325,000.00 831063529 XXXXXX XX 00000 113,948.21 114,000.00 831063527 XXXXXXXXXX XX 00000 143,338.51 143,500.00 831063526 XXXXX XXXXXXX XX 00000 436,821.49 436,966.00 831063525 XXXXXXX XX 00000 427,880.90 428,000.00 831063524 XXXXX XXXXXXXXXX XX 00000 67,964.92 68,000.00 831063521 XXXXXX XX 00000 99,964.26 100,000.00 831063479 XXXXXXX XX 00000 229,923.94 230,000.00 831063478 XXX XXXXX XX 00000 728,604.29 729,000.00 831063477 XXXX XX 00000 276,788.18 277,000.00 831063476 XXXXXXXXXXX XX 00000 190,704.67 190,750.00 831063475 XXXXXXXXX XX 00000 774,503.09 774,596.00 831063474 XXXX XXXXX XX 00000 93,966.41 94,000.00 831063473 XXXX XXXXX XX 00000 376,000.00 376,000.00 831063472 XXXXXXX XX 00000 313,382.23 313,500.00 831063471 XXXXXXX XXXXX XX 00000 616,500.00 616,500.00 831063470 XXXXXXX XX 00000 164,907.50 165,000.00 831063469 XXXXXXXXX XXXX XX 00000 166,933.58 167,025.00 831063468 XXXXX XXXX XX 00000 199,000.00 199,000.00 831063464 XXXXXXX XXXXX XX 00000 354,805.68 355,000.00 831063427 XXXXXXXX XX 00000 91,473.76 91,500.00 831063426 XXXXX XXXX XX 00000 53,733.74 53,750.00 831063425 XXX XXXXX XX 00000 335,915.58 336,000.00 831063424 XXXXXXXX XX 00000 543,832.52 544,000.00 831063403 XXXX XXXXXX XX 00000 509,675.81 510,000.00 831063402 XXXXXXX XX 00000 303,792.48 304,000.00 831063401 XXXXXXX XX 00000 135,912.65 136,000.00 831063400 XXXXXXX XX 00000 544,000.00 544,000.00 831063399 XXXXXX XX 00000 81,534.86 81,600.00 831063398 XXXXXX XX 00000 434,871.14 435,200.00 831063397 XXXXX XXXXXX XX 00000 50,565.67 50,600.00 831063396 XXXXX XXXXXX XX 00000 202,400.00 202,400.00 831063395 XXXXXXX XX 00000 343,742.60 344,000.00 831063394 XXXXX XXXXXX XX 00000 67,956.33 68,000.00 831063393 XXXXX XXXXXX XX 00000 272,000.00 272,000.00 831063392 XXX XXXXXXXXXX XX 00000 316,434.13 316,800.00 831063391 XXXXXXXXX XX 00000 247,788.24 248,000.00 831063390 XXXXXX XX 00000 369,704.12 370,000.00 831063389 XXXXXXX XX 00000 262,211.55 262,500.00 831063388 XXXXXXXXX XX 00000 144,420.91 144,500.00 831063387 XXXXXXXXX XX 00000 377,891.72 378,000.00 831063386 XXXX XXXXXXX XX 00000 271,612.98 271,700.00 831063384 XXXXXXX XX 00000 493,383.76 494,000.00 831063383 XXXXXXXXXX XX 0000 356,778.10 357,000.00 831063382 XXXXXXXXXX XX 00000 189,915.77 190,000.00 831063381 XXXXX XX 00000 389,695.76 390,000.00 831063380 XXXXXXXXX XX 00000 546,396.27 547,000.00 831063379 XXXXX XX 00000 382,290.63 382,500.00 831063378 XXXXXXXX XX 00000 564,749.15 565,000.00 831063377 XXXXXXXXX XX 00000 287,879.23 288,000.00 831063376 XXXXXXXXX XX 00000 298,881.18 299,000.00 831063374 XXXXX XXXXXX XX 00000 283,316.63 283,400.00 831063368 XXXX XX 00000 166,458.33 166,500.00 831063364 XXXXXX XXXXXX XX 00000 267,881.18 268,000.00 831063361 XXXXXX XX 0000 318,623.32 318,750.00 831063358 XXXXXXX XX 0000 167,964.00 168,000.00 831063355 XXXXXX XX 0000 310,316.49 310,500.00 831063347 XXXXX XXXXXXXXXX XXX. XX 00000 22,991.08 23,000.00 831063346 XXXXXXXXXX XX 00000 637,214.96 637,500.00 831063345 XXXXXXXX XXX. XX 0000 373,500.00 373,500.00 831063344 XXXXX XXXXXXXXXX XXX. XX 00000 91,888.14 92,000.00 831063343 XXXXXXXX XXX. XX 00000 116,948.14 117,000.00 831063342 XXXXXXXXXX XXX. XX 0000 149,685.02 149,767.00 831063316 XXX XXXXXXX XX 00000 410,000.00 410,000.00 831063315 xXXXXXXXX XXXX) XX 00000 1,059,551.60 1,060,000.00 831063314 XXXXXX XX 00000 167,302.06 167,375.00 831063313 XXX XXXXXXX XX 00000 449,721.16 450,000.00 831063312 XXXXXXXX XX 00000 349,850.05 350,000.00 831063311 XXXXXXX XX 00000 511,756.52 512,000.00 831063310 XXX XXXXX XX 00000 626,884.66 627,000.00 831063309 XXXXXXXXXXX XX 00000 174,852.59 175,000.00 831063308 XXXXX XXXX XX 00000 427,278.37 427,500.00 831063307 XXXXXXXXX XX 00000 273,569.89 273,750.00 831063306 XXX XXXXXXX XX 00000 168,758.26 169,000.00 831063305 XXX XXXXXXX XX 00000 974,343.84 975,000.00 831063304 XXXXXXX XX 00000 524,500.00 524,500.00 831063303 XXXXX XXXXXXX XX 00000 755,000.00 755,000.00 831063302 XXXXXX XX 00000 359,781.91 360,000.00 831063301 XXXXXXX XX 00000 256,676.37 256,750.00 831063300 XXXX XX 00000 209,802.48 210,000.00 831063299 XXXXXXX XXXXX XX 00000 948,585.51 950,000.00 831063298 XXX XXXXXXX XX 00000 227,358.60 227,500.00 831063297 XXXXXXX XX 00000 170,944.75 171,000.00 831063296 XXXXX XXXX XX 00000 934,422.42 935,000.00 831063294 XXXXXXXX XX 00000 197,859.50 198,030.00 831063293 XXXXXX XX 00000 379,717.98 380,000.00 000000000 (XXXXX XXXX) CA 94572 427,000.00 427,000.00 831063288 CITY OF XXXXX XXXX XX 0000 286,793.94 287,000.00 831063287 XXXXXX XX 0000 129,806.38 130,000.00 831063286 XXXXXXXXXX XX 0000 247,357.32 247,500.00 831063282 XXXXX FERRY CT 6335 175,816.81 176,000.00 831063281 VILLAGE OF XXXXXXXX XX 00000 314,827.58 315,000.00 831063280 XXXXXXX XX 0000 239,317.76 239,500.00 831063279 XXXXXXX XX 00000 356,250.00 356,250.00 831063277 XXXXXXX XXXXX XX 00000 112,738.26 112,800.00 831063275 XXXXXXXX XX 00000 263,412.86 263,500.00 831063274 XXXXXXX XX 0000 56,222.33 56,250.00 831063269 XX XXXXX XX 00000 537,842.91 538,200.00 831063268 PROVIDENCE RI 2906 228,000.00 228,000.00 831063266 XXXXXX XXXX XX 0000 275,881.75 276,000.00 831063265 XXXXXXXXX XX 00000 346,575.14 346,750.00 831063263 XXXXXXXXX XX 0000 382,101.89 382,500.00 831063262 XXXXXX XX 0000 299,376.55 300,000.00 831063225 XXXXXXX XX 0000 78,974.19 79,000.00 831063224 POINT XXXXXXXX XXXXX XX 0000 117,951.57 118,000.00 831063223 BRICK NJ 8724 170,810.53 171,000.00 831063222 XXXXXXXX XX 00000 276,804.50 277,000.00 831063221 XXXXXX XX 0000 229,372.01 229,500.00 831063220 XXXXXXX XX 0000 316,000.00 316,000.00 831063219 POINT XXXXXXXX XXXXX XX 0000 471,597.58 472,000.00 831063218 XXXXXXXX (XXXXXXXX XXX) XX 0000 225,869.98 226,000.00 831063217 POINT PLEASANT NJ 8742 129,864.68 130,000.00 831063214 XXXXXX XX 00000 455,838.10 456,000.00 831063213 Xxxxxxxxx XX 00000 299,915.30 300,000.00 831063212 XXXXXXX XX 00000 162,350.00 162,350.00 831063211 XXXXXXXXX XX 00000 215,883.24 216,000.00 831063209 Xxxxxxxx XX 00000 476,000.00 476,000.00 831063208 XXXXXXXXX XX 00000 314,895.83 315,000.00 831063207 XXXXXXX XX 00000 367,871.18 368,000.00 831063206 XXXXXXX XX 00000 142,321.41 142,400.00 831063205 XXX XXXXX XX 00000 367,814.71 368,000.00 831063204 Xxx Xxxx XX 00000 439,858.59 440,000.00 831063203 Xxxxx XX 00000 105,556.66 105,600.00 831063202 XXXX XX 00000 169,849.28 170,000.00 831063201 XXXX XX 00000 128,972.86 129,000.00 831063200 XXX XXXXXXX XX 00000 174,949.81 175,000.00 831063199 XXX XXXXXXX XX 00000 700,000.00 700,000.00 831063198 XXXXX XX 00000 207,000.00 207,200.00 831063196 Xxxxxxxxxx XX 00000 399,880.35 400,000.00 831063194 Xxxxxxx XX 00000 398,508.46 398,650.00 831063193 XXXXXXXX XX 00000 180,391.77 180,500.00 831063192 Xxxxxx XX 00000 219,928.17 220,000.00 831063190 XXXXXXX XX 00000 264,407.53 264,600.00 831063189 XXX XXXX XX 00000 253,419.68 253,500.00 831063188 XXXXXXXX XX 00000 356,114.28 356,250.00 831063187 XXXXXXX XX 00000 152,084.75 152,150.00 831063186 XXXXXXXX XX 00000 259,925.52 260,000.00 831063185 XXXXXX XX 00000 320,000.00 320,000.00 831063184 XXXX XXXX XX 00000 108,353.92 108,500.00 831063183 XXXXX XXXX XX 00000 449,645.36 450,000.00 831063182 XXXXXXXX XX 00000 210,289.15 210,400.00 831063181 XXXXXXXX XX 00000 167,804.97 168,000.00 831063180 XXXXXXXXXX XX 00000 174,900.85 175,000.00 831063032 XXXXX XXX XXXXX XX 00000 68,483.24 68,500.00 831063031 XXXXXXX XX 00000 94,972.51 95,000.00 831063030 XXXXXX XX 00000 159,786.82 160,000.00 831063029 Xxxxxxx XX 00000 379,863.16 380,000.00 831063028 XXXXX XXX XXXXX XX 00000 274,000.00 274,000.00 831063027 XXXXXXXXXXXX XX 00000 104,938.94 105,000.00 831063024 XXXXXX XXXX XX 00000 109,912.57 110,000.00 831063023 XXXXXXX XXXXXX XX 00000 82,452.44 82,500.00 831063022 XXXXXX XXXXXX XX 00000 519,292.72 520,000.00 831063021 XXXXXX XXXX XX 00000 115,365.23 115,500.00 831063018 XXXXXXXXXXX XX 0000 169,832.09 170,000.00 831063017 XXXXXXXX XX 0000 287,690.69 288,000.00 831063015 XXXXXXXXXX XX 0000 163,849.57 164,000.00 831063014 XXXX XXXXX XX 00000 269,172.31 269,500.00 831063013 XXXX XXXXX XX 00000 136,343.98 136,500.00 831063012 XXXXXX XX 0000 432,000.00 432,000.00 831063011 XXXXXX XX 00000 300,723.40 301,000.00 831063010 XXXXXXXX XX 00000 161,810.65 162,000.00 831063009 XXXXXXXXXXX XX 00000 274,685.69 275,000.00 831063008 CITY OF XXXXXXXX XX 0000 276,726.42 277,000.00 831063007 XXXXX XXXXXXXX XXX XX 0000 170,742.98 171,000.00 831063006 XXXXXXX XX XXXXX XXXXXXX XX 0000 126,267.05 126,400.00 831063005 XXXXXXXXX XX 0000 234,893.07 235,000.00 831063004 XXXXXX XXXXXX XX 0000 574,135.27 575,000.00 831063003 XXXXXXXXX XX 00000 170,863.50 171,000.00 831063001 CITY XX XXXXXXXXXXXX XX 00000 175,307.15 175,500.00 831063000 XXX XX XXXXXXX XX 0000 179,817.49 180,000.00 831062999 XXXXXX XX 0000 304,651.38 305,000.00 831062998 XXXXXXXXXX XXX XX 00000 347,554.65 348,000.00 831062963 XXXXXX XXXX XX 0000 49,954.61 50,000.00 831062962 XXXXXXXX XXXX XX 0000 327,307.11 327,750.00 831062961 XXXXXXXXXXXX XX 00000 106,144.85 106,250.00 831062960 XXXXXXXX XX 0000 112,415.82 112,500.00 831062959 XXXXXXXXXX XX 00000 215,786.66 216,000.00 831062958 XXXXXXXXX XX 0000 124,089.42 124,200.00 831062956 XXXXXXXXXXXX XX 00000 85,723.62 85,800.00 831062933 XXXXXXX XXXXXXX XX 00000 399,678.11 400,000.00 831062931 XXXXXXXXX (XXXX) XX 00000 223,872.72 224,000.00 831062928 XXX XXXXXXX XX 00000 413,784.39 414,000.00 831062925 XXXXXX XXXXXXXX XX 00000 180,703.35 180,800.00 831062924 XXX XXXXXXX XX 00000 164,911.79 165,000.00 831062884 XXX XXXXXXX XX 00000 84,342.49 84,400.00 831062883 XXXXXX XX 00000 133,891.89 134,000.00 831062882 XXXXX XXX XX 00000 118,719.40 118,800.00 831062879 XXXXXXXX XX 00000 294,469.10 294,738.00 831062877 XXXX XXXXXX XX 00000 211,745.66 212,000.00 831062876 XXXXXX XX 00000 152,919.67 153,000.00 831062874 XXX XXXXXXX XX 00000 337,402.47 337,600.00 831062873 XXXXXX XX 00000 303,570.78 304,000.00 831062871 XXX XXXXXXX XX 00000 335,777.07 336,000.00 831062870 XXXXX XXX XX 00000 475,200.00 475,200.00 831062869 XXXXXX XX 00000 535,123.04 536,000.00 831062868 XXXXXXX (XXXX) XX 00000 396,000.00 396,000.00 831062728 XXXXXXXX XX 00000 300,000.00 300,000.00 831062726 XXXXXX XX 00000 350,254.13 350,400.00 831062722 XXXXXXXX XX 00000 224,651.04 225,000.00 831062719 XXX XXXXXXXXXX XX 00000 239,882.46 240,000.00 831062716 XXXXXXX XX 00000 144,832.53 145,000.00 831062714 XXXXXXXXXXX XX 00000 166,922.90 167,000.00 831062713 XXXXXX XXXX XX 00000 259,888.17 260,000.00 831062712 XXXXXXXX XX 00000 377,890.45 378,000.00 831062630 XXXXX XX 00000 124,882.90 125,000.00 831062629 XXXXXX XXXXXX XX 00000 368,834.57 369,000.00 831062628 Xxxx Xxxxx XX 00000 152,909.20 153,000.00 831062627 XXXXX XXXX XX 00000 135,816.51 136,000.00 831062626 Xxxxxxx XX 00000 220,226.35 220,500.00 831062625 XXXXXXX XX 00000 210,727.21 211,000.00 831062624 XXXXX XX 00000 29,782.49 29,800.00 831062623 Xxxxx XX 00000 119,145.77 119,200.00 831062620 XXXXXXXXXXX XX 0000 149,834.66 150,000.00 831062619 XXXXXXXXX XX 00000 45,588.33 45,600.00 831062618 XXXXXXXXX XX 00000 182,360.92 182,400.00 831062615 XXXXX XXXXXXXX XX 00000 234,090.45 234,260.00 831062614 XXXXX XXXXXX XX 00000 499,500.00 499,500.00 831062611 XXXXX XX 00000 75,117.41 75,200.00 831062610 XXXXXXXXX XX 00000 131,750.00 131,750.00 831062609 XXXX XXX XX 0000 839,481.11 840,000.00 831062606 XXXXX XX 00000 127,940.89 128,000.00 831062605 XXX XXXX XX 00000 215,797.64 216,000.00 831062604 XXXXXXX XX 00000 54,975.67 55,000.00 831062603 XXXXXXX XX 00000 220,000.00 220,000.00 831062602 XXX XXXXXXXXXX XX 00000 214,871.88 215,000.00 831062601 XXXXX XX 00000 460,000.00 460,000.00 831062597 XXXXXXX XX 00000 159,925.03 160,000.00 831062534 XXXX XXXX XXXXX XX 00000 146,690.48 147,000.00 831062532 Xxxxx Xxxx XX 00000 222,701.65 223,110.00 831062531 XXXXX XXXXXXX XX 00000 74,875.91 75,000.00 831062513 XXXXX XX 00000 247,854.52 247,992.00 831062509 XXX XXXX (XXXX) XX 00000 187,803.92 187,920.00 831062369 XXXXXX XXXXX XX 00000 796,246.29 796,500.00 831062364 XXXXXX XXXXXX XX 00000 251,880.06 252,000.00 831062363 XXX XXXXXX (XXXX) XX 00000 359,833.78 360,000.00 831062361 XXXXX XXXXX XX 00000 218,789.31 218,950.00 831062358 XXXXXXXXX XX 00000 235,859.34 236,000.00 831062355 XXXXXXXX XX 00000 352,700.00 352,918.00 831062353 XXXXXXXXX XX 00000 159,898.74 160,000.00 831062352 XXX XXXXXXXXXX XX 00000 287,714.13 288,000.00 831062348 XXXXXX XX 00000 281,057.47 281,250.00 831062339 XXXXXXX XX 00000 379,666.28 380,000.00 831062260 XXXXXXXX XX 00000 352,468.21 352,750.00 831062160 XXXXX XXXXX XX 00000 503,653.46 504,000.00 831062153 XXXXXXXXX XX 00000 386,756.80 387,000.00 831062152 XXXXXX XX 00000 335,773.88 336,000.00 831062151 XXX XXXXXXX XX 00000 727,423.88 728,000.00 831062068 XXXX XXXXXX XX 0000 58,566.29 58,600.00 831062066 XXXXXX XXXXX XX 00000 220,411.81 221,000.00 831062063 XXXX XXXXXXXXX XX 00000 449,258.67 450,000.00 831062062 XXXX XXXXXX XX 0000 234,083.75 234,400.00 831062026 XXXXXXX XX 00000 318,275.45 319,500.00 831062019 XXXXX XX 00000 431,654.42 432,000.00 831062017 XXXXXXX XX 00000 104,944.01 105,000.00 831062016 XXX XXXX XX 00000 219,782.26 220,000.00 831062015 XXXXXXXX XX 00000 96,049.24 96,200.00 831062014 XXXXXXXXXXXXXX XX 00000 114,692.44 114,800.00 831062013 XXXXXXXXXXXX XX 00000 103,925.33 104,000.00 831062003 XXXXXXXXX XX 00000 34,502.62 34,600.00 831061953 XXXXXXXXX (XXXX) XX 00000 69,524.85 69,600.00 831061940 XXXXXX XX 00000 479,671.20 480,000.00 831061937 XXXX XX 00000 191,901.04 192,000.00 831061930 XXXXXXXX XX 00000 183,893.93 184,000.00 831061927 XXXX XXXX XXXXX XX 00000 167,899.89 168,000.00 831061926 XXXXXXX XX 00000 396,163.78 396,400.00 831061919 XXXXXXXXXX XX 00000 243,038.64 243,200.00 831061918 XXXXXXX XX 00000 219,854.03 220,000.00 831061916 XXXXXX XXXXXX XX 00000 279,809.69 280,000.00 831061912 XXXXXX XX 00000 196,662.76 196,800.00 831061875 Xxxxxxx XX 00000 305,723.61 306,000.00 831061874 XXXXXXX XX 00000 299,654.13 300,000.00 831061873 XXXXXXXXX XX 00000 176,715.16 177,000.00 831061872 XXXXXXXX XX 00000 264,000.00 264,000.00 831061870 XXX XXXXXXX XX 00000 338,158.97 338,400.00 831061868 XX. XXXXXXXXXX XX 00000 159,889.22 160,000.00 831061495 XXXXXXXX XX 00000 609,296.77 610,000.00 831061474 XXXXX XX 00000 124,746.20 125,000.00 831061326 XXXXX XXXXXXXXXX XX 00000 26,687.71 26,700.00 831061300 XXXXXXX XX 00000 94,800.92 95,000.00 831061299 XXXXXXX XX 00000 379,766.59 380,000.00 831060998 XXXXXXX XX 00000 439,718.29 440,000.00 831060702 (OCEANO AREA) CA 93445 300,667.94 301,000.00 831060697 XXXX XXXX XXXXX XX 00000 34,358.91 34,400.00 831060696 XXXX XXXX XXXXX XX 00000 137,402.78 137,600.00 831060641 XXXXXXXXX XX 0000 45,452.46 45,500.00 831060636 XXXXXXXXX XX 0000 181,619.86 182,000.00 831060624 XXXX XXXX XXXXX XX 00000 543,587.05 544,000.00 831060619 XXXX XXXXXXXXXX XX 00000 203,154.09 204,000.00 831060488 XXXX XXXXX XX 00000 287,619.59 288,000.00 831060485 XXXXXXXX(XXXX) XX 00000 215,750.03 216,000.00 831060484 XXXXXXXXX XX 00000 243,809.29 244,000.00 831060466 XXXX XXXXX XX 0000 548,360.72 549,000.00 831060421 XXXXXXX XX 00000 227,691.63 228,000.00 831060412 (SUN XXXXXX XXXX) XX 00000 413,000.00 413,000.00 831060357 XXXX XXXXXX XX 00000 522,444.03 522,750.00 831060345 XXXXX XXXXX XXXX XX 00000 434,213.60 434,495.00 831060299 XXXXXXX XX 00000 549,367.71 550,000.00 831060282 XXXXXXXXXXXX XX 00000 343,600.75 344,000.00 831060264 XXXXXXXXX XX 00000 177,475.44 177,600.00 831060251 XXXXXXXXX XX 00000 227,514.11 228,000.00 831060248 XXXXXXXX XX 00000 302,172.60 303,000.00 831060246 XXXXXXX XX 00000 146,873.25 147,000.00 831060245 XXXXXXX XX 00000 588,000.00 588,000.00 831060233 XXXXXXX XX 00000 335,491.37 335,750.00 831060232 XXXXXX XXXXXXX XX 00000 403,496.20 403,750.00 831060226 XXXXXX XX 00000 184,404.80 184,500.00 831060224 XXXXX XXXXX XX 00000 602,897.50 603,500.00 831060220 XXXXXX XX 00000 781,383.34 782,100.00 831060219 XXX XXXXXXXXX XX 00000 1,400,000.00 1,400,000.00 831060216 XXXXXXXXX XX 00000 276,746.17 277,000.00 831060215 XXXXXX XX 00000 415,786.45 416,100.00 831060048 XXX XXXXXXX XX 00000 254,839.78 255,000.00 831060041 XXX XXXXXXXXX XX 00000 519,509.09 520,000.00 831060040 XXXXX XX 00000 265,747.03 266,000.00 831060038 XXXXXXXX XX 00000 250,487.77 250,750.00 831060037 XXXXX XX 00000 459,635.20 460,000.00 831060036 XXXX XXXXXX XX 00000 271,710.56 272,000.00 831060028 XXXXXXXXXXX XX 00000 260,757.35 261,000.00 831060025 XXXXXXXX XX 00000 231,698.89 232,000.00 831060020 XXX XXXXXXX XX 00000 415,441.93 416,000.00 831060012 XXX XXXXXXX XX 00000 359,484.07 360,000.00 831060006 XXXXXXX XX 00000 154,702.46 155,000.00 831059821 XXX XXXX XX 00000 674,602.36 675,000.00 831059817 XXXXXXXXX XX 00000 671,327.33 672,000.00 831059813 XXXXXX XXXXXX XX 00000 220,725.19 221,000.00 831059796 XXX XXXXXXXXXX XX 00000 251,766.62 252,000.00 831059790 XXXXXX XX 00000 309,619.99 310,000.00 831059784 XXXXXXXX XX 00000 74,943.90 75,000.00 831059778 Xx XXXXX XX 00000 358,892.63 360,000.00 831059777 Xxxxx Xxxxx XX 00000 419,480.84 420,000.00 831059776 XXXXXXXX XXXXX XX 00000 710,355.72 711,000.00 831059775 XXXXXXXX XXXXX XX 00000 583,425.59 584,000.00 831059773 XXX XXXXXXX XX 00000 413,215.12 414,000.00 831059770 XXXXXX XX 00000 256,179.62 256,500.00 831059763 XXX XXXXXXX XX 00000 219,691.86 220,000.00 831059762 XXX XXXXXXXXX XX 00000 475,243.31 476,000.00 831059730 XXXXXXX XX XXXXXXXXX XX 0000 182,613.82 183,000.00 831059722 XXXXXXXXX XX 00000 279,525.58 280,000.00 831059721 XXX XXXXXXXXXX XX 00000 357,688.49 358,200.00 831059715 XXX XXXXXXX XXXX XX 00000 349,566.88 350,000.00 831059709 XXXXXXXX XX 00000 584,374.74 585,000.00 831059637 XXXXX XX 00000 427,503.25 428,000.00 831059627 XXXXXX XX 0000 314,302.50 315,000.00 831059610 XXXXXXX XXXXXX (XXXX), XX 00000 359,582.17 360,000.00 831059543 XXX XXXXXXXXXX XX 00000 231,711.51 232,000.00 831059542 XXXXXXX XX 00000 311,603.09 312,000.00 831059539 XXX XXXXXXXXXX XX 00000 243,619.92 244,000.00 831059494 XXXXX XX 0000 274,239.32 275,000.00 831059443 XXXXXX XX 00000 97,390.42 97,500.00 831059396 XXXXXXX XX 00000 251,687.51 252,000.00 831059377 XXXXXXX XX 00000 314,782.74 316,000.00 831059314 XXXX XXXXX XX 00000 171,108.62 172,000.00 831059274 XXXXXXXXX XX 00000 112,436.34 114,400.00 831059167 XXX XXXX XX 00000 471,222.11 472,000.00 831059163 XXXXX XXX XXXXX XX 00000 220,806.16 221,000.00 831059162 XXX XXXXX XX 00000 355,475.79 356,000.00 831059155 XXXXXXX XX 00000 212,018.90 212,500.00 831059143 XXXXXXX XX 0000 277,205.65 277,900.00 831059135 XXXXXX XXXXX XX 0000 261,730.20 262,500.00 831058424 XXXXXXX XXX XX 00000 84,838.83 85,000.00 831058116 XXXXXX XX 00000 394,563.79 396,370.00 831058015 PROVIDENCE RI 2907 267,079.60 268,000.00 831057996 XXX XXXXX XX 00000 202,680.01 203,000.00 831057974 XXXXXX XX 00000 587,600.00 587,600.00 831057878 XXXXXXX XX 00000 279,478.41 280,000.00 831057872 XXX XXXXX XX 00000 378,661.32 380,000.00 831057460 XXXXXXXXXX XX 00000 271,489.36 272,000.00 831057299 XXXX XXXXXXX XX 00000 338,760.73 340,000.00 831057000 CENTRAL XXXXX XX 00000 295,000.76 295,750.00 831056892 XXXXX XXXXXXX XX 00000 499,999.96 500,000.00 831056855 Xxxxxxxxx Xxxxx XX 00000 263,615.14 265,000.00 831056611 XXXXXXXXXXX XX 00000 124,802.56 125,000.00 831056309 XXXXXX XX 00000 177,937.00 178,200.00 831056176 XXXXXXXX XXXXXXX XX 00000 199,206.36 199,800.00 831056117 XXX XX XXXXXXXXXXX XX 00000 94,337.14 94,950.00 831056011 XXXXXXX XX 00000 448,000.00 448,000.00 831055787 XXXXXXXX XX 00000 214,948.04 216,000.00 831055781 XXXXXXXXXX XX 00000 433,557.69 435,000.00 831055758 XXXX XXXX XXXXX XX 00000 160,196.13 161,000.00 831055475 XXXXXXXX XX 00000 151,978.71 152,150.00 831054831 XXXXXXX XX 00000 257,598.36 258,000.00 831054811 XXXXXXX XXXXXXX XX 00000 299,162.44 300,000.00 831054809 XXX XXXX XX 00000 558,695.41 560,000.00 831054748 XXXXXXXXX XX 00000 219,585.31 220,500.00 831054664 XXXXXXXX XX 0000 340,926.70 342,000.00 831054641 XXXXXXXX XX 00000 398,927.34 400,000.00 831054492 XXXXX XX 00000 208,567.68 209,000.00 831054307 XXXXXXXXX XX 00000 50,338.62 50,575.00 831053026 XXXXXXXXX XX 00000 487,470.46 489,600.00 831052935 XXXX XXX XX 00000 170,703.29 171,600.00 831052934 XXXXX XX 00000 38,685.21 38,800.00 831052933 XXXXX XX 00000 155,200.00 155,200.00 831052912 XXXXXXXX XX 00000 260,354.74 261,300.00 831052909 XXXX XX 00000 410,895.38 412,000.00 831052855 XXXXX XXXXXX XX 00000 422,772.41 425,000.00 831052854 XXXXXXX XX 00000 153,316.48 153,900.00 831051989 XXXXXXXX XX 0000 287,868.18 290,000.00 831051972 XXXXXXX XX 00000 214,983.29 216,000.00 831051658 XXXXXXXX XX 0000 234,595.74 236,000.00 831051608 XXXXXXXXX XX 00000 216,657.19 217,750.00 831051463 XXXXXXXX XX 0000 216,239.91 217,600.00 831051155 Xxxx Xxxxx XX 00000 158,927.03 160,000.00 831050688 XXXXXXXX XX XXXXXXXXXX XX 0000 167,766.69 168,000.00 831050586 XXXXXX XX 0000 92,660.34 93,000.00 831050415 XXXXXXX XX 00000 149,999.97 150,000.00 831048462 XXXXXX XX 00000 261,729.50 264,000.00 831048073 XXXXXXXX XX 00000 278,258.09 280,000.00 831047465 XXXX XXXXXXXXXXX XX 0000 238,836.30 240,000.00 831047172 XXXXXXX XX 0000 407,366.49 410,000.00 831045932 XXXXXXXXX XX 0000 149,053.16 150,450.00 831045931 XXXXXXXX XX 0000 148,917.00 150,000.00 831045506 XXXXXXX XX 0000 272,794.74 275,000.00 831041602 XXXXXX XX 00000 130,791.73 132,000.00 831041479 XXXXXXXXX XX 0000 217,682.16 222,000.00 831040602 XXX XXXXX XX 00000 54,286.81 54,561.00 831040601 XXX XXXXX XX 00000 215,938.83 218,246.00 831040600 Xxxxxxxxx XX 00000 148,491.57 150,000.00 791006667 XXXXXX XXXX XX 00000 114,400.00 114,400.00 791006597 XXXXXXX XX 00000 120,620.00 120,620.00 791006567 XXXXXX XX 00000 94,500.00 94,500.00 791006537 XXXXX XX 00000 114,486.77 114,500.00 791006470 XXXXXX XX 00000 167,929.55 168,000.00 791006425 XXXXXXXXX XX 00000 60,619.30 60,640.00 791006415 XXXXXXXX XX 00000 116,692.67 116,800.00 791006372 XXXX XXXXXXX XX 00000 85,469.18 85,500.00 791006315 XXXXXXXXXXXX XX 00000 54,191.94 54,200.00 791006085 XXXX XX 00000 34,282.55 34,300.00 791005894 XX XXXXXX XX 00000 127,842.88 128,000.00 791005729 XXXXXXXXX XX 00000 66,914.08 67,000.00 791005606 XXXXXXXXX XX 00000 51,587.35 51,700.00 791005594 XXXXXXX XX 00000 75,787.12 76,000.00 791005559 XXXXX XX 00000 52,614.45 52,800.00 791005426 XXXXXX XX 00000 55,685.02 55,800.00 791005405 XXXXXXX XX 00000 159,566.38 160,000.00 791005366 XXXXXXXX XX 00000 113,833.60 114,000.00 781006008 XXXXXXXX XXXXXXXX XX 0000 378,500.00 378,500.00 781005946 PENNSAUKEN NJ 8110 116,084.24 116,250.00 781005837 XXXXXXXXXXXX XX 00000 168,623.94 169,000.00 781005641 XXXXXXXX XXXX XX 00000 49,887.53 50,000.00 781005617 XXXXXX XX 00000 142,138.08 142,400.00 781004959 XXXXXXXXXXXX XX 00000 212,500.00 212,500.00 781004913 XXXXXX XX 00000 637,391.87 642,600.00 771007605 XXXXXX XXXX XX 00000 55,898.10 56,000.00 771007590 XXX XXXXX XX 00000 22,779.77 22,845.00 771007361 XXXXX XX 00000 64,789.26 65,000.00 771007327 XXX XXXXXX XX 00000 24,795.45 24,900.00 771006883 XXXXXXXXXX XX 00000 31,662.06 31,800.00 771006882 XXXXXXXXXX XX 00000 126,606.54 127,200.00 761016453 XXXXXX XX 00000 100,320.00 100,320.00 761016423 XXXXXX XX 00000 26,000.00 26,000.00 761016422 XXXXXX XX 00000 104,000.00 104,000.00 761016414 XXXXXXXXX XX 00000 84,000.00 84,000.00 761016413 XXXXXX XX 00000 83,600.00 83,600.00 761016411 XXXXXXXX XX 00000 105,551.77 105,600.00 761016381 XXXXXX XX 00000 55,000.00 55,000.00 761016379 XXXXXX XXXX XX 00000 106,000.00 106,000.00 761016378 XX XXXXXXXXXXXX XX 00000 157,250.00 157,250.00 761016377 XXXXXXX XX 00000 149,896.25 150,000.00 761016374 XXXXXXXX XX 00000 177,000.00 177,000.00 761016368 XXXXX XXXXXX XX 00000 154,400.00 154,400.00 761016357 XXXXX XXXXXX XX 00000 469,575.11 470,000.00 761016336 XXXXXX XX 00000 108,300.00 108,300.00 761016333 XXX XXXX XX 00000 185,600.00 185,600.00 761016325 XXXXXX XXX XX 00000 65,200.00 65,200.00 761016322 XXXXXXXXXXX XX 00000 240,000.00 240,000.00 761016317 XXXXXXX XX 00000 108,800.00 108,800.00 761016316 XXXXXX XX 00000 62,400.00 62,400.00 761016295 XXXXXXX XX 00000 54,600.00 54,600.00 761016288 XXXXXXXXXXXX XX 00000 25,700.00 25,700.00 761016283 XXXXXXXXX XX 00000 55,977.26 56,000.00 761016279 XXXXX XX 00000 74,078.90 74,100.00 761016270 XXXXXX XXXXX XX 00000 284,133.34 284,250.00 761016263 XXXXX XXXXXXX XX 00000 175,895.55 176,000.00 761016259 XXXX XXXXX XX 00000 76,976.45 77,000.00 761016255 XXXXXX XX 00000 56,927.85 56,950.00 761016242 XXXXXXXX XX 00000 63,895.41 63,920.00 761016239 XXXXXXXX XX 00000 58,724.00 58,724.00 761016238 XXXXXXXX XX 00000 234,896.00 234,896.00 761016218 XXXXXXX XX 00000 70,177.82 70,200.00 761016217 XXXXXXX XX 00000 280,726.28 280,800.00 761016205 XXXXXXX XX 00000 25,000.00 25,000.00 761016180 XXXXXXX XX 00000 53,984.55 54,000.00 761016175 XXXXXXXXXX XX 00000 335,952.26 336,000.00 761016158 XXXXXXX XX 00000 80,894.71 81,000.00 761016151 XXXXXXXX XX 00000 50,377.70 50,400.00 761016131 XXXXXXX XX 00000 38,990.14 39,000.00 761016112 CREAL XXXXXXX XX 00000 119,974.37 120,000.00 761016095 XXXX XXXXX XX 00000 56,029.36 56,050.00 761016063 XXXXXXX XX 00000 137,600.00 137,600.00 761016016 XXXXX XXX XX 00000 34,970.83 34,980.00 761015947 XXXXXXX XX 00000 119,974.74 120,000.00 761015922 XXXXXXX XX 00000 40,764.51 40,800.00 761015755 XXXXXX XX 00000 105,184.71 105,390.00 761015535 XXXXXXXXX XX 00000 67,917.17 68,000.00 761015393 XXXXXXXXXX XX 00000 152,692.17 153,000.00 761014855 XXXXXXXXX XX 00000 99,765.39 100,000.00 761014737 XXXX XXXX XX 00000 140,388.57 140,800.00 761014683 XXXXXXX XX 00000 175,672.72 176,000.00 761014665 XXX XXXXXX XX 00000 96,954.68 97,200.00 761014651 XXXXXXX XX 00000 95,283.29 95,490.00 761014641 XXXXXXXXXXX XX 00000 88,905.21 89,300.00 761014637 XXXXXXXXXX XX 00000 149,510.20 150,000.00 761014613 XXXXXXX XX 00000 68,071.58 68,250.00 761013782 XXXXXXX XX 00000 127,046.23 127,500.00 761013614 XXXXXXX XX 00000 179,391.68 180,000.00 761013608 XXXXXXXXXX XX 00000 49,762.64 50,000.00 761013356 XXXXXXX XX 00000 436,500.00 436,500.00 741016434 XXXXXXXXX XX 00000 94,050.00 94,050.00 741016408 XXXXXXX XX 00000 378,000.00 378,000.00 741016404 XXXX XXXXXX XX 00000 105,000.00 105,000.00 741016395 XXXXX XX 00000 84,000.00 84,000.00 741016337 XXXXXXX XX 00000 80,000.00 80,000.00 741016299 XXXXXX XX 00000 83,600.00 83,600.00 741016282 XXXX XXX XX 00000 101,250.00 101,250.00 741016279 XXXXXX XX 00000 152,000.00 152,000.00 741016272 XXXXXXX XX 00000 88,000.00 88,000.00 741016244 XXXXXXXXX XX 00000 176,000.00 176,000.00 741016236 XXXXXXX XX 0000 45,988.36 46,000.00 741016234 XXXXXXX XX 0000 183,879.64 184,000.00 741016223 XXXXX XX 0000 183,916.85 184,000.00 741016193 XXXXXXXXXX XX 00000 85,984.18 86,000.00 741016174 XXXXXXXXXX XX 00000 71,164.61 71,200.00 741016164 XXXX XX 00000 71,881.64 72,000.00 741016115 XXXXXXX XX 00000 50,000.00 50,000.00 741016092 XXXXXXX XX 00000 68,369.09 68,400.00 741016082 XXXXXXXX XX 00000 52,800.00 52,800.00 741016080 XXXXXXX XX 00000 73,580.68 73,600.00 741016054 XXXXXXXXX XX 00000 109,000.00 109,000.00 741016040 XXXXXX XX 00000 104,452.78 104,500.00 741016021 XXXXX XX 00000 72,227.17 72,250.00 741016014 XXXXXXXX XX 00000 66,288.17 66,300.00 741016013 XXXXXXX XX 00000 66,500.00 66,500.00 741015967 XXXXX XX 00000 22,668.46 22,680.00 741015956 XXXX XX 00000 136,445.76 136,500.00 741015895 XXXXXXXXXX XX 00000 72,492.67 72,500.00 741015880 XXXX XX XXXXX XX 00000 208,400.00 208,400.00 741015800 XXXXXX XX 00000 25,585.44 25,600.00 741015798 XXXX XXXXXX XX 00000 50,574.25 50,600.00 741015459 XXXXXXX XXXXX XX 00000 379,761.83 380,000.00 741015331 XXXXXX XX 00000 155,137.22 155,200.00 741015255 XXXXXXX XX 00000 64,291.62 64,500.00 741015244 XXXXXXX XX 00000 102,304.11 102,400.00 741014967 XXXXXXXX XX 00000 332,736.30 333,000.00 741014841 XXXXXXXXXXXXXX XX 00000 121,258.06 121,500.00 741014808 XXXXX XX 00000 119,727.27 120,000.00 741014667 XXXXXX XX 00000 188,551.91 189,000.00 741014651 XXXXXXXXXX XX 00000 99,818.44 100,000.00 741014646 XXXXXXX XX 00000 158,112.37 158,400.00 741014526 XXXXX XX 00000 24,353.61 24,400.00 741014470 XXXXXX XX 00000 56,194.57 57,000.00 741014397 XXXXXXX XX 00000 72,650.60 72,800.00 741014368 XXXXXXXXXXX XX 00000 33,237.35 33,400.00 741014219 XXXXXX XX 00000 39,522.20 39,600.00 741014211 XXXXXXXXXXX XX 00000 399,049.17 399,600.00 741014165 XXXXX XXXXX XX 00000 24,750.50 24,800.00 741013502 XXXX XXXX XX 00000 49,751.57 50,000.00 741013097 XXXXXXX XX 00000 105,143.76 105,825.00 741012285 XXXXXXXXXX XX 00000 92,430.71 92,800.00 741011342 XXXXXXXXXXXX XX 00000 167,760.00 168,700.00 731013322 XXXXXX XX 00000 49,826.92 50,000.00 731012578 XXXXXXX XX 00000 120,352.43 121,000.00 731011563 XXXXXXX XX 00000 20,926.10 21,000.00 721010843 XXXXXXXXX XX 00000 28,740.00 28,740.00 721010836 XXXXXX XX 00000 185,000.00 185,000.00 721010825 XXXXXXXXXX XXXX XX 00000 238,000.00 238,000.00 721010818 XXXXXXX XX 00000 246,600.00 246,600.00 721010798 XXXXXXX XX 00000 180,000.00 180,000.00 721010791 XXXXXXX XX 00000 150,000.00 150,000.00 721010789 XXXXXX XX 00000 175,100.00 175,100.00 721010734 XXXXXXXXX XX 00000 50,000.00 50,000.00 721010723 XXX XXXXX XX 00000 165,000.00 165,000.00 721010717 XXXXXX XX 00000 88,800.00 88,800.00 721010696 XXXXXX XX 00000 52,981.71 53,000.00 721010646 XXX XXXXXXX XX 00000 536,078.88 536,250.00 721010631 XXXXXXX XX 00000 138,972.85 139,000.00 721010617 XXXXXX XXXX XX 00000 222,000.00 222,000.00 721010599 XXXXXXXXXX XX 00000 423,806.50 424,000.00 721010588 XXXXX XX 00000 255,000.00 255,000.00 721010554 XXX XXXXX XX 00000 213,750.00 213,750.00 721010551 XXXXXXXX XX 00000 51,000.00 51,000.00 721010520 XXXXX XX 00000 711,000.00 711,000.00 721010509 XXXXXXXXXX XX 00000 95,983.32 96,000.00 721010463 XXXXXXXXXX XX 00000 154,887.14 155,000.00 721009897 XXXXXXX XX 00000 151,864.62 152,000.00 721009890 XXXX XX 00000 81,136.76 81,250.00 721009862 XXXX XX 00000 260,083.81 260,400.00 721009834 XXXXXXXX XX 00000 151,345.12 151,800.00 721009804 XXXXXX XX 00000 98,787.98 99,000.00 721009688 XXXXXX XX 00000 105,470.35 105,600.00 721009411 XX XXXXXX XX 00000 184,949.66 185,600.00 721009344 XXXXXXXX XX 00000 209,545.22 210,000.00 721009095 XXXXXXX XX 00000 374,500.00 374,500.00 721008191 XXX XXXXX XX 00000 33,879.93 34,000.00 721007631 XXX XXXXX XX 00000 186,714.67 188,318.00 711010419 TEANECK NJ 7666 274,000.00 274,000.00 711010395 XXXXXXXXX XX 00000 536,000.00 536,000.00 711010392 XXXXXXXXXXXX XX 00000 65,000.00 65,000.00 711010376 XXXX XXXXXXXXX XX 00000 176,000.00 176,000.00 711010358 XXXXXXX XX 00000 199,000.00 199,000.00 711010341 XXXX XXXXXXX XX 0000 136,500.00 136,500.00 711010338 DEXTER ME 4930 126,000.00 126,000.00 711010287 XXXXX XX 0000 171,472.05 171,500.00 711010275 XXXXXXX XX 00000 70,000.00 70,000.00 711010271 XXXXXXX XX 0000 346,750.00 346,750.00 711010258 XXXXXXXXX XX 00000 116,736.62 117,000.00 711010249 ST XXXX IN 46373 202,500.00 202,500.00 711010227 XXXXXXXXX XX 0000 251,000.00 251,000.00 711010209 XXXXXXXXX XX 00000 53,000.00 53,000.00 711010201 XXXXXXXXX XXXXXXXX XX 00000 105,928.15 106,000.00 711010173 XXXX XXXXXXXXX XX 00000 131,922.47 132,000.00 711009819 XXXXXXX XX 0000 137,920.91 138,000.00 711009792 STANDISH ME 4085 33,038.03 33,325.00 711009727 XXXXXXXXX XX 0000 250,711.46 251,000.00 711009704 XXXXXXXXXXX XX 0000 191,621.96 191,700.00 711009676 XXXX XXXXXXXX XX 0000 194,796.85 195,000.00 711009651 XXXXXXXXXXX XX 0000 394,409.98 395,000.00 711009545 FRANKLIN MA 2038 235,971.80 236,250.00 711009464 XXXXXXXX XX 0000 149,706.59 150,000.00 711009450 XXXXXX XX 0000 699,999.00 699,999.00 711009309 XXXXXXX XX 0000 242,602.48 243,000.00 711008966 XXXXXXXXXX XX 0000 60,805.89 61,000.00 711008953 XXXXXXX XX 0000 111,802.84 112,000.00 711008936 XXXXXXX XX 0000 130,374.82 130,900.00 711008300 XXXXXXX XX 00000 82,018.74 82,400.00 711006360 XXXXXXXXX XX 0000 309,034.19 311,200.00 701003728 XXX XXXX XX 00000 350,000.00 350,000.00 701003649 XXXXXXX XX 00000 115,000.00 115,000.00 701003639 XXXX XXXXXXXXX XX 00000 143,100.00 143,100.00 701003636 XXXXXX XX 00000 213,316.97 213,400.00 701003621 XXXXXXX XX 00000 396,000.00 396,000.00 701003618 XXXXXXXX XX 00000 500,000.00 500,000.00 701003609 XXXX XXXXXXX XX 00000 303,852.04 304,000.00 701003604 XXXXXXXX XX 00000 127,000.00 127,000.00 701003602 XXXXXXXXX XX 00000 279,918.39 280,000.00 701003601 XXXXXXX XX 00000 202,000.00 202,000.00 701003595 XXX XXXXX XX 00000 235,000.00 235,000.00 701003584 XXXXXX XX 00000 114,960.20 115,000.00 701003575 XXXXXXXX XX 00000 178,500.00 178,500.00 701003562 XXXXXXXXXX XX 00000 169,500.00 169,500.00 701003555 XXXXX XX 00000 133,514.81 133,600.00 701003554 XXXXXX XX 00000 209,920.89 210,000.00 701003523 XXXXXXX XX 00000 572,800.00 572,800.00 701003491 XXXXXX XX 00000 260,600.00 260,600.00 701003472 XXXXXXXXX XX 00000 139,933.85 140,000.00 701003452 XXXXXXX XX 00000 79,986.04 80,000.00 701003448 XXXXXXX XX 00000 456,836.36 457,000.00 701002603 XXXXXXXX XXXXX XX 00000 839,180.19 842,000.00 691008742 XXXXXXXXXX XX 00000 185,250.00 185,250.00 691008736 XXXXXXX XX 00000 467,910.00 467,910.00 691008726 XXXXX XXXXX XX 00000 152,800.00 152,800.00 691008684 XXXXXXXXXX XX 00000 144,000.00 144,000.00 691008674 XXXXXXXX XX 00000 333,600.00 333,600.00 691008673 XXXXXXXXXX XX 00000 393,550.00 393,550.00 691008656 XXXXXXXXXX XX 00000 303,000.00 303,000.00 691008639 XXXXXXXXXX XX 00000 236,929.61 237,000.00 691008621 XXXXXX XX 00000 272,000.00 272,000.00 691008616 XXX XXXXX XX 00000 352,000.00 352,000.00 691008613 XXXXXX XXXXX XX 00000 360,000.00 360,000.00 691008608 XXXXXXXX XX 00000 131,920.00 131,920.00 691008604 XX XXXXXXXXXX XX 00000 288,000.00 288,000.00 691008599 XXXXXXXX XX 00000 477,000.00 477,000.00 691008597 XXXXXXXXXX XX 00000 210,500.00 210,500.00 691008582 XXXXXXXXXXXX XX 00000 273,800.00 273,800.00 691008579 XXXXXX XX 00000 148,000.00 148,000.00 691008575 XXXXXXX XX 00000 195,000.00 195,000.00 691008571 XXXXX XXXXX XX 00000 314,400.00 314,400.00 691008564 XXXXXXXXX XX 00000 236,000.00 236,000.00 691008553 XXXXXX XX 00000 275,000.00 275,000.00 691008546 XXXXXXXXX XX 00000 205,000.00 205,000.00 691008539 XXXXXXXXXX XX 00000 70,000.00 70,000.00 691008537 XXXXXXXX XX 00000 259,892.14 260,000.00 691008531 XXX XXX XX 00000 45,000.00 45,000.00 691008530 XXX XXX XX 00000 180,000.00 180,000.00 691008527 XXXXXXXXXXXXXX XX 00000 270,500.00 270,500.00 691008517 XXXXXX XXXXXX XX 00000 388,594.17 388,800.00 691008505 XXXXXXX XXXX XX 00000 397,261.66 397,500.00 691008489 XXXXXXXXXXXXXX XX 00000 215,942.46 216,000.00 691008487 XXXXXX XXXXXX XX 00000 414,882.83 415,000.00 691008484 XXXXXXXXX XX 00000 136,000.00 136,000.00 691008482 XXX XXX XX 00000 252,800.00 252,800.00 691008457 XXXXXXXXX XX 00000 188,000.00 188,000.00 691008447 XXXXX XXXXXX XX 00000 350,400.00 350,400.00 691008441 XXXXXX XX 00000 120,175.00 120,175.00 691008437 XXXXXXX XX 00000 232,000.00 232,000.00 691008436 XXXXX XXXXXXXX XX 00000 182,000.00 182,000.00 691008433 XXXXXXX XX 00000 147,926.43 148,000.00 691008430 XXXXXX XX 00000 152,000.00 152,000.00 691008425 XXXXXXXXX XX 00000 147,882.23 148,000.00 691008422 XXXXXX XXXXX XX 00000 199,890.52 200,000.00 691008417 XXXXXXXXXXXX XX 00000 239,837.32 240,000.00 691008407 XXXXXX XXXXXXX XX 00000 123,472.42 123,500.00 691008388 XXXXXXXXXX XX 00000 583,744.26 584,000.00 691008380 XXXXXXX XX 00000 37,000.00 37,000.00 691008370 XXXXXXXXXX XX 00000 150,904.70 151,000.00 691008347 XXXXXXXX XX 00000 265,500.00 265,500.00 691008342 XXXXXX XXXXXX XX 00000 508,500.00 508,500.00 691008340 XXXXXXX XX 00000 133,948.45 134,000.00 691008335 XXXXXXXXX XX 00000 105,600.00 105,600.00 691008333 XXXXX XX 00000 281,368.67 281,500.00 691008322 XXXXXXXXXX XX 00000 215,864.95 215,920.00 691008321 XXXXXX XXXXXX XX 00000 315,000.00 315,000.00 691008288 XXXXXXX XX 00000 653,600.00 653,600.00 691008270 XXXXXX XXXXX XX 00000 250,000.00 250,000.00 691008261 XXXXX XX 00000 691,359.47 691,600.00 691008255 XXXXXXXX XX 00000 113,945.68 114,000.00 691008242 XXXXXXXXXXXX XX 00000 81,250.00 81,250.00 691008202 XXXXXXX XX 00000 534,998.00 534,998.00 691008155 XXXXXXXXX XX 00000 87,000.00 87,000.00 691008148 XXXXX XX 00000 355,853.88 356,000.00 691008071 XXXXX XX 00000 67,966.93 68,000.00 691008056 XXXXXXXXXX XX 00000 184,903.08 185,000.00 691007997 XXXXXXX XX 00000 68,762.57 68,800.00 691007989 XXXXXXX XX 00000 77,862.12 77,900.00 691007958 XXXXXXXXX XX 00000 36,979.08 37,000.00 691007881 XXXXX XX 00000 61,570.04 61,600.00 691007855 XXXXXXXXXXXX XX 00000 75,551.45 75,600.00 691007828 XXXXXXXXXX XXXXXXX XX 00000 251,908.04 252,000.00 691007685 XXXXXXXXXXX XX 00000 103,959.22 104,000.00 691007675 XXXXXXXXXX XX 00000 78,745.07 78,800.00 691007628 XXXXXXXXX XX 00000 273,995.67 274,400.00 691007606 XXXXXXXXXX XX 00000 320,480.19 321,000.00 691007586 XXX XXX XX 00000 136,750.59 136,850.00 691007490 XXXX XXXXXXXXXX XX 00000 505,781.75 506,350.00 691007424 XXXXXXXX XX 00000 155,092.11 155,200.00 691007383 XXXXXXXXX XX 00000 486,243.69 487,500.00 691007357 XXXX XXXX XX 00000 225,195.22 225,600.00 691007301 XXXXXXXXXX XX 00000 208,452.75 209,000.00 691007124 XXXXXX XX 00000 194,666.63 195,000.00 691007078 XXXXXXXXXXX XX 00000 659,324.00 659,324.00 691007038 XXXXXXX XX 00000 317,830.73 319,500.00 691007001 XXXX XXXXXXXXXX XX 00000 315,608.04 316,000.00 691006993 XXXXXXXXXX XX 00000 84,893.34 85,000.00 691006954 XXXXXXXX XX 00000 169,837.16 170,000.00 691006916 XXXXX XX 00000 259,215.13 260,000.00 691006898 XXXXXXXX XX 00000 40,476.94 40,558.00 691006884 XXXXXXXX XX 00000 231,842.15 232,000.00 691006662 XXXXXXXXXX XX 00000 384,439.57 385,000.00 691006656 XXXXXXX XXXX XX 00000 133,796.92 134,000.00 691006572 XXXXXXX XXXX XX 00000 159,739.51 160,000.00 691006554 XXXXX XX 00000 392,000.00 392,000.00 691006435 XXXX XX 00000 539,129.83 541,500.00 691006253 XXXX XX 00000 31,937.53 32,000.00 691005533 XXXXXXXX XX 00000 313,635.71 316,350.00 691004498 XXXXXXXX XX 00000 64,645.46 64,890.00 691001262 XXXXXXXXXX XX 00000 104,633.30 106,250.00 691000663 XXXXXXXXXXXX XX 00000 28,734.06 30,000.00 681012565 XXXXXXXXXX XX 0000 142,500.00 142,500.00 681012483 XXXXXXXXXX XX 0000 300,000.00 300,000.00 681012451 XXXXXXXXXX XX 0000 215,200.00 215,200.00 681012423 MILLINOCKET ME 4462 68,000.00 68,000.00 681012417 XXXXXXX XX 0000 221,000.00 221,000.00 681012403 AUGUSTA ME 4330 86,700.00 86,700.00 681012396 XXXXXXXX XX 0000 186,200.00 186,200.00 681012388 XXXXXXXXX XX 0000 220,000.00 220,000.00 681012382 SCARBOROUGH ME 4074 192,000.00 192,000.00 681012374 XXXXXX XX 0000 310,000.00 310,000.00 681012369 KENNEBUNK ME 4043 223,250.00 223,250.00 681012368 XXXXXXXXX XX 0000 160,000.00 160,000.00 681012364 AUGUSTA ME 4330 103,275.00 103,275.00 681012356 XXXXXXX XXXXX XX 0000 370,000.00 370,000.00 681012354 AUGUSTA ME 4330 113,475.00 113,475.00 681012352 XXXXXXXXXX XXXXXXX XX 0000 61,240.00 61,240.00 681012347 GRAY ME 4039 157,000.00 157,000.00 681012335 COLUMBIA ME 4623 80,750.00 80,750.00 681012330 MILFORD ME 4461 20,800.00 20,800.00 681012327 AUBURN ME 4210 112,000.00 112,000.00 681012319 BUCKSPORT ME 4416 75,000.00 75,000.00 681012316 XXXXXX XX 0000 96,000.00 96,000.00 681012314 XXXXXXXX XX 00000 345,828.00 345,828.00 681012306 XXXXXXXXXX XX 0000 101,500.00 101,500.00 681012304 XXXX XXXXXXXX XX 0000 200,000.00 200,000.00 681012293 XXXXXX XX 0000 147,924.07 148,000.00 681012292 XXXX XXXXX XX 0000 27,980.00 27,980.00 681012291 XXXX XXXXX XX 0000 111,920.00 111,920.00 681012283 XXXXXXX XX 0000 271,859.27 271,920.00 681012267 SANGERVILLE ME 4479 65,873.39 65,900.00 681012264 XXXXXXX ME 4411 344,000.00 344,000.00 681012258 XXXXXXXX XX 0000 158,950.00 158,950.00 681012255 XXXXXXXX XX 0000 209,895.61 210,000.00 681012250 ORANGE VT 5649 115,000.00 115,000.00 681012249 SACO ME 4072 34,400.00 34,400.00 681012248 XXXXXXXXXX XX 0000 480,000.00 480,000.00 681012247 SACO ME 4072 137,600.00 137,600.00 681012244 XXXXXX XX 0000 513,000.00 513,000.00 681012239 XXXXXXXXXXX XX 0000 299,795.83 300,000.00 681012237 WARE MA 1082 206,100.00 206,100.00 681012225 XXXXXXXXX XX 0000 164,921.38 165,000.00 681012224 BANGOR ME 4401 27,693.30 27,700.00 681012216 XXXXXX XX 0000 292,800.00 292,800.00 681012211 LINCOLN ME 4457 84,000.00 84,000.00 681012197 XXXXXXX XX 0000 151,200.00 151,200.00 681012194 XXXXX XX 0000 342,000.00 342,000.00 681012191 XXXXXX XXXXX XX 0000 122,333.84 122,400.00 681012190 XXXXXXXXX XX 0000 128,200.66 128,250.00 681012177 BARRE VT 5641 234,837.12 235,000.00 681012175 XXXXXX XX 0000 60,988.24 61,000.00 681012169 XXXXXXXXX XX 0000 208,000.00 208,000.00 681012148 XXXXXXXXXXXX XX 0000 160,000.00 160,000.00 681012147 XXXXXXXXXX XX 0000 439,910.12 440,000.00 681012141 XXXXXXX XX 0000 171,000.00 171,000.00 681012139 XXXXXXXXXXX XX 0000 180,000.00 180,000.00 681012136 XXXXXXXXX XX 0000 64,981.19 65,000.00 681012131 XXXXXXX XX 0000 154,934.89 155,000.00 681012122 XXXXXXXX XX 0000 239,990.00 239,990.00 681012107 TURNER ME 4282 165,813.99 165,900.00 681012103 MADISON ME 4950 79,963.85 80,000.00 681012096 XXXXXXX XX 00000 106,951.13 107,000.00 681012095 XXXXXXXXXX/XXXXXXX XXXXX XX 0000 79,976.08 80,000.00 681012091 XXXXXXXXXX XX 0000 198,750.00 198,750.00 681012085 XXXXX XX 0000 220,200.00 220,200.00 681012080 XXXXXX XX 0000 38,685.43 38,700.00 681012069 STANDISH ME 4084 146,642.33 146,720.00 681012050 XXXXX XX 0000 148,800.00 148,800.00 681012040 XXXXXXXX XX 0000 260,000.00 260,000.00 681012034 TURNER ME 4282 99,967.69 100,000.00 681012031 XXXXXXXXXX XX 0000 24,988.34 25,000.00 681012025 AUGUSTA ME 4330 113,000.00 113,000.00 681012012 CASCO ME 4015 119,964.11 120,000.00 681012003 XXXXXXX XX 0000 360,000.00 360,000.00 681011985 XXXXXXXXX XX 0000 28,969.67 28,980.00 681011932 CALAIS ME 4619 50,000.00 50,000.00 681011930 XXXX MA 1904 581,831.83 582,000.00 681011927 XXXXXXX XXXXX XX 0000 589,000.00 589,000.00 681011904 XXXXXXXXX XX 00000 49,984.20 50,000.00 681011892 XXXXXXXXX XX 0000 117,918.21 118,000.00 681011869 ALBION ME 4910 78,958.62 79,000.00 681011861 XXXXXXX XX 0000 205,500.00 205,500.00 681011854 XXXXXXX XX 0000 28,764.36 28,780.00 681011800 XXXXXXX XX 0000 299,841.18 300,000.00 681011665 XXXXXXXXXX XX 0000 83,953.00 84,000.00 681011645 XXXXXXXXX XX 0000 29,783.80 29,800.00 681011561 AUGUSTA ME 4330 37,781.62 37,800.00 681011544 XXXXXXXXXXX XX 0000 54,950.69 54,980.00 681011524 BRUNSWICK ME 4011 54,169.68 54,200.00 681011469 XXXXXXXX XX 0000 53,965.31 54,000.00 681011462 AUGUSTA ME 4330 61,750.00 61,750.00 681011381 XXXXXXX XX 0000 39,880.59 39,900.00 681011362 XXXXXXXX XX 0000 1,198,283.47 1,200,000.00 681011289 XXXXXXXXXX XX 0000 65,967.89 66,000.00 681011199 XXXXXX XX 0000 475,866.77 476,250.00 681011151 XXXXXXX XX 0000 296,846.77 297,000.00 681011132 XXXXXXXXX XX 0000 294,949.64 296,000.00 681011047 GARLAND ME 4930 161,200.77 161,500.00 681011041 XXXXXXX XX 0000 195,851.66 196,000.00 681010988 XXXXXX XX 0000 223,756.57 224,000.00 681010861 XXXXX XX 0000 124,723.79 125,000.00 681010837 CANTON ME 4221 96,628.39 96,800.00 681010824 XXXXXXX XX 0000 339,466.13 340,000.00 681010799 XXXXXXXX XX 0000 359,706.07 360,000.00 681010744 XXXXXX XX 0000 214,521.91 215,000.00 681010739 XXXXXX XX 0000 396,702.49 397,100.00 681010703 XXXXXXX XX 0000 699,091.63 700,000.00 681010622 XXXXXX XX 0000 538,963.47 540,000.00 681010555 XXXXXXXXX XX 0000 300,565.79 300,940.00 681010407 XXXXXX ME 4330 115,775.29 116,000.00 681010360 ELLSWORTH ME 4605 248,871.46 249,600.00 681010356 MONMOUTH ME 4259 128,718.96 129,000.00 681010352 XXXXXXXXX XX 0000 48,294.75 48,350.00 681010323 XXXXX XXXXXXXX XX 0000 49,934.31 50,000.00 681010142 XXXXXXXX XX 0000 390,889.51 391,500.00 681010051 XXXXX XXXXXXXX XX 0000 51,285.05 51,400.00 681010003 NORTH TURNER ME 4282 286,073.67 287,100.00 681009989 XXXXXXXXXXX XX 0000 351,227.93 352,000.00 681009987 XXXXXXXXXX XX 0000 222,547.35 223,000.00 681009281 BANGOR ME 4401 261,211.30 262,000.00 681008724 XXXXXXXX XXXXX XX 00000 191,277.99 192,000.00 681007169 XXXXXXX XX 0000 19,922.17 20,000.00 681006754 XXXXX XX 0000 277,600.00 277,600.00 681006290 XXXXXXX XX 0000 62,694.13 63,000.00 671012846 XXXXXXX XX 00000 389,700.00 389,700.00 671012719 XXXXXXXXX XX 00000 243,000.00 243,000.00 671012716 XXXXXXX XX 00000 166,900.00 166,900.00 671012704 XXXXXXX XXXXX XX 00000 448,663.80 448,800.00 671012682 XXXXXXX XX 00000 351,000.00 351,000.00 671012674 XXXXXXXX XXXX XX 00000 558,000.00 558,000.00 671012662 XXXXXXX XX 00000 410,875.00 410,875.00 671012656 XXXXXX XX 00000 288,900.00 288,900.00 671012628 XXXXXXX XX 00000 330,000.00 330,000.00 671012613 XXXXXX XX 00000 330,000.00 330,000.00 671012602 XXXXXX XX 00000 130,000.00 130,000.00 671012598 XXXXXX XX 00000 168,300.00 168,300.00 671012583 XXXXXX XX 00000 275,000.00 275,000.00 671012580 XXXXXXXXXX XX 00000 275,000.00 275,000.00 671012577 XXXXXXXX XX 00000 476,000.00 476,000.00 671012543 XXXXXX XX 00000 225,250.00 225,250.00 671012540 XXXXXX XX 00000 220,000.00 220,000.00 671012531 XXXXXXX XX 00000 110,500.00 110,500.00 671012527 XXXXXXX XX 00000 718,250.00 718,250.00 671012520 XXXXXX XX 00000 136,000.00 136,000.00 671012513 ANSONIA CT 6401 218,400.00 218,400.00 671012512 XXXXXXX XX 00000 232,000.00 232,000.00 671012508 XXXXXXX XX 00000 144,000.00 144,000.00 671012507 XXXXXXX XX 00000 175,000.00 175,000.00 671012504 XXXXXXX XX 00000 576,000.00 576,000.00 671012482 XXXXXXX XX 00000 1,240,000.00 1,240,000.00 671012480 XXXXXXX XX 00000 315,000.00 315,000.00 671012477 XXXXXXX XX 00000 315,000.00 315,000.00 671012463 XXX XXXX XX 00000 494,000.00 494,000.00 671012447 XXXXXXX XX 00000 527,500.00 527,500.00 671012441 XXXX XX 00000 318,500.00 318,500.00 671012440 XXXXXXXX XX 00000 111,100.00 111,100.00 671012439 XXXXXXX XX 00000 147,250.00 147,250.00 671012437 XXX XXXXXXXXX XX 00000 899,371.17 900,000.00 671012434 XXXX XXXXXX XX 00000 364,000.00 364,000.00 671012428 XXXXXXX XX 00000 560,000.00 560,000.00 671012416 XXXXXX XX 00000 286,400.00 286,400.00 671012412 XXXXXXX XX 00000 399,000.00 399,000.00 671012409 XXXXXXXXXX XX 00000 459,000.00 459,000.00 671012407 XXXXXX XX 00000 183,849.17 184,000.00 671012397 XXXXXXX XX 00000 620,800.41 621,000.00 671012394 XXX XXXXX XX 00000 294,000.00 294,000.00 671012390 XXX XXXX XX 00000 587,818.98 588,000.00 671012384 XXXXXXXXX XX 00000 456,000.00 456,000.00 671012378 XXXXXXX XX 00000 455,808.44 456,000.00 671012375 XXXXXXX XX 00000 366,000.00 366,000.00 671012374 XXXXXX XX 00000 175,000.00 175,000.00 671012364 XXXXXX XXXXXX XX 00000 387,000.00 387,000.00 671012362 XXXXXX XX 00000 391,823.55 392,000.00 671012350 XXXX XX 00000 249,000.00 249,000.00 671012349 XXXXXXX XX 00000 700,000.00 700,000.00 671012345 XXXXXXXX XX 00000 210,000.00 210,000.00 671012331 XXXXX XX 00000 120,000.00 120,000.00 671012324 XXXXXXXX XX 00000 223,933.48 224,000.00 671012322 XXX XXXXXXXXX XX 00000 547,370.28 547,500.00 671012321 XXXXXX XX 00000 51,387.57 51,400.00 671012317 XXXXXXXXXXX XX 00000 408,500.00 408,500.00 671012308 XXXXXXX XX 00000 400,500.00 400,500.00 671012294 XXX XXXX XX 00000 676,776.11 677,000.00 671012293 XXXXXXX XX 00000 420,000.00 420,000.00 671012288 XXXXX XX 00000 418,860.64 419,000.00 671012278 XXXXXX XX 00000 690,000.00 690,000.00 671012273 XXXXXXX XX 00000 299,810.65 300,000.00 671012269 XXXXX XX 00000 70,000.00 70,000.00 671012268 XXXXX XX 00000 280,000.00 280,000.00 671012260 XXXXXXX XX 00000 334,395.53 334,500.00 671012258 XXXXXX XX 00000 1,182,719.72 1,183,000.00 671012253 XXXXXXXXXXX XX 00000 137,453.22 137,500.00 671012245 XXXXXXX XX 00000 444,000.00 444,000.00 671012244 XXXXXXXXX XX 00000 335,000.00 335,000.00 671012242 XXXXXXXX XX 00000 675,000.00 675,000.00 671012240 XXXXXXXX XX 00000 228,000.00 228,000.00 671012234 XXXXXXX XX 00000 663,636.55 664,000.00 671012228 XXXXXX XXXXXXX XX 00000 339,067.10 339,200.00 671012227 XXXXXXXXX XX 00000 131,738.51 131,800.00 671012226 XXXXX XX 00000 71,980.51 72,000.00 671012211 XXXXX XXXXX XX 00000 103,954.00 104,000.00 671012209 XXXXX XXXXX XX 00000 415,837.01 416,000.00 671012199 XXXXXXXX XX 00000 104,968.60 105,000.00 671012194 XXXXXXX XX 00000 544,715.01 545,000.00 671012181 XXXXXX XX 00000 464,950.00 464,950.00 671012180 XXXXXXX XX 00000 195,000.00 195,000.00 671012168 XXXXXX XX 00000 142,050.25 142,100.00 671012158 XXXXX XX 00000 45,384.68 45,400.00 671012152 XXXXXXXXX XX 00000 556,000.00 556,000.00 671012150 XXXXXX XX 00000 685,000.00 685,000.00 671012148 XXXXXX XX 00000 445,000.00 445,000.00 671012125 S XXX XXXXXXXXX XX 00000 583,820.21 584,000.00 671012105 XXXXXX XX 00000 201,860.28 202,000.00 671012083 XXXXXX XXXXXX XX 00000 411,834.00 412,000.00 671012075 XXXXXXXXX XXXX XX 00000 439,827.02 440,000.00 671012067 XXX XXXX XX 00000 607,810.11 608,000.00 671012039 XXXXXX XXXX XX 00000 684,250.00 684,250.00 671012035 XXXXXXX XX 00000 303,893.58 304,000.00 671012029 XXX XXXXX XX 00000 447,080.87 447,200.00 671012002 XXXXXXXX XX 00000 86,978.96 87,000.00 671011993 XXXXXXXX XX 00000 98,968.02 99,000.00 671011967 XXXXXX XX 00000 327,750.00 327,750.00 671011966 XXXXXX XX 00000 322,294.36 322,500.00 671011964 XXXXXXXXX XX 00000 599,847.02 600,000.00 671011952 XXXXXXXX XX 00000 195,937.00 196,000.00 671011948 XXXXX XXXXX XX 00000 161,445.83 161,500.00 671011867 XXXXXXXX XX 00000 669,672.59 670,000.00 671011827 XXXXXX XXXXX XX 00000 379,846.89 380,000.00 671011817 XXX XXXX XX 00000 621,000.00 621,000.00 671011757 XXXXXXX XX 00000 125,912.16 126,000.00 671011755 XXXXXXX XX 00000 504,000.00 504,000.00 671011689 XXXXX XXXXX XX 00000 611,599.70 612,000.00 671011601 XXX XXXX XX 00000 125,931.45 126,000.00 671011571 XXXXXXXX XX 00000 46,979.21 47,000.00 671011563 XXX XXXXXXX XX 00000 377,257.28 377,530.00 671011523 XXX XXXXXXX XX 00000 83,946.06 84,000.00 671011494 XXXXXXX XX 00000 120,886.64 121,000.00 671011463 XXXXXXXXX XX 00000 178,864.62 179,000.00 671011420 XXXXX XX 00000 315,764.66 315,900.00 671011371 XXX XXXX XX 00000 158,817.72 159,000.00 671011334 XXX XXXXX XX 00000 360,757.05 361,000.00 671011313 XXXXXX XX 00000 96,937.71 97,000.00 671011294 XXXXX XX XXXXXXX XX 00000 100,527.93 100,600.00 671011222 XXX XXXXXX XX 00000 467,137.70 467,500.00 671011198 XXXXXXX XX 00000 382,209.84 382,500.00 671011165 XXXXXX XX 00000 118,931.56 119,000.00 671011130 XXXXXXX XXXXX XX 00000 323,822.59 324,000.00 671011117 XXXXX XXXX XX 00000 101,934.49 102,000.00 671011090 XXXXXXX XX 00000 899,376.86 900,000.00 671010959 XXX XXXXXXX XX 00000 517,153.11 517,750.00 671010898 XXXXXXXXXXX XX 00000 259,906.34 260,100.00 671010894 XXXXXXX XX 00000 564,591.02 565,250.00 671010892 XXXXXX XX 00000 491,584.57 492,100.00 671010889 XXXXX XXXXXX XX 00000 318,203.38 318,400.00 671010873 XXXXXXXXX XXXX XX 00000 79,722.77 79,800.00 671010869 XXXXX XX 00000 379,511.74 380,000.00 671010866 XXX XXXX XX 00000 719,778.34 720,000.00 671010857 XXXXXXX XX 00000 94,108.83 94,200.00 671010847 XXXXXXX XX 00000 211,348.59 211,500.00 671010798 XXX XXXXX XX 00000 551,266.21 551,866.00 671010794 XXX XXXXXXXXX XX 00000 615,893.24 616,500.00 671010776 XXXXXX XX 00000 169,913.51 170,000.00 671010760 XXXXX XXXXX XX 00000 259,796.78 260,000.00 671010744 XXXXX XX 00000 356,617.44 357,000.00 671010743 XXXXXX XX 00000 615,884.52 616,500.00 671010734 XXXXXXX XX 00000 509,371.37 510,000.00 671010733 XXXXX XX 00000 179,850.88 180,000.00 671010676 XXXXXX XX 00000 360,899.48 361,250.00 671010660 XXXX XXXX XX 00000 350,579.21 351,000.00 671010658 XXXXXXX XX 00000 129,920.99 130,000.00 671010646 XXXXXXXX XX 00000 147,070.81 147,200.00 671010634 XXXXXXX XX 00000 557,280.47 560,000.00 671010621 XXXXXXXXXX XX 00000 755,580.39 756,500.00 671010612 XXXXXXXX XX 00000 609,237.17 609,700.00 671010610 XXXXXXX XX 00000 408,080.43 408,500.00 671010587 XXXXXXXXX XX 00000 317,932.27 318,250.00 671010570 XXXXXX XX 00000 304,663.81 305,000.00 671010555 XXXX XX 00000 469,129.03 469,700.00 671010554 XXXXXXX XX 00000 199,732.16 200,000.00 671010532 XXX XXXXXXX XX 00000 806,481.48 807,500.00 671010521 XXXXXXXX XX 00000 258,951.11 259,250.00 671010510 XXX XXXX XX 00000 589,276.79 590,000.00 671010505 XXX XXXX XX 00000 355,884.12 356,250.00 671010488 XXXXX XX 00000 469,599.25 470,000.00 671010482 XXXXXXXXXX XX 00000 299,428.24 300,000.00 671010443 XXXXXXXXX XX 00000 311,726.37 312,000.00 671010438 CREVE XXXXX XX 00000 462,947.92 463,500.00 671010418 XXXXXXXXXX XX 00000 355,566.69 356,500.00 671010408 XXXXXXXX XX 00000 93,622.62 93,800.00 671010362 XXXXXX XX 00000 202,702.87 203,000.00 671010358 XXXXXXX XX 00000 193,341.51 193,600.00 671010351 XXXXXX XX 00000 844,860.95 845,500.00 671010350 XXXXXXXX XXXXX XX 00000 649,397.32 650,400.00 671010297 XXXX XXXXXX XX 00000 494,206.53 495,000.00 671010224 XXXXXXXXX XX 00000 286,951.09 287,200.00 671010210 XXX XXXXX XX 00000 349,502.15 350,000.00 671010205 XXXXXXX XX 00000 379,506.80 380,000.00 671010193 XXX XXXXXXXXX XX 00000 485,322.89 486,000.00 671010160 XXXXXXXX XX 00000 498,802.85 499,500.00 671010147 XXX XXXX XX 00000 394,643.22 395,000.00 671010142 XXXXXXX XX 00000 199,679.59 200,000.00 671010098 XXX XXXXXXX XX 00000 303,627.35 304,000.00 671010091 XXXXXX XXXX XX 00000 343,589.35 344,000.00 671010085 XXXXXX XX 00000 686,890.95 688,000.00 671010060 XXXXXXX XX 00000 396,614.43 398,000.00 671010032 EAST XXXX XXXX XX 00000 509,147.58 510,000.00 671010029 XXXXXXX XX 00000 134,876.83 135,014.00 671010016 XXXXXXX XXXX XX 00000 697,952.46 700,000.00 671010015 XXXXXXXX XX 00000 103,877.15 104,000.00 671009989 XXX XXXXXXXXX XX 00000 1,398,076.84 1,400,000.00 671009947 XXXXXXXX XXXXXXX XX 00000 129,718.10 130,000.00 671009919 XXXXXX XX 00000 164,588.82 164,800.00 671009899 XXXXX XXXX XX 00000 702,252.80 703,500.00 671009886 XXXXXXXX XX 00000 384,306.65 384,900.00 671009759 XXX XXXX XX 00000 473,059.65 473,600.00 671009726 XXXXXX XX 00000 181,335.67 181,600.00 671009618 XXXXXXXXXXX XX 00000 233,284.71 233,750.00 671009590 XXXXXXX XX 00000 209,607.15 210,240.00 671009573 XXXXXX XX 00000 49,203.03 50,000.00 671009565 XXXXXXX XXXX XX 00000 986,013.88 990,000.00 671009523 XXXXX XXXXXXX XX 00000 790,815.72 792,000.00 671009487 XXXXXXX XX 00000 438,008.97 439,200.00 671009408 XXXXXXX XX 00000 79,077.17 79,200.00 671009385 XXXXXXX XX 00000 284,781.37 285,000.00 671009347 XXXXXX XX 00000 158,904.61 159,250.00 671009311 XXXXXXXX XX 00000 956,437.89 960,000.00 671009275 XXXXXXX XX 00000 106,414.14 106,500.00 671009236 XXX XXXXXXXXX XX 00000 644,871.51 646,000.00 671009115 XXX XXXXXX XX 00000 554,092.86 555,000.00 671009014 XXXXXX XXXX XX 00000 417,788.00 417,788.00 671008970 XXX XXXXXXX XX 00000 369,389.61 370,000.00 671008896 XXXXXX XX 00000 977,720.58 980,000.00 671008605 XXXXX XXXXXXXXX XX 00000 63,441.68 63,600.00 671008385 XXXXX XX 00000 340,905.28 342,550.00 671006420 XXXXXXXX XX 00000 433,600.00 433,600.00 671005208 XXX XXXXX XX 00000 64,093.36 64,500.00 671004668 XXXXX XXXX XX 00000 593,869.25 600,000.00 661016294 XXXXXX XX 00000 192,000.00 192,000.00 661016287 XXXXXX XX 00000 512,000.00 512,000.00 661016272 XXXXXXXXXXX XX 00000 328,000.00 328,000.00 661016259 XXXXX XX 00000 387,000.00 387,000.00 661016233 XXXXXXXX XX 00000 389,500.00 389,500.00 661016232 XXXXXXX XX 00000 258,000.00 258,000.00 661016230 XXX XXXXXXXXXX XX 00000 247,000.00 247,000.00 661016229 XXXXXXXX XX 00000 305,000.00 305,000.00 661016217 XXXXXX XXXXXX XX 00000 378,000.00 378,000.00 661016213 XXXXXXXXXXX XX 00000 240,000.00 240,000.00 661016207 XXXXXX XXXXXX XX 00000 272,000.00 272,000.00 661016205 PANORAMA XXXX/XXX XXXXXXX XX 00000 304,000.00 304,000.00 661016177 XXX XXXXX XX 00000 485,000.00 485,000.00 661016166 XXXXXXX XX 00000 208,800.00 208,800.00 661016165 XXXXX XX 00000 355,609.00 355,609.00 661016140 XXXXXX XX 00000 334,000.00 334,000.00 661016138 XXXXX XXXXXX XX 00000 224,000.00 224,000.00 661016131 XXXXXXXX XX 00000 292,000.00 292,000.00 661016130 XXXXXXXXX XX 00000 552,000.00 552,000.00 661016122 XXXXXXXX XX 00000 684,000.00 684,000.00 661016120 XXXXXXX XX 00000 465,500.00 465,500.00 661016113 XXXXXXX XX 0000 162,000.00 162,000.00 661016111 XXX XXXXXXXXXX XX 00000 488,360.00 488,360.00 661016099 XXXXXXXX XX 00000 223,000.00 223,000.00 661016096 XXXXXXXXX XX 00000 358,000.00 358,000.00 661016094 XXXXXXXX XX 00000 54,989.40 55,000.00 661016093 XXXXXXXX XX 00000 219,930.30 220,000.00 661016083 XXX XXXXXXXXXX XX 00000 210,000.00 210,000.00 661016073 XXXXXX XXXXXXXXX XX 00000 260,000.00 260,000.00 661016072 XXX XXXXX XX 00000 342,550.00 342,550.00 661016065 XXXXXXXXX XX 00000 300,000.00 300,000.00 661016062 XXXXXXXX XX 00000 392,000.00 392,000.00 661016057 XXXXXXX XX 00000 423,000.00 423,000.00 661016043 XXXXXXXXXXX XX 00000 250,250.00 250,250.00 661016024 XXXXXX XX 00000 134,000.00 134,000.00 661016020 XXXXXX XX 00000 536,000.00 536,000.00 661016004 XXX XXXXX XX 00000 229,799.32 229,900.00 661016003 XXX XXXXX XX 00000 324,500.00 324,500.00 661015987 XXXXXXX XX 00000 200,000.00 200,000.00 661015984 XXX XXXXX XX 00000 359,837.95 360,000.00 661015981 XXXXX XXXX XX 00000 23,795.41 23,800.00 661015980 XXXXX XXXX XX 00000 95,181.68 95,200.00 661015973 XXXXXXX XX 00000 217,500.00 217,500.00 661015970 DESERT HOT XXXXXXX XX 00000 573,750.00 573,750.00 661015963 XXXXXXXXXXX XX 00000 157,336.13 157,400.00 661015959 XXXXX XX 00000 105,000.00 105,000.00 661015948 XXXXXX XX 00000 80,800.00 80,800.00 661015946 XXXXXX XX 00000 140,000.00 140,000.00 661015941 XXXX XXXXX XX 00000 201,600.00 201,600.00 661015938 XXXXXXX XX 00000 370,000.00 370,000.00 661015935 XXXXXXXX XX 00000 127,931.53 128,000.00 661015932 XXXXXXXX XX 00000 449,713.05 450,000.00 661015930 XXXXXX XX 00000 178,445.04 178,500.00 661015919 XXX XXXXX XX 00000 225,000.00 225,000.00 661015913 XXXXXXXXX XX 00000 255,000.00 255,000.00 661015912 XXXXXXXX XXXXXX XX 00000 440,000.00 440,000.00 661015911 XXXXXXXX XX 00000 650,000.00 650,000.00 661015905 XXXXX XX 00000 244,000.00 244,000.00 661015903 XXXXXXXXXX XX 00000 54,000.00 54,000.00 661015901 XXXXXXXXXX XX 00000 216,000.00 216,000.00 661015886 XXX XXXXX XX 00000 189,000.00 189,000.00 661015863 XXXXXX XX 00000 210,000.00 210,000.00 661015847 XXXXX XX 00000 560,000.00 560,000.00 661015841 XXXX XXXXXXXX XX 00000 74,967.87 75,000.00 661015836 XXXXX XXXXX XX 00000 64,977.44 65,000.00 661015814 XXXXXX XXXXXX XX 00000 234,850.15 235,000.00 661015809 XXXXXXX XX 00000 508,000.00 508,000.00 661015808 XXXXXX XX 00000 308,800.00 308,800.00 661015801 XXXXX XXXXX XX 00000 279,847.06 280,000.00 661015796 XXXXXXXX XX 00000 167,955.77 168,000.00 661015793 XXXXXX XX 00000 124,000.00 124,000.00 661015789 XXXXXXXXX XX 00000 398,847.99 399,000.00 661015779 XXXXXXXXX XXXX XX 00000 300,000.00 300,000.00 661015774 XXX XXXXXXX XX 00000 312,000.00 312,000.00 661015757 XXXXXX XXXXXX XX 00000 287,834.30 288,000.00 661015755 XXXXXXX XX 00000 39,968.56 39,980.00 661015754 XXXX XXXXXX XX 00000 379,853.18 380,000.00 661015750 XXXXXX XX 00000 598,500.00 598,500.00 661015740 XXXXXX XXXXXX XX 00000 81,000.00 81,000.00 661015737 XXXXXXXXX XX 00000 311,117.40 311,400.00 661015735 XXXX XXXXXX XX 00000 385,000.00 385,000.00 661015728 XXXXXXXX XX 00000 481,100.00 481,100.00 661015721 XXXXXXXXX XX 00000 284,900.00 284,900.00 661015720 XXXXXX XX 00000 219,869.44 220,000.00 661015694 XXXXXX XXXXXX XX 00000 352,000.00 352,000.00 661015685 XXXX XXXX XX 00000 200,640.21 200,800.00 661015683 XXXXXXX XXXX XX 00000 368,000.00 368,000.00 661015668 XXXXXXX XX 00000 145,125.51 145,200.00 661015665 XXXXXXXX XX 00000 260,000.00 260,000.00 661015650 XXXXXX XX 00000 201,417.86 201,600.00 661015637 XXX XXXXXXXX XX 00000 140,000.00 140,000.00 661015631 XXX XXXXXXXXX XX 00000 167,908.71 168,000.00 661015628 XXXXXX XX 00000 311,999.20 311,999.20 661015623 XXXXXX XX 00000 359,832.04 360,000.00 661015614 XXXXX XX 00000 49,380.37 49,400.00 661015611 XXXXXXXXX XX 00000 785,000.00 785,000.00 661015585 XXXXXX XX 00000 347,200.00 347,200.00 661015552 XXXXX XXXXXX XX 00000 59,785.54 59,800.00 661015521 XXXXXXX XXXXX XX 00000 142,432.81 142,500.00 661015512 XXXXXXXXX XX 00000 632,944.74 633,250.00 661015509 XXXXXX XX 00000 356,000.00 356,000.00 661015501 XXX XXXXX XX 00000 307,813.42 308,000.00 661015500 XXXXXXXX XX 00000 319,200.00 319,200.00 661015464 XXXXXXXXXXX XX 00000 234,909.20 235,000.00 661015432 XXXXXX XXXXXX XX 00000 391,500.00 391,500.00 661015431 XXX XXXXXXX XX 00000 160,932.37 161,000.00 661015405 XXXXXXXX XX 00000 491,625.00 491,625.00 661015404 XXXXXX XX 00000 99,971.71 100,000.00 661015392 XXXXXXXXXX XX 00000 274,829.60 274,950.00 661015318 XXXXXXXXXXX XX 00000 273,505.57 273,600.00 661015297 XXXXXXXXX XX 00000 276,800.00 276,800.00 661015227 XXXXXXXXX XX 00000 48,975.07 49,000.00 661015216 XXXXXXX XX 00000 77,157.99 77,200.00 661015196 XXXXXX XX 00000 73,572.29 73,600.00 661015129 XXXXXXXX XX 00000 245,927.69 246,050.00 661015111 XXXXXXXXXXX XX 00000 116,344.18 116,388.00 661015104 XXXXXX XX 00000 87,833.98 88,000.00 661015087 XXXXXXX XX 0000 183,849.22 184,000.00 661015086 XXXXX XX 00000 405,000.00 405,000.00 661015027 XXXXXXX XX 00000 102,416.00 102,416.00 661015012 XXXXXX XXXX XX 00000 279,852.17 280,000.00 661014987 XXXXXX XX 00000 166,387.95 166,500.00 661014964 XXXXXXX XX 00000 467,200.00 467,200.00 661014939 XXXXXXX XX 00000 209,832.90 210,000.00 661014897 XXXXXXX XX 00000 255,900.44 256,000.00 661014866 XXXXXX XXXXXX XX 00000 174,841.80 175,000.00 661014856 XXX XXXXXXXXXX XX 00000 72,960.30 73,000.00 661014855 XXXXXX XX 00000 36,173.79 36,200.00 661014843 XXXXXX XX 00000 92,929.65 93,000.00 661014822 XXX XXXXX XX 00000 524,642.13 525,000.00 661014795 XXXX XXXXX XX 0000 164,419.44 164,500.00 661014790 XXXXXXXXX XX 00000 71,949.81 72,000.00 661014756 XXXXXXX XX 00000 452,000.00 452,000.00 661014666 XXXXX XX 00000 56,865.43 56,900.00 661014620 XXXXXXX XXX XX 00000 129,865.62 130,000.00 661014619 XXXXXXX XXX XX 00000 519,556.59 520,000.00 661014467 XXXXX XX 00000 602,146.06 603,000.00 661014452 XXXXXXX XX 00000 99,928.78 100,000.00 661014445 XXXX XXXXXX XX 00000 109,916.46 110,000.00 661014416 XXXXXXX XX 00000 79,644.83 79,722.00 661014400 XXXXXXX XX 00000 344,597.29 345,000.00 661014397 XXXXXXXX XX 00000 150,856.23 151,000.00 661014363 XXXXX XXXXX XX 00000 274,302.90 274,500.00 661014355 XXXXXXXX XX 00000 458,474.60 459,000.00 661014338 XXXXXXXX XX 00000 88,653.41 88,800.00 661014329 XXXXXXX XX 00000 140,301.27 140,500.00 661014280 XXXXXXX XX 00000 314,523.11 315,000.00 661014255 XXXXXXX XX 00000 381,814.13 382,500.00 661014218 XXXXXXXXX XX 00000 269,759.60 270,000.00 661014188 XXXXXXXX XX 00000 301,431.17 301,750.00 661014166 XXXXXXXXXXX XX 00000 137,839.88 138,000.00 661014102 XXXXXX XX 00000 523,616.10 524,000.00 661014095 XXXXXXXXX XX 00000 703,316.90 704,000.00 661014058 XXXXX XX 00000 263,674.59 264,000.00 661014056 XXXXXX XX 00000 237,373.54 237,600.00 661013969 XXXXXX XXXXXX XX 00000 182,685.75 183,000.00 661013960 XXX XXXXX XX 00000 201,276.84 201,600.00 661013915 XXXXXX XXX XXX XX 00000 459,262.65 460,000.00 661013879 XXXXXXX XX 00000 199,784.66 200,000.00 661013870 XXXXXXX XX 00000 117,322.30 118,000.00 661013864 XXXXXXXXX XX 00000 347,077.05 347,400.00 661013822 XXX XXXXX XX 00000 227,428.79 227,700.00 661013789 XXXXXXX XX 00000 162,303.64 162,500.00 661013769 DESERT HOT XXXXXXX XX 00000 212,289.36 212,500.00 661013732 XXXXXX XX 00000 114,811.97 115,000.00 661013723 XXXX X' XXXXX XX 00000 217,295.86 217,500.00 661013668 XXXXXXXX XX 00000 162,674.03 163,000.00 661013648 XXXXXX XXXX XX 00000 1,428,472.47 1,430,000.00 661013629 XXXXXX XXXXXX XX 00000 249,232.76 250,000.00 661013541 XXXXXXX XX 00000 179,811.77 180,000.00 661013523 XXXXX XXX XXXXX XX 00000 293,032.10 293,400.00 661013481 XXXXXXXX XX 00000 419,256.28 420,000.00 661013320 XXXXXXXX XX 00000 262,073.61 262,500.00 661013317 XXXXXXXXX XX 00000 319,334.10 319,500.00 661013315 XXXXXX XX 00000 296,046.25 296,625.00 661013314 XXXXXXXXXXXX XX 0000 183,511.71 183,750.00 661013236 XXX XXXXX XX 00000 498,822.87 499,500.00 661013181 XXXXXXX XX 00000 420,709.03 421,736.00 661013154 SUMMERLAND XXX XX 00000 536,687.03 537,600.00 661013136 XXXXXXX XX 0000 202,300.25 202,500.00 661013017 XXXXXXX XX 00000 325,914.58 326,250.00 661012951 XXXXXXX XX 00000 720,922.76 722,000.00 661012777 XXXXX XXX XXXXX XX 00000 139,650.45 139,750.00 661012771 XXXXX XX 00000 331,369.51 332,500.00 661012662 XXXXXXXXXXX XX 00000 213,993.57 214,000.00 661012570 XXXXXX XXXX XX 00000 339,185.36 340,500.00 661012542 XXXX XXXXX XX 00000 394,122.07 396,000.00 661012406 XXXXXXX XX 00000 158,664.49 159,000.00 661012294 XXXXXXX XX 00000 259,262.90 260,000.00 661012156 XXX XXXXXXX XX 00000 249,787.66 250,250.00 661012082 XXXXXXXXX XX 00000 101,722.97 102,000.00 661012026 XXXXXXX XX 00000 33,913.70 34,000.00 661012025 XXXXXXX XX 00000 135,420.54 136,000.00 661011835 XXXXXXXXXX XX 00000 383,040.87 385,000.00 661011639 XXXXXXXXX XX 00000 59,876.23 60,000.00 661010985 XXXXXXXXX XX 00000 218,853.43 220,000.00 661009587 XXXXXX XXXX XX 00000 144,199.96 144,500.00 651019196 XXXXXXXXX XX 00000 271,200.00 271,200.00 651019180 XXXXXXXXXX XX 00000 304,000.00 304,000.00 651019171 XXXXXXX XXXX XX 00000 178,600.00 178,600.00 651019103 XXXXXXXXXXX XX 00000 87,000.00 87,000.00 651019031 XXX XXXXXXXX XX 00000 185,250.00 185,250.00 651019016 XXX XXXXX XX 00000 322,908.85 322,990.00 651018997 XXXXXXX XX 00000 253,000.00 253,000.00 651018958 XXXX XXXXX XX 00000 630,000.00 630,000.00 651018957 XXXXXX XX 00000 222,000.00 222,000.00 651018938 XXXXXXXXX XX 00000 132,692.82 132,750.00 651018916 XXXXXXX XX 00000 187,441.45 187,500.00 651018903 XXXXXXXXX XX 00000 105,353.13 105,400.00 651018848 XXXXXXXXX XX 0000 289,000.00 289,000.00 651018844 XXXXXXX XX 00000 152,950.00 152,950.00 651018836 XXXXXX XX 00000 52,000.00 52,000.00 651018833 XXXXXXXXXXXX XX 00000 55,000.00 55,000.00 651018832 XXXXXX XX 00000 378,000.00 378,000.00 651018814 XXXXXXX XXXXXX XX 00000 380,000.00 380,000.00 651018803 XXX XXXXX XX 00000 306,000.00 306,000.00 651018795 XXXXXXXX XX 0000 252,000.00 252,000.00 651018785 XXXXXXXXXXXX XX 00000 127,346.58 127,400.00 651018782 XXXXXXXXX XX 00000 85,500.00 85,500.00 651018768 XXXXXXXX XX 00000 126,000.00 126,000.00 651018755 XXXXXXX XX 00000 225,250.00 225,250.00 651018748 XXXXXXXXX XX 00000 153,738.21 153,824.00 651018731 N XXXXXXXXXX XX 00000 282,600.00 282,600.00 651018730 XXXXXXXXX XX 00000 85,500.00 85,500.00 651018714 XXXXXXX XX 00000 129,139.72 129,200.00 651018705 XXXXXXX XX 00000 114,500.00 114,500.00 651018691 XXXXXXX XX 00000 150,974.82 151,000.00 651018685 XXXXXXXX XX 00000 113,500.00 113,500.00 651018684 XXXXX XXXXX XX 00000 196,014.17 196,100.00 651018676 XXXXXXX XX 00000 141,300.00 141,300.00 651018667 XXXXX XX 00000 319,000.00 319,000.00 651018651 XXXXXXX XX 00000 170,941.63 171,000.00 651018648 XXXXXXXX XX 00000 208,963.15 209,000.00 651018645 XXXX XXXXXX XX 0000 286,500.00 286,500.00 651018630 XXXXXXXXXX XX 00000 416,250.00 416,250.00 651018625 XXXXXXXX XX 00000 101,194.70 101,250.00 651018611 XXXX XXXX XX 00000 111,137.98 111,200.00 651018596 XXXXXXXXXXX XX 00000 132,000.00 132,000.00 651018586 XXXXXX XX 00000 157,408.45 157,500.00 651018582 XXXXXXXX XX 00000 92,974.84 93,000.00 651018578 XXXXXXXX XX 00000 292,500.00 292,500.00 651018575 XXXXX XXXXXX XX 00000 139,500.00 139,500.00 651018566 XXXXX XX 00000 109,875.00 109,875.00 651018564 XXXX XXXXX XX 00000 688,000.00 688,000.00 651018501 XXXXXXXXXXXX XX 00000 113,350.89 113,400.00 651018489 XXXXX XXXXX XX 00000 150,936.00 151,000.00 651018484 XXXXXX XX 00000 24,880.00 24,880.00 651018459 XXXXXXX XX 00000 54,982.23 55,000.00 651018454 XXXX XX 00000 97,955.24 98,000.00 651018449 XXXXXX XXXXX XX 00000 219,943.75 220,000.00 651018444 XXXXXXX XX 00000 360,000.00 360,000.00 651018441 XXXXXXXXX XX 00000 31,590.45 31,600.00 651018438 XXXXXXXXX XX 00000 126,362.73 126,400.00 651018433 XXXXXXXX XX 00000 192,856.77 193,000.00 651018430 XXXXXXXX XX 00000 60,000.00 60,000.00 651018415 XXXXXXX XX 00000 202,383.49 202,500.00 651018414 XXXXXXXX XX 00000 123,909.80 124,000.00 651018400 XXXXXXX XXXXX XX 00000 568,160.00 568,160.00 651018390 XXXXXXX XXXX XX 00000 131,037.49 131,250.00 651018378 XXXXXXX XX 00000 47,768.44 47,780.00 651018374 XXXXXXX XX 00000 191,014.52 191,120.00 651018369 XXXX XX XXXXX XX 00000 179,400.00 179,400.00 651018368 XXXXXXXXXX XX 0000 316,000.00 316,000.00 651018363 XXXXXXXXX XXXX XX 00000 37,790.86 37,800.00 651018360 XXXXX XXXXXXXX XX 00000 171,000.00 171,000.00 651018355 XXXXXXXX XX 0000 199,500.00 199,500.00 651018350 XXXXX XXXXXXXX XX 00000 74,955.04 75,000.00 651018329 XXXXXXXXXXX XX 00000 88,740.42 88,800.00 651018305 XXXXX XX 00000 27,567.14 27,580.00 651018280 XXXXXX XX 00000 224,931.96 225,000.00 651018255 XXXXXXXXX XX 00000 90,963.05 91,000.00 651018252 XXXXXXX XX 00000 98,969.73 99,000.00 651018201 XXXXXXXX XX 00000 21,994.04 22,000.00 651018199 XXXXXXXX XX 00000 87,946.69 88,000.00 651018179 XXXXXXX XX 00000 73,133.71 73,200.00 651018159 XXXXXXXX XX 00000 75,986.64 76,000.00 651018121 XXXXXXXXXXXX XX 00000 319,921.92 320,000.00 651018116 XXXXXXXXX XX 00000 24,594.05 24,600.00 651018109 XXXXXXXXX XX 00000 98,354.58 98,400.00 651018098 XXXXXXXXXXXX XX 00000 135,784.57 135,850.00 651018097 XXXXXXX XX 00000 34,964.53 34,980.00 651018086 XXXXXXX XX 00000 139,867.44 139,920.00 651018061 XXXXXXXXX XX 00000 198,439.77 198,557.60 651018058 XXXXXXXX XX 00000 166,334.58 166,400.00 651018028 XXXXXXXX XXXX XX 00000 54,131.11 54,150.00 651018021 XXXXX XX 00000 34,083.41 34,100.00 651017943 XXXXXX XX 00000 28,992.99 29,000.00 651017865 XXXXX XXXXX XX 00000 259,825.00 259,825.00 651017796 XXXXX XX 00000 311,803.07 312,000.00 651017794 XXXXX XXXXX XX 00000 299,907.64 300,000.00 651017752 XXXXXXX XX 00000 76,470.57 76,500.00 651017736 XXXXXXXX XX 00000 180,000.00 180,000.00 651017720 XXXXXXX XX 00000 112,419.07 112,500.00 651017659 XXXXXXXXXX XX 00000 27,986.39 28,000.00 651017642 XXXXXXX XX 00000 138,000.00 138,000.00 651017630 XXXXXXX XX 00000 273,921.52 274,000.00 651017580 XXXXXXXXX XX 00000 32,414.11 32,440.00 651017572 XXX XXXXXX XX 00000 331,337.58 331,460.00 651017493 XXXXXXXXXXXX XX 00000 250,000.00 250,000.00 651017480 XXXXXXXXX XXXX XX 00000 405,766.42 406,000.00 651017460 PENNSAUKEN NJ 8110 111,961.35 112,000.00 651017419 XXXXXXXX XX 00000 36,779.97 36,800.00 651017415 XXXXXX XX 00000 270,587.49 270,750.00 651017376 XXXXXXXX XX 0000 43,575.62 43,600.00 651017300 XXXXXXX XX 00000 297,350.00 297,350.00 651017254 XXXXXXXXXXX XX 00000 35,582.69 35,600.00 651017246 XX. XXXXXX XX 00000 47,354.23 47,380.00 651017240 XXXXXXXXXX XX 00000 38,479.05 38,500.00 651017227 XXXXXXX XX 00000 24,171.88 24,200.00 651017169 XXXXXXXXXXX XX 00000 300,721.96 300,900.00 651016977 XXXXXXXX XXXXXXX XX 00000 94,989.29 95,000.00 651016974 XXXXXXXXXX XX 00000 109,981.41 110,000.00 651016887 XXXXXX XXXXXXX XX 00000 300,000.00 300,000.00 651016871 XXXX XXXXX XX 00000 224,309.08 224,400.00 651016848 XXXXXXXXX XX 00000 260,000.00 260,000.00 651016820 XXXXX XXXXXXXXX XX 0000 495,371.71 496,000.00 651016777 XXXXX XXXXXXXX XX 00000 508,235.84 508,500.00 651016659 XXXXXXXXXX XX 00000 322,117.03 322,400.00 651016642 XXXXXX XX 00000 72,185.24 72,250.00 651016607 XXXXXXX XX 0000 259,739.76 260,000.00 651016577 XXXXXXXXX XX 00000 75,483.96 75,600.00 651016574 XXXXXX XX 00000 120,436.87 120,500.00 651016564 XXXXXXX XX 00000 151,730.21 152,000.00 651016495 XXXXXXXXX XX 00000 207,745.05 208,000.00 651016487 XXXXXXXX XX 00000 462,848.07 463,250.00 651016465 XXXXXX XX 0000 427,271.46 427,500.00 651016448 XXXXX XX 00000 368,694.33 369,000.00 651016308 XXXXXXXX XX 0000 404,757.97 405,140.00 651016240 XXXXXXX XX 00000 173,680.98 173,850.00 651016197 XXXXX XX 00000 219,658.79 220,000.00 651016071 XXXXXX XXXXXX XX 00000 115,399.36 115,600.00 651016049 XXXX XXXXX XX 00000 159,700.00 160,000.00 651015939 XXXXXX XXXX XX 00000 98,318.39 98,400.00 651015905 XXXX XXXX XX 0000 262,269.10 262,500.00 651015846 XXXX XXXX XX 00000 516,817.75 517,500.00 651015780 XXXXXXXXX XX 00000 27,073.06 27,100.00 651015779 XXXXXXXXXX XX 00000 104,829.08 105,000.00 651015749 XXXXXXXXXX XX 00000 187,161.29 187,500.00 651015692 XXXXXXXX XX 00000 109,152.92 109,500.00 651015662 XXXXXXXX XX 00000 183,769.11 184,000.00 651015654 XXXXXXXXX XX 00000 201,253.81 201,600.00 651015454 XXXXXXXXX XX 00000 76,342.02 76,500.00 651015444 XXXXXXXX XX 00000 129,731.47 130,000.00 651015348 XXXXXX XX 00000 88,551.94 88,752.00 651015281 TEA SD 57064 120,084.32 120,250.00 651015232 CABIN XXXX MD 20818 873,181.42 875,000.00 651014949 NEW XXXXXX XX 0000 186,426.48 187,000.00 651014880 XXXXXXXXX XX 00000 199,967.62 200,000.00 651014635 XXXXXX XX 0000 539,439.98 540,000.00 651014599 XXXXX XXXXX XX 00000 678,398.59 680,000.00 651014513 XXXXX XX 00000 434,872.07 437,000.00 651014438 XXX XXXXXXX XX 00000 1,291,497.99 1,291,500.00 651014405 XXXXXXXXXXXX XX 00000 51,772.63 51,850.00 651014236 XXXX XXXXXXX XXXXXX XX 00000 1,045,062.08 1,049,940.00 651013499 XXXXX XXXX XX 00000 123,709.07 124,000.00 651013038 XXXXXX XX 00000 234,153.64 235,450.00 651012891 XXXXXXXXXXXX XX 00000 332,500.00 332,500.00 651012731 XXXXXX XX 0000 190,458.85 191,500.00 651012136 XXXXXX XXXX XX 00000 84,000.00 84,000.00 651011762 XXXXX XXXXXXXX XX 00000 181,392.79 182,000.00 651011711 XXXXXX XX 00000 74,613.48 75,000.00 651011420 XXXXXXXXX XX 00000 205,690.27 212,400.00 651011152 XXXXXXX XX 00000 59,461.71 60,000.00 651008257 XXXXXXXXXXXXX XX 00000 110,279.53 111,000.00 641017389 XXXXXXXX XX 00000 78,472.13 78,500.00 641017362 XXX XXXXX XX 00000 625,896.00 625,896.00 641017344 XXXXXXXX XX 00000 151,345.97 151,434.00 641017328 XXX XXXXXXX XX 00000 131,938.42 132,000.00 641017306 XXXXXXXXXXX XX 00000 25,994.06 26,000.00 641017305 XXX XXXXX XX 00000 79,952.52 80,000.00 641017304 XXXXXXXXXXX XX 00000 103,937.00 104,000.00 641017301 XXXXXXXXXX XX 00000 43,747.98 43,768.40 641017277 XXXXXX XX 00000 119,716.76 120,231.00 641017266 XXXXXX XX 00000 166,504.14 166,600.00 641017231 XXX XXXXXXX XX 00000 170,115.08 170,192.00 641017219 XXX XXXXXX XX 00000 147,603.56 148,000.00 641017180 XXX XXXXXXX XX 00000 91,392.39 91,425.00 641017160 XXX XXXXXXX XX 00000 126,944.88 127,000.00 641017155 XXXX XXXXX XX 00000 122,369.46 122,430.00 641017081 XXXXXX XXXXX XX 00000 139,918.62 140,000.00 641017065 XXXXXXXXXXXX XX 00000 203,830.01 204,000.00 641017059 XXXXXX XX 00000 23,590.62 23,600.00 641017055 XXXXXXX XX 00000 94,342.22 94,400.00 641017031 XXXXXXXXXXX XX 00000 88,318.15 88,350.00 641017029 XXXXXXXXXXX XX 00000 30,392.65 30,400.00 641017025 XXXXXXX XX 00000 65,487.09 65,520.00 641017020 XXXXXXXXX XX 0000 128,451.09 128,500.00 641017011 XXXXX XXXXXXX XX 00000 105,111.61 105,165.00 641016910 XXXXXXXXX XX 00000 103,970.64 104,000.00 641016815 XXXXXX XX 00000 22,954.73 22,960.00 641016802 XXXX XXXXX XX 00000 20,073.77 20,083.00 641016731 XXXXXXXXX XX 00000 20,996.09 21,000.00 641016730 XXXXXXXXX XX 00000 83,953.15 84,000.00 641016694 XXXX XXXXX XX 00000 54,982.81 55,000.00 641016667 XXXXXXXXX XX 00000 74,048.06 74,100.00 641016661 XXXXXXX XX 00000 85,973.70 86,000.00 641016648 XXXXXX XX 00000 51,365.01 51,390.00 641016636 XXXXXXXX XX 00000 94,972.76 95,000.00 641016615 XXXXXXXX XX 00000 53,535.37 53,560.00 641016605 XXXXXXXXX XX 00000 207,649.52 208,000.00 641016584 XXXXXXXXX XX 00000 31,104.06 31,121.00 641016546 XX XXXX XX 00000 22,688.96 22,700.00 641016519 XXX XXXXXXX XX 00000 39,978.23 40,000.00 641016379 XXXXX XX 00000 148,165.41 148,320.00 641016352 XXXXXXXXX XX 00000 22,968.82 22,980.00 641016246 XXXXXXXXX XX 00000 111,678.00 113,600.00 641016197 XXXXXXX XXXX XX 00000 30,964.92 30,980.00 641016189 XXXXXXXX XX 00000 25,585.68 25,600.00 641016171 XXXXXXXXXXXX XX 00000 55,418.98 55,450.00 641016119 XXXXXXXXXX XX 00000 30,984.94 31,000.00 641016015 XXXX XX 00000 36,982.00 37,000.00 641016012 XXXX XX 00000 147,840.72 148,000.00 641015866 XXXXXX XX 00000 110,063.12 110,200.00 641015863 XXXXX XX 00000 74,914.54 75,000.00 641015759 XXXXXXXXX XX 0000 79,865.15 80,000.00 641015752 XXX XXXXXXX XX 00000 62,945.37 63,000.00 641015716 XXXXXX XX 00000 169,710.47 170,000.00 641015670 XXXXXXXXX XX 0000 139,912.54 140,000.00 641015662 XXXXXXX XX 00000 23,666.38 23,683.00 641015587 XXXXXXX XX 00000 154,802.54 155,043.00 641015337 XXX XXXXXX XX 00000 71,167.04 71,250.00 641015260 XXX XXXXXXX XX 00000 23,875.43 23,900.00 641015140 XXXXXX XX 00000 144,711.21 145,000.00 641015119 XXXXXXXXX XXXXXXX XX 00000 49,884.57 50,000.00 641014953 HOT XXXXXXX XX 00000 49,939.96 50,000.00 641014942 XXXXX XXXXXXX XX 00000 128,294.51 128,651.20 641014693 XXXXXXX XX 00000 61,472.75 61,600.00 641014671 XXXX XXXXX XX 00000 170,709.07 171,000.00 641014574 XXX XXXXXXX XX 00000 22,170.01 22,200.00 641014570 XXXX XXXXXXXX XX 00000 26,854.17 26,900.00 641014554 XXXXXXXX XX 00000 50,701.84 50,780.00 641014549 XXXXXXX XX 00000 176,903.97 177,500.00 641014465 XXXXXX XX 00000 175,162.47 175,513.60 641014417 XXX XXXXXX XX 00000 26,454.84 26,500.00 641014405 XXXXXX XX 00000 24,480.48 24,520.00 641014402 XXXXXXXXXXX XX 00000 279,135.94 280,300.00 641014401 XXXXXXXXXX XX 00000 27,932.36 27,980.00 641014362 XXXXXXX XX 00000 127,932.88 128,250.00 641014354 XXXXXXXXX XX 0000 479,240.78 480,000.00 641014311 XXXXXXXXXXX XX 00000 35,746.50 36,000.00 641014299 XXXXX XX 00000 79,785.49 80,000.00 641014298 XXX XXXXXXX XX 00000 35,437.50 35,500.00 641014289 XXX XXXXXXXXX XX 00000 22,012.92 22,445.00 641014180 XX XXXX XX 00000 31,324.13 31,380.00 641014107 XXXXXX XX 00000 53,916.78 54,000.00 641014067 XXXX XXXXX XX 00000 33,158.56 33,217.00 641014002 XXXX XXXXX XX 00000 28,125.42 28,175.00 641013676 XXXXXXXX XX 00000 113,249.84 115,005.00 641013578 POMFRET CT 6259 254,545.68 255,075.00 641013563 THE XXXXXXXXX XX 00000 22,740.22 22,800.00 641013378 XXXX XX 00000 22,725.98 22,780.00 641013369 XXXXXXXX XX 00000 52,594.64 52,800.00 641013225 XXXXXXX XX 00000 142,264.70 142,975.00 641013092 XXXXXXXX XX 00000 115,540.95 116,100.00 641012885 XXXXXX XX 00000 34,896.92 35,000.00 641012642 XXXXXXXXXXX XX 00000 71,583.33 72,000.00 641012619 XXX XXXXXXX XX 00000 74,033.60 74,400.00 641012596 XXXXXXXXX XX 00000 161,222.14 166,677.00 641012576 XXXXXXX XX 00000 278,837.91 280,000.00 641012532 XXXXXXXXXX XX 00000 24,078.52 24,168.00 641012070 XXXX XXXXX XX 00000 43,508.59 43,612.00 641011396 XX XXXX XX 00000 34,813.33 35,000.00 641011232 XXXXXXXX XX 00000 33,868.53 34,000.00 641009081 XXX XXXXXXX XX 00000 29,550.79 29,700.00 641008691 XXXXX XXXXXXXX XXXXX XX 00000 130,454.65 131,250.00 641008591 XXXXXXXXX XX 00000 49,634.70 50,000.00 641008543 XXXXXXXXXX XX 00000 21,689.16 21,780.00 631013526 XXXXXXXX XXXXXXX XX 00000 36,100.00 36,100.00 631013440 XXXXXX XX 00000 313,500.00 313,500.00 631013435 XXXXX XXXXXXX XX 00000 441,000.00 441,000.00 631013426 XXXXXXXX XX 00000 222,750.00 222,750.00 631013393 XXXXXX XXXXXX XX 00000 98,000.00 98,000.00 631013380 XXXXXXXXX XX 00000 340,000.00 340,000.00 631013373 XXXXXXXX XX 00000 1,155,000.00 1,155,000.00 631013343 XXXXXXXXX XX 00000 365,750.00 365,750.00 631013341 XX XXXXX XX 00000 645,000.00 645,000.00 631013335 XXXXXXX XX 00000 418,500.00 418,500.00 631013316 XXXXXXX XX 00000 187,000.00 187,000.00 631013295 XX XXXXX XX 00000 504,000.00 504,000.00 631013292 XXXXXXXXX XX 00000 338,000.00 338,000.00 631013291 XXXXX XXXXX XX 00000 832,500.00 832,500.00 631013287 XXXX XXXXXX XX 00000 170,000.00 170,000.00 631013281 XXX XXXXX XX 00000 610,000.00 610,000.00 631013279 XXXXXXXXX XX 00000 288,000.00 288,000.00 631013273 XXXXX XXXX XX 00000 521,000.00 521,000.00 631013267 XXXXXXX XX 00000 176,000.00 176,000.00 631013243 XXX XXXXX XX 00000 468,000.00 468,000.00 631013229 XXXX XX 00000 85,000.00 85,000.00 631013228 XXXXXX XX 00000 142,000.00 142,000.00 631013222 XXX XXXXX XX 00000 472,000.00 472,000.00 631013220 XXXXXXXX XX 00000 261,000.00 261,000.00 631013217 XX XXXXXX XX 00000 318,281.91 318,500.00 631013204 XXXXXXXXX XX 00000 324,000.00 324,000.00 631013200 XXXXXX XX 00000 333,000.00 333,000.00 631013196 XXX XXXXXXX XX 00000 629,848.52 630,000.00 631013191 XXXXXX XXXXXX XX 00000 332,903.23 333,000.00 631013186 XXXXXXX XX 00000 495,000.00 495,000.00 631013167 XXXXXXXXX XX 00000 279,891.82 280,000.00 631013162 XXXXXXX XX 00000 305,000.00 305,000.00 631013160 XXXXXXX XX 00000 349,868.52 350,000.00 631013138 XXXXXXXXX XX 00000 184,000.00 184,000.00 631013137 XXX XXXXXXX XX 00000 544,000.00 544,000.00 631013133 XXXXX XXXXX XX 00000 472,500.00 472,500.00 631013129 XXXXXXXXXX XX 00000 176,130.54 176,250.00 631013105 XXXXXX XXXX XX 00000 305,424.36 305,500.00 631013082 XXXXXXXX XXXXXXX XX 00000 133,111.53 133,200.00 631013072 XXXXX XX 00000 319,328.36 319,500.00 631013066 XXXXXXXXXX XX 00000 296,878.66 297,000.00 631013041 XXXXX XXXXX XX 00000 544,000.00 544,000.00 631013039 XXXXXXX XX 00000 669,000.00 669,000.00 631013020 XXX XXXXX XX 00000 172,152.38 172,300.00 631013007 XXXXXXXX XX 00000 764,328.35 765,000.00 631012984 XXX XXXXX XX 00000 565,250.00 565,250.00 631012965 XXXXXXX XX 00000 416,146.94 416,250.00 631012963 XXX XXXXX XX 00000 328,250.00 328,250.00 631012955 XXX XXXXX XX 00000 111,800.00 111,800.00 631012949 XXX XXXXX XX 00000 447,200.00 447,200.00 631012939 XXXXXXX XX 00000 145,000.00 145,000.00 631012927 XXX XXXXX XX 00000 380,000.00 380,000.00 631012919 XXXX XX 00000 126,824.44 126,825.00 631012914 XXXXXXX XX 00000 287,640.37 287,750.00 631012903 XXXXXXXXX XX 00000 446,759.87 447,000.00 631012899 XXXXXXX XX 00000 179,600.00 179,600.00 631012890 XXXXXXXXXX XXXX XX 00000 109,917.76 110,000.00 631012889 XXXXXX XXXXXX XX 00000 351,000.00 351,000.00 631012879 XXXXXXXX XX 00000 484,500.00 484,500.00 631012849 XXXXXXX XXXX XX 00000 454,500.00 454,500.00 631012845 XXX XXXX XX 00000 1,316,961.71 1,317,500.00 631012844 XXXXXX XXXXXXX XX 00000 399,000.00 399,000.00 631012840 XXXXXXXXXXXXXX XXXX XX XXXXXX XX 00000 507,751.75 508,000.00 631012791 XXXXXXXX XXXXX XX 00000 456,000.00 456,000.00 631012773 XXXXXX XXXXXXXXX XX 00000 426,000.00 426,000.00 631012769 XXXXXX XXXX XX 00000 197,958.77 198,100.00 631012754 XXXXXX XXXXXX XX 00000 396,000.00 396,000.00 631012729 XXX XXXXXXX XX 00000 512,250.83 512,525.00 631012727 XXXXXX XX 00000 131,938.42 132,000.00 631012671 XXXXXXXX XX 00000 119,914.03 120,000.00 631012651 XXXXXXXX XX 00000 104,353.82 104,400.00 631012645 XXXXXX XX 00000 239,894.90 240,000.00 631012588 XXXX XXXX XX 00000 152,901.73 153,000.00 631012583 XXXX XXXXXX XX 00000 52,771.27 52,800.00 631012535 XXXXX XX 00000 85,735.10 85,800.00 631012499 XXXXXXXX XX 00000 152,659.65 152,819.20 631012485 XXXXXX XX 00000 203,890.95 204,000.00 631012484 XXXXX XXXXX XX 00000 450,000.00 450,000.00 631012468 XX XXXXX XX 00000 123,908.54 123,980.00 631012424 XXXXXXXX XX 00000 30,286.54 30,300.00 631012399 XXXXXXXXXXX XX 00000 257,517.58 257,600.00 631012386 XXXXXX XX 00000 73,959.75 74,000.00 631012374 XXXXXX XX 00000 371,789.24 372,000.00 631012364 XXXXXXXXX XX 00000 96,934.91 97,000.00 631012264 XXXXX XXXXX XX 00000 418,199.82 418,500.00 631012262 XXXXXX XX 00000 448,467.76 448,500.00 631012219 XXXXXX XX 00000 959,755.23 960,000.00 631012185 XXX XXXXX XX 00000 339,531.34 340,000.00 631012182 XXXXX XXXXXX XX 00000 157,064.10 157,250.00 631012174 XXX XXXXX XX 00000 299,619.81 300,000.00 631012164 XXXXXXXXXX XX 00000 263,055.93 263,250.00 631012151 XXXXXX XX 00000 326,982.83 327,250.00 631012122 XXXXX XXXXXXX XX 00000 573,052.55 573,750.00 631012120 XXXXXXXXXX XX 00000 299,026.14 299,250.00 631012091 AREA XX XXXXXXXXX XX 00000 341,834.32 342,200.00 631012078 XXXXXXXX XX 00000 429,251.03 430,000.00 631012041 XXXXXX XX 00000 335,288.79 335,750.00 631012018 XXXXXXXXX XX 00000 514,373.98 515,000.00 631012012 XXX XXXX XX 00000 1,068,725.51 1,070,000.00 631012009 XXXXXXXXX XX 00000 414,388.28 415,000.00 631011978 XXXXXXXXXXX XX 00000 251,758.95 252,000.00 631011977 XXXXX XXXXXX XX 00000 493,640.69 494,100.00 631011951 XXXXXXXXXX XX 00000 273,389.72 273,700.00 631011937 COVINA CA 91722 347,007.51 347,700.00 631011933 XXXXXXXXXX XX 00000 428,870.27 429,300.00 631011932 XXX XXXXX XX 00000 458,554.64 459,000.00 631011922 XXX XXXXX XX 00000 349,571.00 350,000.00 631011916 XXXXXX XX 00000 960,976.28 962,000.00 631011914 XXXXXXXXX XX 00000 350,544.46 351,000.00 631011901 XXXXX XX 00000 737,313.46 738,000.00 631011870 EAST XXXX XXXX XX 00000 361,717.05 362,000.00 631011865 XXXXX XXXX XX 00000 691,797.17 693,000.00 631011849 XXXXXXX XX 00000 244,757.60 245,000.00 631011816 XXXXX XXXXX XX 00000 389,033.73 389,600.00 631011713 XXXXXXXXXX XX 00000 186,696.06 187,000.00 631011691 XXXXXX XX 00000 158,908.89 159,250.00 631011660 XXX XXXXX XX 00000 174,644.21 175,000.00 631011624 XXXXXXXX XX 00000 632,335.35 633,056.00 631011592 XXX XXXXXXX XX 00000 327,767.95 328,000.00 631011502 XXXXXXX XX 00000 285,640.87 286,000.00 631011491 XXXXXXXX XX 00000 359,198.84 360,000.00 631011180 XXXXXXX XX 00000 166,036.54 166,400.00 631011119 XXXXX XX 00000 233,479.26 234,000.00 631011099 XXXX XXXXXX XX 00000 535,994.56 537,200.00 631010665 XXXXXX XX 00000 159,476.58 160,000.00 631008592 XXXXXXXXX XX 00000 302,897.73 306,000.00 621016534 XXXXXXXXX XX 00000 175,000.00 175,000.00 621016499 XXXX XXXXX XX 00000 313,500.00 313,500.00 621016473 XXXXX XX 00000 359,999.10 359,999.10 621016460 XXXXXXX XX 00000 256,720.00 256,720.00 621016456 XXX XXXX XX 00000 488,000.00 488,000.00 621016447 XXXXX XX 00000 300,000.00 300,000.00 621016398 XXXXX XX 00000 308,000.00 308,000.00 621016382 XXXXXXXXX XX 00000 329,665.00 329,665.00 621016376 XXXXX XX 00000 232,800.00 232,800.00 621016375 XXXX XXXXX XX 00000 61,188.60 61,200.00 621016374 XXXX XXXXX XXXXX XX 00000 256,500.00 256,500.00 621016364 XXXXXXX XX 00000 351,000.00 351,000.00 621016359 XXXXXXX XX 00000 320,000.00 320,000.00 621016358 XXX XXXX XXXXXX XX 00000 256,000.00 256,000.00 621016355 XXXXX XX 00000 237,000.00 237,000.00 621016353 XXXXX XXXXXXXXXX XX 00000 58,000.00 58,000.00 621016351 XXXXX XXXXXXXXXX XX 00000 232,000.00 232,000.00 621016346 XXXXXX XX 00000 534,150.00 534,150.00 621016338 XXXXXXX XX 00000 164,000.00 164,000.00 621016328 SUGARLOAF XXX XX 00000 239,200.00 239,200.00 621016323 XXXXXXXX XXXXX XX 00000 195,000.00 195,000.00 621016321 XXXXXXX XX 00000 72,000.00 72,000.00 621016320 XXXXX XX 00000 45,000.00 45,000.00 621016316 XXXXXXX XX 00000 288,000.00 288,000.00 621016308 XXXXXXX XX 00000 66,000.00 66,000.00 621016303 XXXXXXXXXXX XX 00000 77,000.00 77,000.00 621016298 XXXXXXX XX 00000 168,000.00 168,000.00 621016281 XXXXX XX 00000 390,000.00 390,000.00 621016279 XXXXXX XXXXX XX 00000 51,490.00 51,490.00 621016276 XXXXXX XXXXX XX 00000 205,960.00 205,960.00 621016269 XXXXXXXX XX 00000 244,000.00 244,000.00 621016264 XXXXXXX XX 00000 331,920.00 331,920.00 621016254 XXXX XXXXX XX 00000 341,600.00 341,600.00 621016241 XXXXX XX 00000 95,500.00 95,500.00 621016233 XXXXXXX XX 00000 88,000.00 88,000.00 621016232 XXXXX XX 00000 520,000.00 520,000.00 621016229 XXXXXXXX XX 00000 60,000.00 60,000.00 621016228 XXXXXXX XX 00000 352,000.00 352,000.00 621016227 XXXXXXXX XX 00000 240,000.00 240,000.00 621016205 XXXXXX XXXXX XX 00000 56,768.63 56,784.00 621016192 XXX XXXXX XX 00000 880,000.00 880,000.00 621016188 XXXXXXX XX 00000 187,000.00 187,000.00 621016172 XXXXXXX XX 00000 228,000.00 228,000.00 621016169 NORTH XXXXX XXXXX XX 00000 330,000.00 330,000.00 621016164 XXXXX XX 00000 295,788.97 296,000.00 621016157 XXXX XXXXX XX 00000 170,000.00 170,000.00 621016156 XXXXXXXX XXXXX XX 00000 57,000.00 57,000.00 621016149 XXXXX XX 00000 306,400.00 306,400.00 621016147 XXX XXXXX XX 00000 123,971.05 124,000.00 621016138 XXXXXX XX 00000 67,376.74 67,400.00 621016137 XXXXXX XX 00000 269,600.00 269,600.00 621016129 XXXX XXXXX XX 00000 212,500.00 212,500.00 621016127 XXXXXXXXX XX 00000 284,750.00 284,750.00 621016077 XXXXXXXXXX XX 00000 301,497.38 301,600.00 621016069 XXXX XXXXX XXXXX XX 00000 343,200.00 343,200.00 621016062 XXXXX XX 00000 231,932.58 232,000.00 621016058 XXXXX XXXXXXX XX 00000 21,594.77 21,600.00 621016056 XXXXX XXXXXXX XX 00000 86,357.95 86,400.00 621016045 XXXXX XX 00000 149,873.36 150,000.00 621016044 XXXXX XX 00000 280,000.00 280,000.00 621016037 XXXXX XX 00000 286,999.33 287,200.00 621016031 XXXXXXXXX XX 00000 167,883.80 168,000.00 621016030 XXXXX XX 00000 114,895.03 115,000.00 621016022 XXXX XXXX XXXXX XX 00000 216,000.00 216,000.00 621016009 XXXXXXX XX 00000 218,333.72 218,400.00 621015997 XXXXXXX XX 00000 66,000.00 66,000.00 621015978 XXXXXXXXX XX 00000 164,926.23 165,000.00 621015976 XXXX XXXXX XX 00000 156,572.93 156,655.00 621015971 XXXXX XXXX XX 00000 171,000.00 171,000.00 621015968 XXXX XXXX XXXXX XX 00000 180,000.00 180,000.00 621015961 XXXX XXXXXXXXXX XX 00000 152,000.00 152,000.00 621015957 XXXXX XX 00000 100,000.00 100,000.00 621015950 XXXXX XX 00000 28,787.26 28,800.00 621015942 XXXX XX XXXXX XX 00000 152,700.56 152,800.00 621015928 XXXXX XX 00000 149,910.06 150,000.00 621015924 XXXXX XX 00000 118,000.00 118,000.00 621015921 XXXXXX XXXXX XX 00000 200,000.00 200,000.00 621015904 ROYAL XXXX XXXXX XX 00000 420,800.00 420,800.00 621015901 XXXXXX XXXXX XX 00000 215,859.42 216,000.00 621015890 XXXXX XX 00000 130,000.00 130,000.00 621015874 XXXXX XX 00000 160,000.00 160,000.00 621015872 XXXXXXX XX 00000 163,600.00 163,600.00 621015871 XXXXXXXXX XX 00000 308,000.00 308,000.00 621015836 XXXXXXXX XXX XX 00000 139,555.00 139,555.00 621015819 XXXXX XXXXX XX 00000 59,981.85 60,000.00 621015816 XXXXX XXXXX XX 00000 240,000.00 240,000.00 621015810 XXXXXXXXX XX 00000 163,963.16 164,043.00 621015792 XXXXX XX 00000 290,292.89 290,500.00 621015745 XXXXX XX 00000 307,782.62 308,000.00 621015739 XXXXX XX 00000 122,936.90 123,000.00 621015684 XXXX XX XXXXX XX 00000 57,967.56 58,000.00 621015671 XXXXXXX XX 00000 72,964.49 73,000.00 621015669 XXXXX XX 00000 132,899.30 133,000.00 621015595 XXXXX XXXXX XX 00000 50,000.00 50,000.00 621015546 XXXXX XX 00000 41,979.57 42,000.00 621015473 XXXXX XX 00000 123,138.84 123,210.00 621015460 XXXXX XX 00000 49,148.41 49,180.00 621015417 XXXXXXXXXXX XX 00000 35,980.42 36,000.00 621015399 XXXXX XX 00000 115,200.00 115,200.00 621015359 XXXXXXXXX XX 00000 57,968.44 58,000.00 621015357 XXXXX XX 00000 61,969.84 62,000.00 621015353 XXXXX XX 00000 651,729.50 652,000.00 621015310 XXXXX XX 00000 31,676.03 31,700.00 621015268 XXXXX XX 00000 247,500.00 247,500.00 621015233 XXXX XXXX XXXXX XX 00000 37,979.52 37,998.00 621015118 XXXXX XX 00000 117,935.80 118,000.00 621015053 XXXXXXX XX 00000 51,771.82 51,800.00 621014823 XXXXX XX 00000 349,699.40 350,000.00 621014810 XXXXXXXX XXXXX XX 00000 81,954.89 82,000.00 621014808 XXXXXXXXX XX 00000 147,077.92 147,155.00 621014658 XXXXXXX XX 00000 161,441.85 161,600.00 621014648 XXXXXXXX XXXXX XX 00000 377,543.68 378,000.00 621014592 XXXX XXXXX XXXXX XX 00000 280,884.65 281,105.00 621014466 XXXXXXX XX 00000 199,875.73 200,000.00 621014063 XXXXXXXXXX XX 00000 1,075,000.00 1,075,000.00 621013942 XXXX XXXXXX XX 00000 844,881.24 847,000.00 621013800 XXXXX XX 00000 38,281.50 39,179.40 621013764 XXXXXXX XX 00000 612,628.94 614,700.00 621013740 XXXXX XX 00000 296,445.67 296,782.00 621013738 XXXXXX XXXXXXX XX 00000 226,010.04 226,400.00 621013600 XXXXXXXXXXX XX 00000 578,797.99 578,800.00 621013448 XXXXX XX 00000 105,819.49 106,000.00 621013378 XXXXX XX 00000 44,907.20 45,000.00 621013239 XXXXX XX 00000 53,885.60 54,000.00 621013188 XXXX XXXXX XX 00000 70,781.80 71,000.00 621013180 XXXXXXXX XXXXX XX 00000 38,119.08 38,200.00 621013119 XXX XXXX XXX XX 00000 331,939.81 332,000.00 621013070 XXXXXXXX XX 00000 190,175.93 191,000.00 621012592 XXXXXXXXX XX 00000 79,732.83 80,000.00 621012589 XXXX XXXX XX 00000 152,000.00 152,000.00 621012381 XXXXX XX 00000 260,082.44 261,000.00 621012332 XXXXXX XXXX XX 00000 333,600.00 333,600.00 621012284 XXXXX XXXXXXX XX 00000 234,470.33 235,000.00 621012283 XXXXXX XX 00000 139,524.79 139,750.00 621012197 XXXXXXXXX XX 00000 156,847.37 157,500.00 621011898 XXXX XXXXX XX 00000 300,000.00 300,000.00 621010757 XXXXX XX 00000 130,731.97 131,920.00 621010227 XXXXX XX 00000 72,543.35 73,000.00 621009936 XXXXXXX XX 00000 76,549.91 77,600.00 621008913 XXXXX XX 00000 289,600.00 289,600.00 621008783 XX. 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XXXXXXXX XX 00000 427,920.00 427,920.00 581009134 XXXXXX XX 00000 428,000.00 428,000.00 581009132 XXXXXXX XX 00000 36,400.00 36,400.00 581009131 XXXXXXX XX 00000 145,600.00 145,600.00 581009120 XXXXXXX XX 00000 275,000.00 275,000.00 581009117 XXXXXXXXXX XX 00000 232,050.00 232,050.00 581009116 XXXXXXXXXX XX 00000 384,000.00 384,000.00 581009098 XXX XXXXXXX XX 00000 730,000.00 730,000.00 581009096 XXXX XX 00000 405,000.00 405,000.00 581009090 XXXXXXXX XX 00000 310,250.00 310,250.00 581009081 XXXXXXXX XX 00000 172,000.00 172,000.00 581009071 XXXXXXX XX 00000 385,700.00 385,700.00 581009070 XXXXX XXXXX XX 00000 105,970.67 106,000.00 581009067 XXXXXXXX XX 00000 1,365,000.00 1,365,000.00 581009065 XXX XXXXXX XX 00000 419,049.04 419,200.00 581009060 XXXXXX XXXX XX 00000 335,887.29 336,000.00 581009059 XXXXXXX XX 00000 378,341.00 378,500.00 581009056 XXXXXXX XX 00000 379,898.77 380,000.00 581009055 XXXXXXX XX 00000 263,000.00 263,000.00 581009042 XXX XXXXX XX 00000 323,000.00 323,000.00 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144,000.00 144,000.00 581008785 XXXXXXXXXX XX 00000 227,461.71 228,000.00 581008778 XXXXXXXXX XX 00000 849,676.16 850,000.00 581008766 XXXXXXXXXXXX XX 00000 279,900.00 279,900.00 581008754 XXXXXX XX 00000 132,940.53 133,000.00 581008737 XXXXX XXXX XX 00000 999,568.11 1,000,000.00 581008723 XXXXXXXXX XX 00000 231,918.78 232,000.00 581008683 XXXXXX XX 00000 524,858.09 525,000.00 581008661 XXXXX XX 00000 311,901.15 312,000.00 581008656 XXXXXX XXXX XX 00000 352,000.00 352,000.00 581008648 XXXXXXXXXX XX 00000 271,942.75 272,000.00 581008637 XXXX XX 00000 86,773.75 86,800.00 581008636 XXXX XX 00000 347,041.55 347,200.00 581008606 XXXXXXXX XX 00000 296,000.00 296,000.00 581008588 XXXXXXXX XX 00000 201,912.75 202,000.00 581008556 XXX XXXXX XX 00000 319,845.56 320,000.00 581008545 XXX XXXXX XX 00000 274,768.97 275,000.00 581008492 XXXX XX 00000 353,500.00 353,500.00 581008456 XXXXXXXX XXXX XX 00000 714,000.00 714,000.00 581008444 XXXXXXXX XX 00000 88,958.48 89,000.00 581008430 XXXXXXXXXX XX 00000 60,000.00 60,000.00 581008377 XXXXXXXXX XX 00000 350,000.00 350,000.00 581008351 XXXXXXXXX XX 00000 558,892.00 558,892.00 581008347 XXXXXX XXXX XX 00000 87,964.00 88,000.00 581008309 XXXXXXXXX XX 00000 413,000.00 413,000.00 581008305 XXXXXXX XX 00000 86,959.42 87,000.00 581008301 XXXXXX XXXX XX 00000 352,000.00 352,000.00 581008210 XXXXXXXXXXX XX 00000 219,890.64 220,000.00 581008112 XXXXXXXXX XX 00000 84,969.70 85,000.00 581008110 XXX XXXXXXXXX XX 00000 151,929.09 152,000.00 581008074 XXXXXXX XX 00000 433,179.16 433,500.00 581008020 XXXXXXXX XX 00000 330,000.00 330,000.00 581008016 XXXX XX 00000 55,772.87 55,800.00 581007991 JAMESTOWN CA 95327 520,000.00 520,000.00 581007987 ROSEVILLE CA 95661 148,921.61 149,000.00 581007976 LOS MOLINOS CA 96055 61,368.13 61,400.00 581007924 SACRAMENTO CA 95823 65,369.49 65,400.00 581007884 RANCHO CORDOVA CA 95742 121,144.37 121,190.00 581007846 TRUCKEE CA 96161 449,872.95 450,000.00 581007804 HAYWARD CA 94545 133,840.72 134,000.00 581007610 CLEARLAKE OAKS CA 95423 260,000.00 260,000.00 581007602 SACRAMENTO CA 95824 60,166.98 60,200.00 581007533 SACRAMENTO CA 95819 540,995.73 541,500.00 581007482 STOCKTON CA 95209 71,863.67 71,900.00 581007459 SACRAMENTO CA 95823 62,168.64 62,200.00 581007442 IMPERIAL CA 92251 185,143.81 185,250.00 581007251 HAYWARD CA 94545 135,905.19 136,000.00 581007221 MOUNTAIN HOUSE CA 95391 618,944.08 620,000.00 581007203 SEAL BEACH CA 90740 1,126,096.12 1,127,525.00 581007174 PITTSBURG CA 94565 126,918.43 127,000.00 581007170 STOCKTON CA 95207 78,960.17 79,000.00 581007036 SAN BERNARDINO CA 92404 218,095.07 218,400.00 581006933 ELK GROVE CA 95758 319,631.08 320,000.00 581006924 SACRAMENTO CA 95823 294,725.77 295,000.00 581006921 RANCHO CORDOVA CA 95742 117,605.80 117,721.00 581006914 LOS ANGELES CA 90059 284,715.48 285,000.00 581006899 EAGLE RIVER AK 99577 275,365.29 276,500.00 581006866 SUNNYVALE CA 94087 729,137.00 730,000.00 581006712 RAIL ROAD FLAT CA 95248 376,739.27 377,100.00 581006705 CLYDE HILL WA 98004 999,001.65 1,000,000.00 581006645 GLENDALE AZ 85301 179,865.34 180,000.00 581006510 ELVERTA CA 95626 239,697.18 240,000.00 581006419 FRESNO CA 93720 342,906.90 343,200.00 581006371 SAN DIEGO CA 92116 223,564.06 223,920.00 581006150 LOS ANGELES CA 90037 101,752.31 102,000.00 581006147 ANTIOCH CA 94531 616,732.16 617,500.00 581006137 SANTA CLARITA CA 91387 416,253.43 417,000.00 581006100 PITTSBURG CA 94565 393,341.60 394,000.00 581006090 CONCORD CA 94520 306,808.22 307,200.00 581006065 MARTINEZ CA 94553 571,165.16 572,000.00 581005978 REDWOOD CITY CA 94062 1,118,278.32 1,120,000.00 581005973 MODESTO CA 95358 413,250.00 413,250.00 581005728 ELK GROVE CA 95758 89,819.97 90,000.00 581005713 SACRAMENTO CA 95829 407,427.47 408,600.00 581005707 RIPON CA 95366 483,142.49 484,000.00 581005706 VALLEJO CA 94590 518,401.90 519,200.00 581005605 GREENWOOD CA 95635 346,902.27 348,000.00 581005566 SACRAMENTO CA 95833 290,251.93 290,700.00 581005540 CONCORD CA 94519 121,345.36 122,000.00 581005341 SACRAMENTO CA 95823 209,300.00 209,300.00 581004939 LODI CA 95240 328,277.66 329,600.00 581004854 ANTIOCH CA 94531 844,959.76 849,600.00 581004844 EL DORADO HILLS CA 95762 116,190.57 116,400.00 581004817 TRACY CA 95377 128,222.86 128,598.00 581004028 BAKERSFIELD CA 93314 334,000.00 334,000.00 581003750 BRENTWOOD CA 94513 99,736.06 100,000.00 581003706 BAKERSFIELD CA 93306 163,623.28 164,000.00 581000183 MODESTO CA 95350 50,773.63 51,200.00 561005897 WINTER PARK FL 32792 184,000.00 184,000.00 561005852 BUSHNELL FL 33513 57,219.59 57,240.00 561005797 LAKELAND FL 33810 204,875.81 205,000.00 561005756 OVIEDO FL 32766 77,956.38 78,000.00 561005687 TAMPA FL 33615 52,971.16 53,000.00 561005612 SARASOTA FL 34241 54,569.46 54,600.00 561005603 MIAMI FL 33055 51,966.60 52,000.00 561005501 JACKSONVILLE FL 32209 24,567.15 24,580.00 561005374 TITUSVILLE FL 32780 176,661.79 176,800.00 561005221 NEW PORT RICHEY FL 34653 173,693.08 173,900.00 561005126 BROOKSVILLE FL 34601 99,628.59 99,750.00 561005058 NAPLES FL 34105 389,730.62 390,000.00 561004936 CLEARWATER FL 33755 54,256.23 54,340.00 561004758 LEHIGH ACRES FL 33936 222,305.55 222,615.00 561004749 ORLANDO FL 32828 48,677.33 48,770.00 561004719 GROVELAND FL 34736 38,864.55 39,000.00 561004713 MIAMI FL 33189 67,867.15 68,000.00 561004644 MONTICELLO FL 32344 168,082.08 168,350.00 561004548 BOWLING GREEN FL 33834 20,149.71 20,200.00 561004514 DAPHNE AL 36526 114,355.85 115,200.00 561004426 FT MYERS FL 33913 104,617.17 104,940.00 561004387 NORTH LAUDERDALE FL 33068 32,915.60 33,000.00 561004200 FORT MYERS FL 33919 356,778.12 359,000.00 561003934 FORT LAUDERDALE FL 33308 822,500.00 822,500.00 561003838 ORLANDO FL 32808 154,163.38 154,800.00 561002713 JUPITER FL 33458 341,100.00 341,100.00 561002590 KISSIMMEE FL 34759 32,799.71 32,935.00 551014545 HORIZON CITY TX 79928 52,780.00 52,780.00 551014421 AUSTIN TX 78744 121,283.00 121,283.00 551014334 BEDFORD TX 76021 34,800.00 34,800.00 551014331 BEDFORD TX 76021 139,200.00 139,200.00 551014314 MCALLEN TX 78504 420,800.00 420,800.00 551014306 FORT WORTH TX 76134 26,884.00 26,884.00 551014303 FORT WORTH TX 76134 107,536.00 107,536.00 551014285 GRAND PRAIRIE TX 75052 99,120.00 99,120.00 551014260 GRAND PRAIRIE TX 75052 238,000.00 238,000.00 551014208 DE SOTO TX 75115 159,200.00 159,200.00 551014175 VIDOR TX 77662 108,000.00 108,000.00 551014161 HOUSTON TX 77065 20,400.00 20,400.00 551014135 PLANO TX 75025 412,000.00 412,000.00 551014115 WEATHERFORD TX 76086 61,200.00 61,200.00 551014089 HORIZON CITY TX 79928 211,120.00 211,120.00 551014038 JONESTOWN TX 78645 23,770.00 23,770.00 551014032 HOUMA LA 70363 84,312.00 84,312.00 551014029 GRAND PRAIRIE TX 75051 122,400.00 122,400.00 551014019 SAN ANTONIO TX 78228 83,700.00 83,700.00 551014018 PHARR TX 78577 112,100.00 112,100.00 551014006 CARROLLTON TX 75007 28,300.00 28,300.00 551013984 CARROLLTON TX 75007 113,200.00 113,200.00 551013973 HALTOM CITY TX 76117 57,600.00 57,600.00 551013945 ARLINGTON TX 76010 125,400.00 125,400.00 551013916 TAFT TX 78390 105,600.00 105,600.00 551013878 BETHANY OK 73008 140,600.00 140,600.00 551013868 GREENVILLE TX 75402 113,919.00 113,919.00 551013835 ARLINGTON TX 76017 129,900.00 129,900.00 551013813 TEXARKANA TX 75501 62,900.00 62,900.00 551013787 EL RENO OK 73036 139,500.00 139,500.00 551013783 TAHLEQUAH OK 74464 22,280.00 22,280.00 551013782 MANSFIELD TX 76063 261,250.00 261,250.00 551013781 TAHLEQUAH OK 74464 89,120.00 89,120.00 551013774 HOUSTON TX 77067 110,000.00 110,000.00 551013772 CHESTER VA 23831 32,000.00 32,000.00 551013770 CHESTER VA 23831 128,000.00 128,000.00 551013769 NEEDVILLE TX 77461 120,800.00 120,800.00 551013757 DECATUR TX 76234 87,840.00 87,840.00 551013756 RANCHO VIEJO TX 78575 92,800.00 92,800.00 551013741 CARROLLTON TX 75010 158,900.00 158,900.00 551013732 OKLAHOMA CITY OK 73149 50,900.00 50,900.00 551013712 HURST TX 76053 35,200.00 35,200.00 551013706 DALLAS TX 75219 81,000.00 81,000.00 551013704 SOUTHLAKE TX 76092 395,200.00 395,200.00 551013694 FORT WORTH TX 76135 111,900.00 111,900.00 551013681 SCHERTZ TX 78154 102,400.00 102,400.00 551013672 CONROE TX 77385 198,000.00 198,000.00 551013669 WINDCREST TX 78239 170,000.00 170,000.00 551013643 ARLINGTON TX 76006 154,800.00 154,800.00 551013635 FORNEY TX 75126 140,000.00 140,000.00 551013628 BLUM TX 76627 110,400.00 110,400.00 551013625 DALLAS TX 75219 324,000.00 324,000.00 551013624 TEMPLE TX 76501 110,000.00 110,000.00 551013623 GLADEWATER TX 75647 76,800.00 76,800.00 551013622 HOUSTON TX 77014 149,686.00 149,686.00 551013613 ROUND ROCK TX 78664 115,139.01 115,200.00 551013609 ANNA TX 75409 126,000.00 126,000.00 551013599 SHREVEPORT LA 71119 26,395.08 26,400.00 551013597 SHREVEPORT LA 71119 105,534.03 105,600.00 551013590 FORT WORTH TX 76114 62,858.54 62,880.00 551013588 FORT WORTH TX 76137 106,320.00 106,320.00 551013583 CUT OFF LA 70345 107,200.00 107,200.00 551013582 CORPUS CHRISTI TX 78413 100,800.00 100,800.00 551013569 KERRVILLE TX 78028 98,351.60 98,400.00 551013565 SAN ANGELO TX 76905 96,800.00 96,800.00 551013558 COWETA OK 74429 26,575.05 26,580.00 551013538 KILLEEN TX 76549 24,980.00 24,980.00 551013522 TULSA OK 74127 70,200.00 70,200.00 551013510 DENTON TX 76201 99,926.97 100,000.00 551013509 ARDMORE OK 73401 203,668.94 203,920.00 551013507 ODESSA TX 79761 70,300.00 70,300.00 551013506 FORT WORTH TX 76108 151,376.52 151,545.00 551013500 MESQUITE TX 75149 108,800.00 108,800.00 551013498 COPPERAS COVE TX 76522 173,600.00 173,600.00 551013497 SAN ANTONIO TX 78266 151,540.13 151,587.00 551013487 CLEBURNE TX 76033 137,846.61 137,900.00 551013483 DENTON TX 76205 127,920.00 127,920.00 551013472 EL PASO TX 79932 147,124.93 147,200.00 551013470 NEW BRAUNFELS TX 78132 213,655.44 213,750.00 551013462 ARLINGTON TX 76012 133,950.00 133,950.00 551013450 MARBLE FALLS TX 78654 70,000.00 70,000.00 551013449 DEL RIO TX 78840 71,993.38 72,000.00 551013446 OVERLAND PARK KS 66221 443,000.00 443,000.00 551013440 HOUSTON TX 77045 81,000.00 81,000.00 551013437 KNOTT TX 79748 76,476.08 76,500.00 551013434 EDMOND OK 73013 78,500.00 78,500.00 551013433 LEWISVILLE TX 75067 168,000.00 168,000.00 551013420 MONTGOMERY TX 77356 267,877.08 268,000.00 551013418 ALICE TX 78332 125,000.00 125,000.00 551013415 NASHVILLE AR 71852 77,156.50 77,200.00 551013409 GRAY LA 70359 28,335.52 28,342.00 551013403 NEWRIRK OK 74647 56,525.00 56,525.00 551013397 EDNA TX 77957 78,342.13 78,375.00 551013391 COPPERAS COVE TX 76522 123,690.00 123,690.00 551013390 SAN ANTONIO TX 78253 150,053.00 150,053.00 551013386 SAN ANTONIO TX 78247 63,890.49 63,920.00 551013381 TERRELL TX 75161 68,280.00 68,280.00 551013373 ARLINGTON TX 76014 119,856.02 119,900.00 551013366 EL PASO TX 79925 88,916.90 89,000.00 551013365 CLEBURNE TX 76033 134,135.21 134,190.00 551013363 SOUTHLAKE TX 76092 640,000.00 640,000.00 551013360 MAUMELLE AR 72113 129,877.16 129,900.00 551013358 SAN ANTONIO TX 78223 88,749.44 88,800.00 551013357 HOUSTON TX 77072 103,941.99 104,000.00 551013353 KATY TX 77449 99,300.00 99,300.00 551013352 GRANBURY TX 76048 244,867.56 245,000.00 551013343 TEXAS CITY TX 77591 159,909.83 160,000.00 551013341 SAN ANTONIO TX 78233 73,500.00 73,500.00 551013338 ELM MOTT TX 76640 114,900.00 114,900.00 551013335 EL PASO TX 79924 85,000.00 85,000.00 551013332 SAN ANTONIO TX 78228 125,534.88 125,600.00 551013331 SOMERSET TX 78069 142,500.00 142,500.00 551013328 ARLINGTON TX 76018 99,619.39 99,655.00 551013323 DALLAS TX 75218 384,690.60 385,000.00 551013320 ARLINGTON TX 76002 127,858.17 127,900.00 551013316 COPPERAS COVE TX 76522 86,861.80 86,900.00 551013313 CLEBURNE TX 76033 99,800.00 99,800.00 551013305 SPRING TX 77388 161,700.00 161,700.00 551013296 RUSSELLVILLE AR 72802 69,327.83 69,350.00 551013293 NOLANVILLE TX 76559 120,139.74 120,175.00 551013289 LAREDO TX 78046 134,546.47 134,620.00 551013285 BENTON AR 72015 114,947.48 115,000.00 551013283 DESOTO TX 75115 132,729.70 132,800.00 551013274 STEPHENVILLE TX 76401 112,946.38 113,000.00 551013273 LAKE DALLAS TX 75065 141,930.16 142,000.00 551013268 ARLINGTON TX 76013 53,862.34 53,900.00 551013267 MIDLAND TX 79705 142,941.31 143,000.00 551013263 TUSCOLA TX 79562 31,000.00 31,000.00 551013262 TUSCOLA TX 79562 124,000.00 124,000.00 551013261 SIMSBURY CT 6070 48,788.19 48,800.00 551013260 SIMSBURY CT 6070 195,121.35 195,200.00 551013246 SPRINGTOWN TX 76082 151,896.97 152,000.00 551013239 SAN ANTONIO TX 78223 69,976.37 70,000.00 551013225 CORPUS CHRISTI TX 78409 87,960.65 88,000.00 551013217 GRAND PRAIRIE TX 75052 135,000.00 135,000.00 551013209 EL PASO TX 79936 75,966.02 76,000.00 551013206 FORT WORTH TX 76108 27,150.00 27,150.00 551013204 FORT WORTH TX 76108 108,600.00 108,600.00 551013200 GUTHRIE OK 73044 595,435.34 595,800.00 551013190 HARPER TX 78631 107,600.00 107,600.00 551013178 THE COLONY TX 75056 100,260.57 100,300.00 551013164 CANTON TX 75103 86,400.05 86,450.00 551013157 BROWNWOOD TX 76801 129,592.41 129,651.00 551013141 FORT WORTH TX 76137 100,320.90 100,400.00 551013132 HOT SPRINGS AR 71913 72,176.41 72,200.00 551013131 TORRINGTON CT 6790 159,750.00 159,750.00 551013128 GEORGE WEST TX 78022 63,080.00 63,080.00 551013097 FAYETTEVILLE AR 72704 75,219.18 75,240.00 551013069 MOODY TX 76557 174,880.17 175,000.00 551013009 FORT WORTH TX 76133 60,000.00 60,000.00 551013002 SAN ANTONIO TX 78253 118,992.21 119,060.00 551012974 HOUSTON TX 77057 81,463.87 81,500.00 551012948 TYLER TX 75703 304,838.87 304,950.00 551012912 MESQUITE TX 75181 27,947.61 27,960.00 551012910 MESQUITE TX 75181 111,770.13 111,840.00 551012908 SLIDELL LA 70460 92,000.00 92,000.00 551012906 GRAPEVINE TX 76051 218,258.77 218,360.00 551012889 EUCHA OK 74342 139,050.00 139,050.00 551012887 OKLAHOMA CITY OK 73107 63,829.00 63,829.00 551012879 SAN ANTONIO TX 78228 135,000.00 135,000.00 551012877 BAKER LA 70714 26,590.82 26,600.00 551012876 EDINBURG TX 78539 100,981.81 101,000.00 551012870 PEARLAND TX 77584 147,431.63 147,500.00 551012859 SUGARLAND TX 77479 76,000.00 76,000.00 551012855 HOUSTON TX 77073 22,090.88 22,095.00 551012854 HOUSTON TX 77073 88,338.33 88,380.00 551012849 PLANO TX 75024 247,500.00 247,500.00 551012827 SEYMOUR IN 47274 69,200.00 69,200.00 551012820 BROKEN ARROW OK 74012 241,000.00 241,000.00 551012817 CLEBURNE TX 76033 61,920.00 61,920.00 551012815 DUNCAN OK 73533 72,767.80 72,800.00 551012813 VIRGINIA BEACH VA 23452 242,903.43 243,000.00 551012807 EDINBURG TX 78539 229,500.00 229,500.00 551012802 LEANDER TX 78641 148,000.00 148,000.00 551012792 RAVENNA TX 75476 84,968.34 85,000.00 551012785 HOUSTON TX 77048 99,440.00 99,440.00 551012780 STILLWATER OK 74075 131,052.22 131,100.00 551012760 CLAREMORE OK 74017 94,369.80 94,383.00 551012758 HOUSTON TX 77068 159,492.48 159,550.00 551012749 TULSA OK 74127 87,780.00 87,780.00 551012747 MISSOURI CITY TX 77459 51,787.47 51,800.00 551012744 MISSOURI CITY TX 77459 207,066.25 207,200.00 551012731 HOT SPRINGS AR 71901 169,400.00 169,400.00 551012730 HINTON OK 73047 52,250.00 52,250.00 551012714 TULSA OK 74137 319,200.00 319,200.00 551012710 SAN ANTONIO TX 78254 107,900.00 107,900.00 551012707 EDINBURG TX 78539 127,445.52 127,490.00 551012701 HOUSTON TX 77070 22,994.44 23,000.00 551012696 SAPULPA OK 74066 49,984.71 50,000.00 551012694 WICHITA FALLS TX 76306 77,563.41 77,600.00 551012691 EL PASO TX 79938 122,285.11 122,360.00 551012681 SAN JOSE CA 95112 500,031.00 500,031.00 551012673 RUSTON LA 71270 55,669.76 55,680.00 551012651 MIDWEST CITY OK 73130 152,881.83 153,000.00 551012629 EDINBURG TX 78539 64,975.79 65,000.00 551012627 OOLOGAH OK 74053 110,624.45 110,675.00 551012604 HOUSTON TX 77038 103,767.62 103,797.00 551012602 EDINBURG TX 78539 83,200.00 83,200.00 551012600 TULSA OK 74132 200,608.33 200,700.00 551012584 HOUSTON TX 77045 97,248.00 97,248.00 551012559 OKLAHOMA CITY OK 73107 67,200.00 67,200.00 551012536 WACO TX 76710 25,194.43 25,200.00 551012535 WACO TX 76710 100,742.60 100,800.00 551012517 RACELAND LA 70394 167,583.37 168,000.00 551012516 SPANISH FORT AL 36527 31,446.94 31,457.00 551012495 PEARLAND TX 77581 25,705.63 25,800.00 551012470 ALMA AR 72921 77,972.94 78,016.00 551012451 NEWTON TX 75966 55,000.00 55,000.00 551012449 OKLAHOMA CITY OK 73132 166,165.43 166,250.00 551012448 COVINGTON LA 70435 123,930.85 124,000.00 551012445 TEMPLE TX 76502 26,575.53 26,590.00 551012438 KATY TX 77494 58,469.90 58,500.00 551012409 HOUSTON TX 77094 71,033.76 71,050.00 551012399 HOUSTON TX 77094 284,022.45 284,200.00 551012367 NORTH LAUDERDALE FL 33068 165,000.00 165,000.00 551012350 CHESAPEAKE VA 23323 129,916.25 130,000.00 551012335 CEDAR HILL TX 75104 27,761.22 27,772.00 551012300 BAYTOWN TX 77520 135,528.82 135,660.00 551012266 HOUSTON TX 77075 23,635.25 23,800.00 551012265 EDINBURG TX 78539 35,780.52 35,800.00 551012257 OKLAHOMA CITY OK 73123 28,824.32 28,840.00 551012250 DESOTO TX 75115 24,738.53 24,752.00 551012224 ARKOMA OK 74901 55,983.25 56,000.00 551012223 COPPERAS COVE TX 76522 171,000.00 171,000.00 551012207 EL DORADO AR 71730 61,732.33 61,750.00 551012156 OKLAHOMA CITY OK 73127 22,330.18 22,380.00 551012128 ARLINGTON TX 76002 35,659.43 35,685.00 551012125 MISSOURI CITY TX 77459 155,776.85 156,000.00 551012124 GULFPORT MS 39503 190,941.00 190,941.00 551012090 DALLAS TX 75248 41,980.70 42,000.00 551012083 MIDWEST CITY OK 73130 26,986.87 27,000.00 551012075 MCALESTER OK 74501 79,524.62 79,600.00 551012062 DALLAS TX 75249 25,987.35 26,000.00 551012048 LITTLE ROCK AR 72205 165,695.86 165,750.00 551011964 CONVERSE TX 78109 34,336.21 34,352.00 551011942 WAGONER OK 74467 23,958.15 23,980.00 551011926 WOODWAY TX 76712 25,187.74 25,200.00 551011891 TULSA OK 74134 95,472.32 95,500.00 551011888 PEARLAND TX 77584 54,774.80 54,800.00 551011796 SAN ANTONIO TX 78239 67,867.40 67,925.00 551011627 DUNCANVILLE TX 75116 85,419.89 85,500.00 551011503 BELTON TX 76513 35,582.69 35,600.00 551011395 ORLANDO FL 32824 342,365.31 342,600.00 551011386 BAYTOWN TX 77521 29,365.71 29,380.00 551011376 MCALESTER OK 74501 56,933.64 57,000.00 551011355 PHARR TX 78577 98,886.95 99,000.00 551011221 GRETNA LA 70053 27,576.48 27,600.00 551011179 KATY TX 77450 24,962.26 25,000.00 551011157 IOWA COLONY TX 77578 38,966.51 39,000.00 551011150 EULESS TX 76040 75,944.26 76,000.00 551011149 FORT WORTH TX 76123 33,168.73 33,200.00 551011143 CONROE TX 77385 25,687.60 25,699.00 551011141 CONROE TX 77385 102,740.24 102,800.00 551011068 KATY TX 77449 28,415.71 28,421.00 551011067 KATY TX 77449 113,627.49 113,684.00 551011065 FT WORTH TX 76248 32,028.83 32,060.00 551010819 MCALLEN TX 78504 79,161.09 79,420.50 551010630 HOUSTON TX 77033 74,329.45 74,400.00 551010627 JOPLIN MO 64804 88,193.00 88,350.00 551010617 SAINT LOUIS MO 63136 89,123.03 89,250.00 551010591 THE WOODLANDS TX 77380 84,378.02 84,500.00 551010181 ARLINGTON TX 76010 57,007.87 57,180.00 551010149 HOUSTON TX 77049 24,538.35 24,598.00 551010117 COCKRELL HILL TX 75211 70,945.09 71,100.00 551010115 RICHARDSON TX 75080 38,891.41 38,960.00 551010058 ARDMORE OK 73401 278,202.98 279,000.00 551010006 HUMBLE TX 77346 37,493.55 37,580.00 551009964 HAWLEY TX 79525 20,361.21 20,400.00 551009932 MCALLEN TX 78504 247,056.83 248,000.00 551009917 OWASSO OK 74055 21,759.58 21,820.00 551009828 ARLINGTON TX 76013 182,685.20 183,151.00 551009692 WELCH OK 74369 497,963.59 500,000.00 551009521 HOUSTON TX 77071 156,337.99 156,750.00 551009488 EL PASO TX 79938 116,983.84 117,325.00 551009397 KILLEEN TX 76542 31,320.87 31,600.00 551009175 PEARL RIVER LA 70452 101,679.20 102,320.00 551009024 KATY TX 77450 21,931.47 22,000.00 551008839 SPRING TX 77386 24,496.08 24,600.00 551008810 HOUSTON TX 77024 58,729.81 59,000.00 551008804 HOUSTON TX 77040 146,361.88 147,658.00 551008591 MCALLEN TX 78504 73,105.02 73,250.00 551008538 HAMMOND LA 70401 118,001.08 119,000.00 551008383 BATON ROUGE LA 70814 23,277.19 23,400.00 551008348 SLIDELL LA 70460 105,493.68 106,240.00 551007576 HOUSTON TX 77073 91,984.99 92,894.00 551007487 TULSA OK 74133 30,387.49 30,500.00 551006778 KATY TX 77493 25,073.10 25,114.00 541001240 CARMEL NY 10541 307,340.89 321,500.00 541000313 NORTH ATTLEBORO MA 2760 126,822.18 134,000.00 521039721 PEORIA IL 61603 64,600.00 64,600.00 521039670 DEKALB IL 60115 98,400.00 98,400.00 521039588 CLAYTON IN 46118 28,800.00 28,800.00 521039584 RAYTOWN MO 64138 143,920.00 143,920.00 521039480 DALLAS GA 30132 195,920.00 195,920.00 521039449 SHULLSBURG WI 53586 128,000.00 128,000.00 521039358 CHICAGO IL 60628 114,000.00 114,000.00 521039280 JEFFERSON CITY MO 65109 76,800.00 76,800.00 521039279 SAINT LOUIS MO 63135 50,915.00 50,915.00 521039264 HOMEWOOD IL 60430 196,500.00 196,500.00 521039262 LEE'S SUMMIT MO 64082 380,000.00 380,000.00 521039250 LAKE ST LOUIS MO 63367 176,700.00 176,700.00 521039185 PEVELY MO 63070 154,823.81 154,900.00 521039183 INDIANAPOLIS IN 46241 75,000.00 75,000.00 521039156 SAINT LOUIS MO 63136 121,600.00 121,600.00 521039144 SUGAR GROVE IL 60554 252,000.00 252,000.00 521039139 CHICAGO IL 60630 301,000.00 301,000.00 521039137 BREESE IL 62230 26,860.00 26,860.00 521039136 BREESE IL 62230 107,440.00 107,440.00 521039133 LEDBETTER KY 42058 35,800.00 35,800.00 521039115 BOLINGBROOK IL 60440 195,300.00 195,300.00 521039106 ST LOUIS MO 63113 60,325.00 60,325.00 521039100 CHICAGO IL 60619 84,000.00 84,000.00 521039084 LAUREL MD 20707 150,000.00 150,000.00 521039075 HAMPSHIRE IL 60140 720,000.00 720,000.00 521039067 CHICAGO IL 60611 264,000.00 264,000.00 521039060 KANSAS CITY MO 64155 29,680.00 29,680.00 521039055 STODDARD WI 54658 89,200.00 89,200.00 521039054 KANSAS CITY MO 64155 118,720.00 118,720.00 521039044 LAPORTE IN 46350 89,500.00 89,500.00 521039015 SPRINGFIELD MO 65804 64,448.00 64,448.00 521039013 WINCHESTER KY 40391 185,000.00 185,000.00 521039010 SOUTH BEND IN 46617 116,000.00 116,000.00 521039003 KANKAKEE IL 60901 68,400.00 68,400.00 521039001 KANKAKEE IL 60901 68,400.00 68,400.00 521038990 LANCASTER KY 40444 261,700.00 261,700.00 521038981 CHICAGO IL 60636 211,200.00 211,200.00 521038979 JEFFERSON CITY MO 65109 98,550.00 98,550.00 521038965 SHELBYVILLE IN 46176 104,092.00 104,092.00 521038962 INDEPENDENCE MO 64056 96,400.00 96,400.00 521038949 GLADSTONE MO 64118 23,900.00 23,900.00 521038938 DEERFIELD IL 60015 535,500.00 535,500.00 521038922 SYCAMORE IL 60178 233,915.81 234,015.00 521038917 THOMASBORO IL 61878 50,000.00 50,000.00 521038878 PORTAGE IN 46368 169,900.00 169,900.00 521038868 PEKIN IL 61554 118,900.00 118,900.00 521038864 INDIANAPOLIS IN 46235 114,976.68 115,000.00 521038859 ST LOUIS MO 63115 72,000.00 72,000.00 521038855 SPENCER IN 47460 136,000.00 136,000.00 521038853 MICHIGAN CITY IN 46360 76,770.00 76,770.00 521038851 CHICAGO IL 60629 210,000.00 210,000.00 521038843 NILES IL 60714 332,000.00 332,000.00 521038811 VALPARAISO IN 46385 111,946.91 112,000.00 521038809 LAFAYETTE IN 47904 99,200.00 99,200.00 521038799 BATAVIA OH 45103 145,000.00 145,000.00 521038795 OLATHE KS 66062 169,000.00 169,000.00 521038782 NAPERVILLE IL 60540 400,000.00 400,000.00 521038779 FORT WAYNE IN 46803 68,380.65 68,400.00 521038757 LAPORTE IN 46350 113,400.00 113,400.00 521038756 SPRINGFIELD MO 65810 144,400.00 144,400.00 521038754 TINLEY PARK IL 60477 221,250.00 221,250.00 521038751 CHICAGO IL 60651 360,000.00 360,000.00 521038732 SIDELL IL 61876 74,000.00 74,000.00 521038731 CRETE IL 60417 43,600.00 43,600.00 521038715 ROUND LAKE PARK IL 60073 112,050.00 112,050.00 521038687 CRETE IL 60417 174,400.00 174,400.00 521038681 FLORISSANT MO 63033 116,000.00 116,000.00 521038677 ADDISON IL 60101 268,000.00 268,000.00 521038666 LAWRENCEVILLE IL 62439 60,000.00 60,000.00 521038657 BANNER IL 61520 87,951.43 88,000.00 521038636 FORT WAYNE IN 46815 59,475.32 59,500.00 521038627 FULTON MO 65251 49,981.88 50,000.00 521038626 WENTZVILLE MO 63385 194,320.00 194,320.00 521038620 BEL AIRE KS 67226 130,761.99 130,800.00 521038616 SPRINGFIELD IL 62704 27,632.52 27,640.00 521038610 SPRINGFIELD IL 62704 110,505.04 110,560.00 521038606 SAINT LOUIS MO 63114 69,980.08 70,000.00 521038598 KOKOMO IN 46901 111,938.18 112,000.00 521038597 FOREST PARK IL 60130 252,000.00 252,000.00 521038585 KANSAS CITY MO 64155 127,465.80 127,500.00 521038579 PENSACOLA FL 32505 54,000.00 54,000.00 521038578 MAYWOOD IL 60153 163,400.00 163,400.00 521038561 SPRINGFIELD IL 62703 64,837.50 64,837.50 521038542 SHELBYVILLE IN 46176 211,500.00 211,500.00 521038539 FRANKFORT IN 46041 62,400.00 62,400.00 521038537 MATTESON IL 60443 57,500.00 57,500.00 521038534 CALUMET CITY IL 60409 143,922.16 144,000.00 521038527 HOBART IN 46342 118,930.00 118,930.00 521038524 OSHKOSH WI 54902 21,476.00 21,480.00 521038518 FOUNTAINTOWN IN 46130 66,500.00 66,500.00 521038517 ZION IL 60099 165,081.00 165,081.00 521038514 JOLIET IL 60431 181,084.65 181,112.00 521038499 LAFAYETTE IN 47909 144,400.00 144,400.00 521038495 PARK FOREST IL 60466 107,550.00 107,550.00 521038494 SOUTH CHICAGO HEIGHTS IL 60411 108,000.00 108,000.00 521038490 CHESTERFIELD MO 63017 152,704.31 152,750.00 521038487 HANOVER IN 47243 102,000.00 102,000.00 521038482 OAK FOREST IL 60452 208,000.00 208,000.00 521038471 WILMINGTON IL 60481 216,000.00 216,000.00 521038462 LAS VEGAS NV 89129 267,719.01 267,800.00 521038446 CEDAR LAKE IN 46303 109,800.00 109,800.00 521038441 CHICAGO IL 60660 256,680.19 256,800.00 521038439 ARLINGTON HEIGHTS IL 60004 525,000.00 525,000.00 521038436 RIVERTON UT 84065 461,552.83 461,641.00 521038435 GREENFIELD IN 46140 145,759.66 145,800.00 521038434 KANSAS CITY MO 64130 63,731.76 63,750.00 521038431 LATONIA KY 41015 113,400.00 113,400.00 521038427 MILWAUKEE WI 53218 91,157.90 91,200.00 521038418 DETROIT MI 48221 450,148.57 450,500.00 521038417 KANSAS CITY MO 64128 59,500.00 59,500.00 521038416 PECULIAR MO 64078 134,340.42 134,400.00 521038409 OVERLAND PARK KS 66212 170,050.00 170,050.00 521038405 CHICAGO HEIGHTS IL 60411 76,800.00 76,800.00 521038396 ROCKFORD IL 61107 115,879.16 115,900.00 521038374 SHARON CENTER OH 44274 199,897.40 200,000.00 521038365 CHICAGO IL 60620 158,000.00 158,000.00 521038360 CHICAGO IL 60619 92,753.87 92,800.00 521038359 FESTUS MO 63028 98,963.13 99,000.00 521038337 HENDERSONVILLE TN 37075 143,932.82 144,000.00 521038324 CHICAGO IL 60628 152,000.00 152,000.00 521038310 FREMONT IN 46737 99,900.00 99,900.00 521038302 MONTICELLO MN 55362 162,329.68 162,400.00 521038294 ST LOUIS MO 63107 50,400.00 50,400.00 521038289 CHICAGO IL 60613 112,718.28 112,750.00 521038282 ST LOUIS MO 63114 96,900.00 96,900.00 521038271 LYONS IL 60534 223,129.45 223,200.00 521038269 PLAINFIELD IN 46168 126,252.23 126,290.00 521038268 DALEVILLE IN 47334 57,580.34 57,600.00 521038258 DIXON IL 61021 87,200.00 87,200.00 521038252 BLUE SPRINGS MO 64015 32,474.61 32,480.00 521038251 MARSHALL MO 65340 66,000.00 66,000.00 521038243 MARKHAM IL 60428 104,500.00 104,500.00 521038239 MUNSTER IN 46321 146,136.79 146,205.00 521038237 VIENNA IL 62995 94,500.00 94,500.00 521038232 SOUTH BEND IN 46616 69,973.51 70,000.00 521038214 ST. LOUIS MO 63135 85,500.00 85,500.00 521038213 SWANSEA IL 62226 167,913.81 168,000.00 521038209 SPRINGFIELD IL 62702 103,920.00 103,920.00 521038206 MILWAUKEE WI 53225 32,991.07 33,000.00 521038200 SHAWNEE KS 66218 234,500.00 234,500.00 521038199 BRANDON FL 33511 137,000.00 137,000.00 521038196 VERO BEACH FL 32962 50,001.00 50,001.00 521038193 LAS VEGAS NV 89106 124,963.43 125,000.00 521038190 OVERLAND PARK KS 66212 115,600.00 115,600.00 521038188 ST. CHARLES IL 60174 227,908.22 228,000.00 521038172 CHICAGO IL 60649 211,907.21 212,000.00 521038159 JANESVILLE WI 53545 110,000.00 110,000.00 521038155 CHARLOTTESVILLE VA 22911 295,860.43 296,000.00 521038153 JOLIET IL 60431 35,453.16 35,460.00 521038152 BLOOMINGTON IN 47404 66,580.94 66,600.00 521038145 WASHINGTON MO 63090 180,451.21 180,500.00 521038136 ELKHART IN 46516 101,520.00 101,520.00 521038131 BENNINGTON IN 47011 68,556.08 68,580.00 521038126 LOVES PARK IL 61111 28,594.49 28,600.00 521038115 YORKVILLE IL 60560 68,608.53 68,633.00 521038114 GLENWOOD IL 60425 70,363.88 70,400.00 521038109 YORLVILLE IL 60560 274,449.46 274,530.40 521038107 CHICAGO IL 60624 95,953.77 96,000.00 521038091 PRINCETON MN 55371 249,808.94 249,900.00 521038087 DE SOTO MO 63020 105,720.74 105,750.00 521038085 CHICAGO IL 60619 119,062.03 119,120.00 521038080 SAUK VILLAGE IL 60411 102,400.00 102,400.00 521038075 CHICAGO IL 60649 132,000.00 132,000.00 521038069 SAINT LOUIS MO 63114 60,574.86 60,600.00 521038038 HAMMOND IN 46323 81,000.00 81,000.00 521038025 NAPPANNEE IN 46550 85,957.03 86,000.00 521038016 INDIANAPOPLIS IN 46239 100,000.00 100,000.00 521038011 MILWAUKEE WI 53202 190,299.20 190,400.00 521038002 CHICKASHA OK 73018 67,050.00 67,050.00 521038001 ST. LOUIS MO 63125 118,947.08 119,000.00 521037990 SAINT LOUIS MO 63136 84,000.00 84,000.00 521037987 ROCKFORD IL 61108 92,000.00 92,000.00 521037980 SOUTH BEND IN 46637 108,800.00 108,800.00 521037977 KANSAS CITY MO 64134 72,357.91 72,400.00 521037964 LOVES PARK IL 61111 27,980.00 27,980.00 521037957 GRIFFITH IN 46319 27,194.94 27,200.00 521037956 INDIANAPOLIS IN 46239 131,640.00 131,640.00 521037941 CHICAGO IL 60619 199,906.69 200,000.00 521037931 ST MICHAEL MN 55376 286,849.55 286,900.00 521037930 WICHITA KS 67208 90,221.16 90,250.00 521037906 FESTUS MO 63028 93,600.00 93,600.00 521037898 PEKIN IL 61554 63,892.91 63,920.00 521037874 ST. LOUIS MO 63128 37,790.86 37,800.00 521037873 ST. LOUIS MO 63128 151,119.96 151,200.00 521037864 ST LOUIS MO 63119 141,337.32 141,400.00 521037863 ALBERTVILLE MN 55301 187,871.01 188,000.00 521037862 GILBERTS IL 60136 62,984.74 63,000.00 521037860 DES PLAINES IL 60016 183,918.60 184,000.00 521037854 IDAVILLE IN 47950 121,600.00 121,600.00 521037853 MORRIS IL 60450 54,975.04 55,000.00 521037852 SPRINGFIELD MO 65802 21,394.83 21,400.00 521037851 HIGHLAND PARK IL 60035 382,500.00 382,500.00 521037832 MEDINA OH 44256 31,992.26 32,000.00 521037820 ELSBERRY MO 63343 71,250.00 71,250.00 521037816 WAUSAU WI 54401 64,974.86 65,000.00 521037808 SPRINGFIELD MO 65802 85,558.78 85,600.00 521037800 AURORA MO 65605 215,894.87 216,000.00 521037797 ST LOUIS MO 63125 102,000.00 102,000.00 521037794 CHICAGO IL 60656 433,500.00 433,500.00 521037785 WORTH IL 60482 135,000.00 135,000.00 521037775 PEKIN IL 61554 60,500.00 60,500.00 521037774 BUFFALO GROVE IL 60089 74,962.52 75,000.00 521037737 NORTH JUDSON IN 46366 27,590.43 27,600.00 521037735 NORTH JUDSON IN 46366 110,324.41 110,400.00 521037701 NORTH FOND DU LAC WI 54937 85,000.00 85,000.00 521037693 SOUTH CHICAGO HEIGHTS IL 60411 122,489.08 122,550.00 521037691 MELROSE PARK IL 60160 255,867.28 256,000.00 521037680 OTTAWA IL 61350 21,594.77 21,600.00 521037674 HENDERSONVILLE TN 37075 199,910.57 200,000.00 521037653 OLYMPIA FIELDS IL 60461 242,250.00 242,250.00 521037644 CHICAGO IL 60617 144,000.00 144,000.00 521037634 NEW PARIS IN 46553 89,900.00 89,900.00 521037615 CHICAGO IL 60628 30,325.67 31,000.00 521037614 TULSA OK 74137 55,600.00 55,600.00 521037599 NIXA MO 65714 141,514.22 141,600.00 521037556 PEORIA IL 61604 49,981.78 50,000.00 521037555 VALPARAISO IN 46385 143,920.00 143,920.00 521037554 MARENGO IL 60152 152,925.53 153,000.00 521037553 ELKHART IN 46516 59,970.80 60,000.00 521037542 SODDY DAISY TN 37379 288,945.34 289,100.00 521037516 FLOSSMOOR IL 60422 269,880.56 270,000.00 521037483 LAKE STATION IN 46405 140,457.10 140,550.00 521037477 OFALLON IL 62269 195,913.29 196,000.00 521037427 PALATINE IL 60067 84,968.00 85,000.00 521037415 APPLE VALLEY MN 55124 116,917.42 117,000.00 521037414 CHICAGO IL 60651 275,848.93 276,000.00 521037410 INDIANAPOLIS IN 46236 67,029.86 67,048.00 521037405 MERRILLVILLE IN 46410 32,972.71 32,980.00 521037385 MADERA CA 93637 226,321.29 226,392.00 521037370 OVERLAND PARK KS 66213 180,800.00 180,800.00 521037367 ST LOUIS MO 63138 26,190.66 26,200.00 521037329 FREMONT NE 68025 120,000.00 120,000.00 521037284 IMPERIAL MO 63052 32,203.00 32,203.00 521037280 IMPERIAL MO 63052 128,815.00 128,815.00 521037275 INDIANAPOLIS IN 46239 123,585.00 123,585.00 521037261 ODESSA MO 64076 56,982.18 57,000.00 521037239 SOUTH BEND IN 46614 25,331.87 25,338.00 521037208 KANSAS CITY MO 64133 30,385.22 30,400.00 521037191 LOUISIANA MO 63353 52,400.00 52,400.00 521037190 DES PLAINES IL 60018 290,400.00 290,400.00 521037189 LANSING IL 60438 119,439.97 119,500.00 521037184 SMITHVILLE MO 64089 29,672.82 29,680.00 521037177 CHICAGO IL 60620 97,500.00 97,500.00 521037170 LIBERTYVILLE IL 60048 508,250.00 508,250.00 521037156 BLUE SPRINGS MO 64014 25,386.17 25,400.00 521037154 EDINBURGH IN 46124 83,154.60 83,920.00 521037015 ST LOUIS MO 63136 94,458.19 94,500.00 521036983 SAINT LOUIS MO 63108 175,500.00 175,500.00 521036971 VERNON HILLS IL 60061 114,950.20 115,000.00 521036968 ALSIP IL 60803 36,982.00 37,000.00 521036963 BLOOMING PRAIRIE MN 55917 20,881.88 20,900.00 521036944 BOUNTIFUL UT 84010 30,984.94 31,000.00 521036923 CHICAGO IL 60651 118,904.64 119,000.00 521036896 ST LOUIS MO 63138 116,000.00 116,000.00 521036881 PRINCETON IN 47670 112,000.00 112,000.00 521036801 BLUE SPRINGS MO 64015 163,365.10 163,400.00 521036792 KANSAS CITY MO 64124 53,600.00 53,600.00 521036751 FERNLEY NV 89408 133,250.00 133,250.00 521036721 JOLIET IL 60431 31,962.59 31,980.00 521036701 ELGIN IL 60123 77,022.07 77,064.00 521036687 INDIANAPOLIS IN 46221 132,645.30 132,700.00 521036686 HANNOND IN 46327 82,768.83 82,800.00 521036598 HOBART IN 46342 33,961.51 33,980.00 521036594 ST LOUIS MO 63129 153,645.71 153,750.00 521036493 MANHATTAN IL 60442 61,968.10 62,000.00 521036431 HAMMOND IN 46320 53,248.45 53,300.00 521036405 PEVELY MO 63070 106,320.00 106,320.00 521036357 FREMONT IN 46737 21,689.45 21,700.00 521036350 GREENWOOD IN 46143 32,584.15 32,600.00 521036326 LAFAYETTE IN 47909 32,476.19 32,492.00 521036293 YORKVILLE IL 60560 63,958.89 64,000.00 521036279 SAULT STE MARIE MI 49783 58,482.70 58,500.00 521036165 BLAND MO 65014 58,107.42 58,125.00 521036149 DOLTON IL 60419 156,916.89 157,000.00 521036067 INDIANAPOLIS IN 46235 29,797.51 29,812.00 521035927 SUNRISE FL 33313 244,013.66 244,150.00 521035876 MERRILLVILLE IN 46410 47,778.76 47,800.00 521035868 JEANNETTE PA 15644 81,600.00 81,600.00 521035859 ROUND LAKE IL 60073 31,164.84 31,180.00 521035811 KANSAS CITY MO 64133 44,178.50 44,200.00 521035803 DETROIT MI 48221 67,451.64 67,500.00 521035790 EVANSTON IL 60202 57,771.89 57,800.00 521035763 PEORIA IL 61614 27,287.86 27,300.00 521035633 OCONOMOWOC WI 53066 227,883.33 228,000.00 521035602 MERRILLVILLE IN 46410 24,987.85 25,000.00 521035577 JOLIET IL 60433 105,185.73 105,300.00 521035495 SOUTH HOLLAND IL 60473 25,987.35 26,000.00 521035469 SPRINGFIELD IL 62712 236,000.00 236,000.00 521035071 CHICAGO IL 60645 224,252.96 224,400.00 521034989 SAUK VILLAGE IL 60411 21,917.58 22,000.00 521034974 HOFFMAN ESTATES IL 60194 65,964.10 66,000.00 521034589 SAINT LOUIS MO 63136 52,967.78 53,000.00 521034523 DES MOINES IA 50317 24,982.45 25,001.00 521034380 CINCINNATI OH 45215 220,207.08 220,500.00 521034256 ROSEDALE MD 21237 162,212.97 162,500.00 521034190 CHICAGO IL 60636 227,762.69 228,000.00 521033973 EVANSTON IL 60201 424,604.95 425,000.00 521033801 INKSTER MI 48141 89,127.77 89,250.00 521033795 HOMEWOOD IL 60430 101,567.89 101,600.00 521033648 CLEARFIELD UT 84015 137,604.74 137,712.00 521033632 CHICAGO IL 60643 119,742.97 120,000.00 521033497 CANTON OH 44709 20,578.84 20,600.00 521033383 PITTSBURGH PA 15236 148,263.39 148,500.00 521033201 MARENGO IL 60152 279,148.50 280,000.00 521033137 TINLEY PARK IL 60477 160,893.80 161,000.00 521033030 CHICAGO HEIGHTS IL 60411 172,308.95 172,900.00 521032991 INDIANAPOLIS IN 46217 120,078.32 120,250.00 521032664 GLENVIEW IL 60025 61,320.66 61,400.00 521032626 SPRINGFIELD IL 62703 91,385.12 91,500.00 521032577 MELROSE PARK IL 60160 268,514.32 269,325.00 521032560 PERRY FL 32066 31,934.79 32,000.00 521032557 CAPE GIRARDEAU MO 63703 72,092.14 72,200.00 521032544 INDIANAPOLIS IN 46226 52,433.03 52,500.00 521032496 GREENWOOD IN 46143 30,164.33 30,213.00 521032358 DENVER CO 80205 119,913.25 120,000.00 521032266 CASSOPOLIS MI 49031 391,639.14 392,000.00 521032209 WICHITA KS 67211 56,124.17 56,250.00 521032120 SAUK VILLAGE IL 60411 79,795.90 80,000.00 521031993 SCHAUMBURG IL 60194 49,892.24 50,000.00 521031909 CHICAGO IL 60617 207,541.99 208,000.00 521031834 CHICAGO IL 60621 121,287.45 121,500.00 521031798 VALPARAISO IN 46385 78,992.86 79,100.00 521031668 MILWAUKEE WI 53224 51,096.72 51,205.00 521031624 TOLEDO OH 43609 80,873.67 81,000.00 521031589 BRISTOL PA 19007 87,529.17 87,750.00 521031527 MANKATO MN 56001 130,634.98 130,900.00 521031340 BATES CITY MO 64011 295,945.15 297,000.00 521031287 MILWAUKIE OR 97222 187,586.06 188,000.00 521030957 ZION IL 60099 26,332.69 26,377.60 521030707 TINLEY PARK IL 60477 193,480.30 193,800.00 521030579 CHICAGO IL 60649 150,781.47 151,200.00 521030575 LANSING IL 60435 25,294.68 25,400.00 521029955 PLAINFIELD IL 60544 349,688.00 351,200.00 521029953 SCHAUMBURG IL 60193 202,056.19 202,500.00 521029857 SOUTH HEIGHTS PA 15081 56,736.28 57,000.00 521028914 ST. CLAIR SHORES MI 48081 160,000.00 160,000.00 521027974 FISHERS IN 46038 211,388.05 212,000.00 521026686 BETHEL PARK PA 15102 39,110.75 39,300.00 521026610 CARMI IL 62821 148,542.60 149,250.00 521023925 TOLEDO OH 43608 51,792.56 52,200.00 511047676 WASHINGTON DC 20002 349,772.82 350,000.00 511047473 BANNING CA 92220 306,000.00 306,000.00 511047441 SANTA ANA CA 92707 525,000.00 525,000.00 511047404 OAKLEY CA 94561 403,750.00 403,750.00 511047397 LAS VEGAS NV 89143 61,800.00 61,800.00 511047394 LAS VEGAS NV 89143 247,200.00 247,200.00 511047324 MORENO VALLEY CA 92557 79,180.00 79,180.00 511047310 (UNINCORPORATED AREA) FONTANA CA 92335 320,000.00 320,000.00 511047306 PALMDALE CA 93551 531,250.00 531,250.00 511047304 LOS BANOS CA 93635 396,000.00 396,000.00 511047293 BELOIT WI 53511 50,800.00 50,800.00 511047292 GARDEN GROVE CA 92843 350,000.00 350,000.00 511047289 BAKERSFIELD CA 93312 260,000.00 260,000.00 511047271 TULSA OK 74128 80,750.00 80,750.00 511047254 RIVERSIDE CA 92504 348,500.00 348,500.00 511047245 SAN BERNARDINO CA 92407 268,000.00 268,000.00 511047242 MONMOUTH IL 61462 160,000.00 160,000.00 511047217 MENIFEE CA 92584 72,000.00 72,000.00 511047190 HUNTINGTON BEACH CA 92648 199,867.83 200,000.00 511047183 AREA OF CANYON COUNTRY CA 91387 508,000.00 508,000.00 511047177 LARGO FL 33771 41,064.00 41,064.00 511047159 PALMDALE CA 93551 486,400.00 486,400.00 511047155 HENDERSON NV 89014 254,400.00 254,400.00 511047153 SAN YSIDRO CA 92173 340,000.00 340,000.00 511047147 SACRAMENTO CA 95829 399,281.33 399,500.00 511047127 LOVELAND CO 80537 128,000.00 128,000.00 511047095 BAKERSFIELD CA 93307 80,000.00 80,000.00 511047089 ANAHEIM CA 92808 704,000.00 704,000.00 511047080 VALLEJO CA 94591 259,912.79 260,000.00 511047077 BAKERSFIELD CA 93304 242,000.00 242,000.00 511047076 LAKESIDE CA 92040 598,500.00 598,500.00 511047065 FOUNTAIN VALLEY CA 92708 80,600.00 80,600.00 511047063 FOUNTAIN VALLEY CA 92708 322,400.00 322,400.00 511047052 RIVERSIDE CA 92504 1,080,000.00 1,080,000.00 511047047 HILLSBORO OR 97123 120,000.00 120,000.00 511047034 LANCASTER CA 93534 296,000.00 296,000.00 511047032 FONTANA CA 92337 303,750.00 303,750.00 511047003 TEMECULA CA 92592 346,500.00 346,500.00 511046993 SAN BERNARDINO CA 92405 296,000.00 296,000.00 511046980 FONTANA CA 92337 405,322.73 405,672.00 511046968 BURLEY ID 83318 79,840.00 79,840.00 511046967 DETROIT MI 48221 150,346.25 150,400.00 511046966 PARAMOUNT CA 90723 262,800.00 262,800.00 511046963 OLYMPIA WA 98501 136,000.00 136,000.00 511046957 ARIZONA CITY AZ 85223 188,000.00 188,000.00 511046949 TORRANCE CA 90503 740,000.00 740,000.00 511046946 CALABASAS CA 91301 920,000.00 920,000.00 511046944 QUEEN CREEK AZ 85242 185,500.00 185,500.00 511046936 SAN JOSE CA 95123 534,698.51 535,000.00 511046927 MESA AZ 85206 200,000.00 200,000.00 511046925 SANGER CA 93657 178,362.23 178,450.00 511046924 NORTH BEND WA 98045 211,812.21 211,900.00 511046908 MORENO VALLEY CA 92553 290,800.00 290,800.00 511046904 BARSTOW CA 92311 199,080.00 199,080.00 511046896 LANCASTER CA 93536 300,001.00 300,001.00 511046884 MANAKIN SABOT VA 23103 98,000.00 98,000.00 511046869 PORT HUENEME CA 93041 465,500.00 465,500.00 511046866 WRIGHTWOOD CA 92397 324,900.00 324,900.00 511046863 LA HABRA HEIGHTS CA 90631 895,814.22 896,000.00 511046843 COMPTON CA 90220 279,838.91 280,000.00 511046840 KALAMA WA 98625 313,497.76 313,600.00 511046838 SAINT PETERSBURG FL 33706 265,000.00 265,000.00 511046835 PUYALLUP WA 98375 252,000.00 252,000.00 511046832 OCEANSIDE CA 92054 231,948.19 232,000.00 511046830 STAFFORD VA 22556 274,693.83 274,800.00 511046798 RAMONA CA 92065 999,000.00 999,000.00 511046795 GILBERT AZ 85296 185,158.88 185,250.00 511046776 ORANGE CA 92865 583,798.44 584,000.00 511046771 YUMA AZ 85365 127,500.00 127,500.00 511046764 MENIFEE CA 92584 355,697.29 355,775.00 511046755 LAKE ELSINORE (CITY) CA 92532 479,758.87 480,000.00 511046748 SURPRISE AZ 85379 308,800.00 308,800.00 511046747 SAN MARCOS CA 92069 420,000.00 420,000.00 511046740 RUNNING SPRINGS CA 92382 47,578.90 47,600.00 511046708 BURLEY ID 83318 131,575.00 131,575.00 511046703 SAN DIEGO CA 92119 527,842.06 528,000.00 511046699 LONG BEACH CA 90805 303,907.74 304,000.00 511046683 SALEM OR 97301 151,922.02 152,000.00 511046678 COSTA MESA CA 92627 840,000.00 840,000.00 511046672 INDIO CA 92201 216,000.00 216,000.00 511046670 MURRIETA CA 92563 373,246.33 373,500.00 511046666 PUYALLUP WA 98375 241,270.32 241,400.00 511046665 MIAMI FL 33189 275,320.88 275,400.00 511046614 LITTLEROCK CA 93543 126,926.43 126,998.00 511046613 CODY WY 82414 91,163.76 91,200.00 511046598 LAS VEGAS NV 89122 199,951.41 200,000.00 511046571 PHOENIX AZ 85032 341,857.92 342,000.00 511046563 COACHELLA CA 92236 308,193.21 308,332.00 511046553 PUYALLUP WA 98374 214,200.00 214,200.00 511046542 CHINO HILLS CA 91709 999,676.29 1,000,007.00 511046530 BURBANK CA 91505 305,895.55 306,000.00 511046511 CARSON CA 90745 450,000.00 450,000.00 511046491 HAWTHORNE CA 90250 344,814.67 345,000.00 511046464 FORT MYERS FL 33912 125,000.00 125,000.00 511046414 VICTORVILLE CA 92392 344,127.48 344,259.00 511046409 MAYNARD MN 56260 251,750.00 251,750.00 511046401 SPANAWAY WA 98387 156,931.25 157,000.00 511046397 VICTORVILLE CA 92395 70,190.89 70,218.80 511046342 VICTORVILLE CA 92392 70,993.36 71,018.00 511046332 RIDGECREST CA 93555 234,000.00 234,000.00 511046259 MERCED CA 95348 375,756.76 375,854.00 511046238 HESPERIA CA 92345 302,437.62 302,557.00 511046215 MODESTO CA 95355 350,000.00 350,000.00 511046212 SACRAMENTO CA 95823 284,000.00 284,000.00 511046207 LIVERMORE CA 94550 527,720.14 528,000.00 511046200 OAKLAND CA 94605 618,589.91 618,750.00 511046177 VISTA CA 92084 128,907.58 129,000.00 511046162 SAN PABLO CA 94806 367,313.44 367,500.00 511046142 YORBA LINDA CA 92886 229,814.43 230,000.00 511046125 IRVINE CA 92602 774,000.00 774,000.00 511046026 RED BLUFF CA 96080 359,915.95 360,000.00 511046012 COVINA AREA CA 91722 363,852.93 364,000.00 511045989 LONGMONT CO 80503 51,400.00 51,400.00 511045987 LONGMONT CO 80503 205,600.00 205,600.00 511045986 MIRAMAR FL 33027 394,755.74 395,000.00 511045977 VICTORVILLE CA 92392 305,144.00 305,144.00 511045957 SEMINOLE FL 33772 178,680.48 178,750.00 511045941 HERCULES CA 94547 364,912.24 365,000.00 511045921 BAKERSFIELD CA 93312 75,584.99 75,667.00 511045862 DENVER CO 80207 219,857.33 220,000.00 511045841 LAKELAND FL 33803 93,942.47 94,000.00 511045835 RIALTO CA 92376 235,778.91 236,000.00 511045814 BROOMALL PA 19008 69,967.97 70,000.00 511045759 CORONA CA 92880 448,000.00 448,000.00 511045690 ANTIOCH CA 94531 515,512.08 515,700.00 511045689 TUKWILA WA 98168 44,160.72 44,200.00 511045674 IDAHO SPRINGS CO 80452 79,961.09 80,000.00 511045659 REDLANDS CA 92373 448,186.63 448,500.00 511045590 OREM UT 84058 27,471.06 27,486.00 511045582 YUMA AZ 85364 339,263.83 339,263.83 511045548 HONOKAA HI 96727 159,835.20 160,000.00 511045535 VICTORVILLE CA 92392 294,396.55 294,592.00 511045508 BROOMFIELD CO 80020 49,273.18 49,300.00 511045454 TORRANCE CA 90504 475,635.22 476,000.00 511045424 LONG BEACH CA 90807 935,583.28 936,000.00 511045407 BONNEY LAKE WA 98390 47,370.88 47,400.00 511045339 MORENO VALLEY CA 92551 81,887.36 81,940.00 511045311 VICTORVILLE CA 92394 286,198.89 286,400.00 511045272 LANCASTER CA 93535 52,566.22 52,600.00 511045270 LARGO FL 33774 131,085.43 131,250.00 511045238 VALLEJO CA 94590 375,858.58 376,200.00 511045170 DUNEDIN FL 34698 159,856.32 160,000.00 511045136 ACTON CA 93510 728,000.00 728,000.00 511045117 LANCASTER CA 93536 373,640.80 373,640.80 511045082 (CHATSWORTH AREA) LOS ANGELES CA 91311 747,467.23 748,000.00 511045060 PASO ROBLES CA 93446 89,551.25 89,600.00 511045027 MENIFEE CA 92584 910,360.94 910,600.00 511044997 LA HABRA HEIGHTS CA 90631 1,035,127.16 1,036,000.00 511044993 MURRIETA CA 92563 350,000.00 350,000.00 511044988 RIVERSIDE CA 92503 74,958.05 75,000.00 511044966 SANTA ANA CA 92704 124,111.01 124,200.00 511044958 RIVERSIDE CA 92508 80,945.06 81,000.00 511044954 OCEAN VIEW HI 96737 92,954.78 93,000.00 511044919 TEMPE AZ 85281 50,963.47 51,000.00 511044890 SANTA ANA CA 92707 349,831.08 350,000.00 511044785 PINELLAS PARK FL 33781 120,516.90 120,675.00 511044732 LAS VEGAS NV 89108 45,966.01 46,000.00 511044725 CONCORD CA 94519 343,894.81 344,000.00 511044694 WINDERMERE FL 34786 299,710.98 300,000.00 511044692 FOUNTAIN HILLS AZ 85268 231,055.62 231,300.00 511044638 CHULA VISTA CA 91910 460,000.00 460,000.00 511044611 TORRANCE CA 90501 846,589.81 847,500.00 511044499 LONG BEACH CA 90805 79,971.47 80,000.00 511044481 MARTINEZ CA 94553 404,634.18 405,000.00 511044420 SACRAMENTO CA 95842 37,970.20 38,000.00 511044317 (HARBOR CITY AREA) LOS ANGLES CA 90710 341,703.29 342,000.00 511044311 EAST ST LOUIS IL 62204 59,945.56 60,000.00 511044303 KAILUA KONA HI 96740 434,583.26 435,000.00 511044295 SACRAMENTO CA 95823 77,923.68 78,000.00 511044258 MODESTO CA 95350 334,868.63 335,000.00 511044248 LOS ANGELES CA 90032 149,894.18 150,000.00 511044187 BIG BEAR CITY CA 92314 780,833.51 782,100.00 511044140 SAN JACINTO CA 92583 324,160.86 324,400.00 511044135 ARLETA CA 91331 499,115.24 499,500.00 511044090 LOS ANGELES CA 90043 475,511.09 476,000.00 511044054 ORMOND BEACH FL 32174 367,695.16 368,000.00 511044042 IRVINE CA 92620 1,047,806.91 1,050,000.00 511043980 PALMDALE CA 93551 396,527.13 397,000.00 511043945 PHELAN CA 92371 211,113.18 211,250.00 511043894 NORTH LAS VEGAS NV 89086 307,187.67 308,000.00 511043825 MONTEBELLO CA 90640 509,492.85 510,000.00 511043822 SANTA ANA CA 92707 711,837.20 712,500.00 511043806 MODESTO CA 95354 163,813.99 163,960.00 511043798 SOQUEL CA 95073 1,647,204.31 1,650,000.00 511043776 BAKERSFIELD CA 93308 191,826.58 192,000.00 511043772 CORONA CA 92882 357,913.42 358,400.00 511043765 PORTLAND OR 97227 131,200.08 131,250.00 511043730 BOISE ID 83705 138,072.59 138,150.00 511043712 ORANGE CA 92869 399,097.70 400,000.00 511043687 WHITTIER CA 90604 439,608.36 440,000.00 511043635 SANTA ANA CA 92705 1,616,911.21 1,620,000.00 511043604 FRESNO CA 93722 299,690.81 300,000.00 511043550 RANCHO CUCAMONGA CA 91730 359,247.87 360,000.00 511043548 PALM DESERT CA 92211 583,742.82 584,250.00 511043513 WAILUKU HI 96793 264,493.04 265,000.00 511043498 ORANGE CA 92869 659,208.78 660,000.00 511043484 GARDEN GROVE CA 92840 838,899.58 840,000.00 511043472 CORONA CA 92883 649,249.26 649,900.00 511043408 BOTHELL WA 98021 783,453.69 784,875.00 511043353 TRACY CA 95377 571,342.42 572,000.00 511043309 FRESNO CA 93727 219,614.11 220,000.00 511043304 NORCO CA 92860 450,752.40 451,250.00 511043294 CLOVIS CA 93611 359,391.01 360,000.00 511043278 KENT WA 98030 309,252.20 309,700.00 511043267 ORLANDO FL 32810 153,401.16 153,600.00 511043262 FRUITLAND PARK FL 34731 113,835.15 114,000.00 511043219 PITTSBURG CA 94565 431,460.09 432,000.00 511043133 REDMOND WA 98052 348,078.89 348,500.00 511043127 CAMARILLO CA 93012 1,395,323.79 1,400,000.00 511043054 LOS ANGELES CA 90020 96,885.42 97,000.00 511042970 MOUNT VERNON WA 98273 247,140.27 247,500.00 511042967 LOS ANGELES CA 90001 256,581.62 257,000.00 511042922 AVONDALE AZ 85323 230,700.45 231,000.00 511042828 GLENDORA CA 91740 379,283.81 380,000.00 511042799 FONTANA CA 92336 409,658.77 410,800.00 511042760 LITHONIA GA 30058 154,772.48 154,850.00 511042707 COVINGTON GA 30016 243,522.25 244,000.00 511042675 MODESTO CA 95354 271,871.75 272,000.00 511042592 DIXON IA 52745 271,604.05 272,000.00 511042583 ORLANDO FL 32818 232,188.42 232,500.00 511042581 SAN FRANCISCO CA 94112 721,239.86 724,000.00 511042543 ATLANTA MI 49709 84,731.45 85,000.00 511042520 LOS ANGELES CA 90066 513,481.23 515,000.00 511042332 MIDDLEBURG FL 32068 143,702.11 144,000.00 511042237 SACRAMENTO CA 95833 104,383.68 104,611.00 511042234 SACRAMENTO CA 95833 416,899.63 418,444.00 511042123 NORTH LAS VEGAS NV 89030 138,839.06 139,200.00 511042056 NAMPA ID 83686 107,816.44 107,950.00 511041963 TEMECULA CA 92591 282,008.81 282,500.00 511041780 MINNEAPOLIS MN 55411 101,803.92 102,050.00 511041726 ARLINGTON VA 22206 413,372.64 414,000.00 511041516 LAS VEGAS NV 89117 349,830.25 350,400.00 511041429 YELM WA 98597 32,741.00 32,800.00 511041428 YELM WA 98597 131,169.51 131,200.00 511041423 EVERETT WA 98203 226,081.79 226,400.00 511041365 DACONO CO 80514 36,930.83 37,000.00 511041354 NORTH LAS VEGAS NV 89031 67,794.75 68,000.00 511041004 WEST DES MOINES IA 50265 28,704.77 28,800.00 511040830 AREA OF HACIENDA HEIGHTS CA 91745 249,067.73 250,000.00 511040631 TALLAHASEE FL 32309 421,086.75 423,000.00 511040405 SPRINGVILLE CA 93265 111,655.71 112,000.00 511040287 PENSACOLA FL 32526 90,756.80 91,000.00 511040060 MERIDEN CT 6450 143,577.39 143,750.00 511040043 CITRUS HEIGHTS CA 95621 84,820.70 85,000.00 511040007 NAPLES FL 34119 298,107.14 300,000.00 511039827 HESPERIA CA 92345 75,386.06 75,673.00 511039480 DECATUR GA 30035 117,037.62 117,600.00 511039310 CORNING CA 96021 198,572.87 199,500.00 511038474 INDIAN WELLS CA 92210 1,100,000.00 1,100,000.00 511038428 LANCASTER CA 93534 71,389.11 71,626.00 511038030 BENNETT CO 80102 62,686.97 63,000.00 511037413 LAKE CHARLES LA 70601 20,523.67 20,600.00 511036403 TULARE CA 93274 145,106.24 145,200.00 511010289 FORT WORTH TX 76112 246,701.86 258,400.00 401008154 EAST PALO ALTO CA 94303 361,000.00 361,000.00 401008151 CHULA VISTA CA 91911 362,000.00 362,000.00 401008075 CARSON CA 90745 350,900.00 350,900.00 401008058 EAST ORANGE NJ 7018 224,000.00 224,000.00 401008044 BALDWIN NY 11510 350,000.00 350,000.00 401008032 BRIDGEWATER NH 3222 270,000.00 270,000.00 401008025 GRANDVIEW MO 64030 119,200.00 119,200.00 401007991 YUMA AZ 85365 146,400.00 146,400.00 401007974 MOUNT LAUREL NJ 8054 156,870.00 156,870.00 401007968 SPRING VALLEY CA 91977 504,375.00 504,375.00 401007963 COLUMBUS GA 31907 100,300.00 100,300.00 401007956 UNIVERSITY PARK IL 60466 229,000.00 229,000.00 401007943 YORK PA 17404 139,500.00 139,500.00 401007939 NEW FAIRFIELD CT 6812 250,409.70 250,500.00 401007920 OROSI CA 93647 151,500.00 151,500.00 401007915 SAN JOSE CA 95121 525,500.00 525,500.00 401007904 LYNWOOD IL 60411 135,450.00 135,450.00 401007884 BUFFALO CITY WI 54622 114,000.00 114,000.00 401007882 OAK HILLS CA 92345 463,250.00 463,250.00 401007871 BETHLEHEM PA 18015 250,400.00 250,400.00 401007852 DULTUTH MN 55807 103,000.00 103,000.00 401007846 WILLINGBORO NJ 8046 232,000.00 232,000.00 401007817 TEWKSBURY MA 1876 322,071.98 322,200.00 401007799 MIAMI FL 33189 365,500.00 365,500.00 401007784 JANESVILLE WI 53548 107,200.00 107,200.00 401007775 RAYTOWN MO 64133 102,359.31 102,400.00 401007771 HADDAM CT 6438 156,000.00 156,000.00 401007765 SAN ANTONIO TX 78213 59,655.30 59,690.00 401007764 BILLINGS MT 59102 190,575.31 190,600.00 401007747 ALEXANDRIA VA 22309 411,932.84 412,000.00 401007743 WALLINGFORD CT 6492 193,922.91 194,000.00 401007735 CAPE MAY COURT HOUSE NJ 8210 99,955.29 100,000.00 401007727 HERCULES CA 94547 421,728.15 422,000.00 401007720 WAUKEGAN IL 60087 185,600.00 185,600.00 401007717 BUSH LA 70431 159,892.65 160,000.00 401007710 PASADENA TX 77504 83,601.39 83,640.00 401007689 BOWMANSVILLE NY 14026 107,200.00 107,200.00 401007685 AVONDALE AZ 85323 227,542.51 227,700.00 401007676 LOCUST GROVE VA 22508 289,419.45 289,500.00 401007669 EATONTOWN NJ 7724 384,000.00 384,000.00 401007645 FOUNTAIN VALLEY CA 92708 639,000.00 639,000.00 401007636 SACRAMENTO CA 95835 111,971.65 112,000.00 401007629 BALTIMORE MD 21213 66,367.34 66,400.00 401007617 LAWRENCEBURG TN 38464 156,963.62 157,000.00 401007615 SALEM AL 36874 131,962.08 132,000.00 401007599 CLINTON MD 20735 222,040.00 222,040.00 401007591 SACRAMENTO CA 95838 211,853.36 212,000.00 401007574 LANCASTER CA 93536 191,000.00 191,000.00 401007566 FREEHOLD NJ 7728 194,651.03 194,800.00 401007550 MART TX 76664 58,330.73 58,400.00 401007534 PHOENIX AZ 85009 127,924.82 128,000.00 401007452 NORFOLK VA 23509 159,952.82 160,000.00 401007427 HOUSTON TX 77099 99,951.84 100,000.00 401007372 IPSWICH MA 1938 314,914.61 315,000.00 401007358 BURRILLVILLE RI 2859 149,938.30 150,000.00 401007318 THIBODAUX LA 70301 201,025.00 201,025.00 401007307 LEICESTER MA 1611 111,933.54 112,000.00 401007093 ISLESBORO ME 4848 900,000.00 900,000.00 401007063 BRONX NY 10473 30,735.85 30,750.00 401007016 FORT WASHINGTON MD 20774 600,719.61 601,000.00 401006868 DORCHESTER MA 2121 586,361.59 586,800.00 401006841 SPRINGFIELD MA 1104 138,110.96 139,500.00 401006829 PLYMOUTH MA 2360 129,906.45 130,000.00 401006719 BUZZARDS BAY MA 2532 279,816.51 280,000.00 401006632 MALDEN MA 2148 375,496.48 376,000.00 401006546 LYNN MA 1902 207,727.50 208,000.00 401006511 MILTON MA 2186 416,639.25 417,000.00 401006330 SOUTH WELLFLEET MA 2667 352,475.29 353,000.00 401006327 NORTH WILDWOOD NJ 8260 99,863.31 100,000.00 401006307 PRINCETON MA 1541 149,736.86 150,000.00 401006269 PALM BEACH FL 33480 349,349.20 350,000.00 401006180 ORLEANS MA 2653 389,044.37 390,000.00 401006103 RANDOLPH MA 2368 377,822.66 378,100.00 401006060 ROCKFORD IL 61103 76,273.75 76,500.00 401006038 VILLA PARK IL 60181 219,481.79 220,000.00 401006017 EAST FISHKILL NY 12531 448,841.35 450,000.00 401005986 CHELMSFORD MA 1824 464,275.12 465,000.00 401005971 NEWTOWN CT 6470 611,253.63 612,000.00 401005953 MATTAPAN MA 2126 370,304.86 370,800.00 401005025 LEHIGH ACRES FL 33971 44,018.06 44,200.00 401005018 EXETER NH 3833 205,520.34 206,500.00 401004991 CAPE CORAL FL 33990 109,444.91 110,000.00 401004386 AUBURN MA 1501 306,315.20 307,000.00 401004376 PEARLAND TX 77581 99,477.40 100,000.00 401004348 SAN GABRIEL CA 91775 834,377.89 840,000.00 391017837 OLIVE BRANCH MS 38654 25,367.66 25,380.00 391017811 KENNER LA 70065 134,897.90 135,000.00 391017756 PARIS TN 38242 24,571.70 24,600.00 391017725 NEW ORLEANS LA 70131 23,574.68 23,600.00 391017691 OAK RIDGE TN 37830 22,873.17 22,900.00 391017575 MURFREESBORO TN 37129 29,245.97 29,280.00 391017525 MEMPHIS TN 38141 23,353.39 23,380.00 391017433 DENHAM SPRINGS LA 70726 33,461.77 33,480.00 391017360 HELENA AL 35080 36,573.16 36,600.00 391016958 MOBILE AL 36605 49,941.77 50,000.00 391016849 MEMPHIS TN 38127 58,435.27 58,500.00 391016786 SEYMOUR TN 37865 115,092.84 115,200.00 391016695 MOBILE AL 36606 74,876.61 75,000.00 391016650 MEMPHIS TN 38134 23,931.25 24,000.00 391016611 BATON ROUGE LA 70814 30,954.46 31,000.00 391016568 BIRMINGHAM AL 35217 25,958.10 26,000.00 391016512 CLEVELAND TN 37311 80,084.30 80,250.00 391016474 SPRINGVILLE TN 38256 62,693.89 62,775.00 391016394 MEMPHIS TN 38127 55,894.94 56,000.00 391016263 GREENVILLE MS 38703 70,280.23 70,400.00 391016259 NASHVILLE TN 37218 112,302.27 112,500.00 391016067 KINGSPORT TN 37660 20,923.73 21,000.00 391016008 BATON ROUGE LA 70811 22,960.84 23,000.00 391016001 WHITE HOUSE TN 37188 27,129.48 27,255.00 391015987 GRAND COTEAU LA 70541 314,708.10 316,000.00 391015965 BIRMINGHAM AL 35210 25,907.22 26,000.00 391015933 WAVERLY TN 37185 19,902.73 20,000.00 391015707 PLEASANT VIEW TN 37146 222,887.44 223,725.00 391015481 BIRMINGHAM AL 35217 23,350.50 23,400.00 391015302 TUSCALOOSA AL 35405 83,417.14 84,000.00 391015259 LAFAYETTE LA 70506 22,138.25 22,200.00 391014728 LA PLACE LA 70068 23,871.55 23,980.00 391014679 DENHAM SPRINGS LA 70726 271,106.20 272,000.00 391013360 CASTALIAN SPRINGS TN 37031 33,564.21 33,800.00 391013242 NEW ORLEANS LA 70114 156,918.98 158,175.00 391013238 CULLMAN AL 35058 79,485.43 80,000.00 391012663 OXFORD MS 38655 60,041.35 60,350.00 381028036 CARVER MA 2330 244,800.00 244,800.00 381028023 PLYMOUTH MA 2360 382,500.00 382,500.00 381028001 LEOMINSTER MA 1453 65,000.00 65,000.00 381027976 PROVIDENCE RI 2906 277,000.00 277,000.00 381027969 RICHMOND RI 2898 214,000.00 214,000.00 381027962 PROVIDENCE RI 2905 279,000.00 279,000.00 381027952 CLINTON CT 6413 212,000.00 212,000.00 381027927 NORTH DIGHTON MA 2764 398,000.00 398,000.00 381027920 JOHNSTON RI 2919 259,000.00 259,000.00 381027918 MARION MA 2738 363,750.00 363,750.00 381027908 EAST PROVIDENCE RI 2915 164,000.00 164,000.00 381027896 BUFFALO NY 14206 57,869.43 58,000.00 381027889 MANSFIELD MA 2048 426,500.00 426,500.00 381027885 FALL RIVER MA 2720 114,000.00 114,000.00 381027884 AGAWAM MA 1001 209,953.79 210,000.00 381027882 WALPOLE NH 3608 235,200.00 235,200.00 381027881 EAST WAREHAM MA 2538 235,000.00 235,000.00 381027880 HYANNIS MA 2601 316,000.00 316,000.00 381027877 SPRINGFIELD MA 1108 142,371.18 142,500.00 381027876 SOUTH KINGSTOWN RI 2879 62,400.00 62,400.00 381027866 PAWTUCKET RI 2860 254,902.85 255,000.00 381027858 UPPER MARLBORO MD 20772 299,900.79 300,000.00 381027857 BURRILLVILLE RI 2814 125,921.69 126,000.00 381027856 MILFORD CT 6460 244,913.01 245,000.00 381027854 CENTERVILLE MA 2632 328,922.05 329,000.00 381027846 COVENTRY RI 2816 345,000.00 345,000.00 381027845 NORTH PROVIDENCE RI 2904 199,850.08 200,000.00 381027836 SOMERSET MA 2726 236,135.02 236,250.00 381027831 NEW FAIRFIELD CT 6812 174,855.13 175,000.00 381027830 WOONSOCKET RI 2895 167,951.18 168,000.00 381027823 MERIDEN CT 6450 161,557.83 161,600.00 381027818 PLYMOUTH MA 2360 197,600.00 197,600.00 381027815 JOHNSTON RI 2919 340,000.00 340,000.00 381027806 NEW BEDFORD MA 2740 144,465.76 144,500.00 381027784 KILLINGLY CT 6241 209,880.42 210,000.00 381027780 WEST YARMOUTH MA 2673 280,000.00 280,000.00 381027764 HOPKINGTON RI 2833 47,200.00 47,200.00 381027761 BOSTON MA 2118 799,767.50 800,000.00 381027758 HOPKINGTON RI 2833 188,800.00 188,800.00 381027757 PROVIDENCE RI 2906 119,945.19 120,000.00 381027756 HEMPSTEAD (FREEPORT) NY 11520 170,915.00 171,000.00 381027749 HOMESTEAD FL 33030 171,912.69 172,000.00 381027748 NEW BEDFORD MA 2740 40,500.00 40,500.00 381027745 NARRAGANSETT RI 2874 244,914.53 245,000.00 381027735 PLAINFIELD CT 6374 101,812.95 102,000.00 381027733 MILFORD CT 6460 527,000.00 527,000.00 381027730 AMESBURY MA 1913 237,927.77 238,000.00 381027718 STATE COLLEGE PA 16801 89,559.51 89,600.00 381027715 PLYMOUTH MA 2360 233,900.82 234,000.00 381027714 DENNIS (EAST) MA 2641 299,851.00 300,000.00 381027689 LOWELL MA 1851 59,972.01 60,000.00 381027688 LOWELL MA 1851 239,885.87 240,000.00 381027666 QUINCY MA 2170 74,958.60 75,000.00 381027618 BURRILLVILLE RI 2859 63,984.52 64,000.00 381027578 MERIDEN CT 6450 200,600.00 200,600.00 381027488 MERRIMAC MA 1860 63,178.19 63,200.00 381027486 MERRIMAC MA 1860 252,606.68 252,800.00 381027476 SOUTH KINGSTOWN RI 2879 64,782.46 64,800.00 381027382 PALM BAY FL 32907 42,959.61 42,983.00 381027311 SPRINGFIELD MA 1104 27,186.77 27,200.00 381027306 JOHNSTON RI 2919 78,940.25 79,000.00 381027274 NEW HAVEN CT 6515 41,761.44 41,780.00 381027273 MIAMI FL 33162 61,958.97 62,000.00 381027258 SOMERSET MA 2725 63,617.04 63,648.00 381027141 AUBURN MA 1501 243,797.89 244,000.00 381027068 WARWICK RI 2889 43,376.38 43,400.00 381027059 PROVIDENCE RI 2909 35,972.78 36,000.00 381027052 SOMERVILLE MA 2143 388,242.25 388,500.00 381027014 REHOBOTH MA 2769 404,395.96 404,600.00 381027004 PLYMOUTH MA 2360 279,602.85 280,000.00 381026997 MEDFORD MA 2155 503,091.57 504,000.00 381026996 WAREHAM MA 2532 275,270.24 275,400.00 381026992 WESTFIELD MA 1085 184,767.96 184,950.00 381026962 HARWICH MA 2645 169,929.23 170,000.00 381026923 WARWICK RI 2886 102,920.67 103,000.00 381026921 WALTHAM MA 2451 374,666.10 375,000.00 381026916 EVERETT MA 2149 486,666.40 487,000.00 381026915 BOSTON MA 2131 322,704.02 323,000.00 381026902 ANDOVER MA 1810 714,729.38 715,350.00 381026895 SPRINGFIELD MA 1118 138,307.96 138,400.00 381026889 TISBURY MA 2568 699,172.45 700,000.00 381026872 EASTHAM MA 2651 166,859.65 167,000.00 381026856 BROCKTON MA 2301 230,141.92 230,350.00 381026851 PROVIDENCE RI 2909 175,644.96 175,750.00 381026849 SPRINGFIELD MA 1104 135,834.31 136,000.00 381026843 SOUTH HARWICH MA 2661 285,786.04 286,000.00 381026828 AMESBURY MA 1913 127,893.95 128,000.00 381026827 FALL RIVER MA 2721 199,791.87 200,000.00 381026825 DORCHESTER MA 2122 199,826.49 200,000.00 381026809 FALL RIVER MA 2724 272,769.09 273,000.00 381026774 EDGARTOWN MA 2539 334,646.04 335,000.00 381026759 RINDGE NH 3461 221,387.71 221,600.00 381026738 NEW BEDFORD MA 2745 260,543.32 260,800.00 381026735 JACKSONVILLE FL 32211 49,953.17 50,000.00 381026717 NORTH ATTLEBORO MA 2760 365,378.49 365,750.00 381026715 PROVIDENCE RI 2908 319,819.31 320,000.00 381026713 BRIDGEPORT CT 6610 258,163.76 258,500.00 381026670 EAST HARTFORD CT 6118 142,180.48 142,400.00 381026665 LAWRENCE MA 1841 426,809.21 428,000.00 381026644 WRENTHAM MA 2093 418,585.61 419,050.00 381026639 DORCHESTER MA 2124 402,578.12 403,200.00 381026626 BRIDGEPORT CT 6606 116,891.97 117,100.00 381026596 BLARESTOWN NJ 7825 116,854.77 117,000.00 381026582 NEW BEDFORD MA 2744 237,775.57 238,000.00 381026450 NEWBURYPORT MA 1950 316,968.66 318,000.00 381026443 BROCKTON MA 2302 389,104.37 389,500.00 381026419 SOMERVILLE MA 2143 377,456.24 378,000.00 381026408 SOUTH CHATHAM MA 2659 309,507.18 310,000.00 381026380 HYANNIS MA 2601 360,588.19 361,000.00 381026376 FALL RIVER MA 2724 263,615.71 264,000.00 381026340 COVENTRY RI 2827 174,727.96 175,000.00 381026336 SAUGUS MA 1906 339,633.97 340,000.00 381026330 CHICOPEE MA 1020 110,824.20 111,000.00 381026272 ASHLAND MA 1721 65,867.95 66,000.00 381026229 EVERETT MA 2149 473,215.23 475,000.00 381025901 DORCHESTER MA 2124 465,878.23 467,500.00 381025865 NEW BEDFORD MA 2745 49,869.39 50,000.00 381025762 MILLVILLE MA 1529 364,541.85 365,750.00 381025751 PROVIDENCE RI 2908 199,197.56 200,000.00 381024442 SPRINGFIELD MA 1105 84,644.66 85,000.00 371034518 BOYNTON BEACH FL 33437 523,575.36 523,575.36 371034515 GAINESVILLE FL 32608 207,000.00 207,000.00 371034437 SOUTH DAYTONA FL 32119 25,400.00 25,400.00 371034435 SOUTH DAYTONA FL 32119 101,600.00 101,600.00 371034415 MERRITT ISLAND FL 32952 212,450.00 212,450.00 371034394 DOTHAN AL 36301 95,310.00 95,310.00 371034331 DELTONA FL 32725 162,900.00 162,900.00 371034311 TALLAHASSEE FL 32303 102,600.00 102,600.00 371034307 DAYTONA BEACH FL 32118 261,250.00 261,250.00 371034289 MAYNARDVILLE TN 37807 92,625.00 92,625.00 371034285 PIQUA OH 45356 50,445.00 50,445.00 371034267 PERRY HALL MD 21236 73,000.00 73,000.00 371034261 PERRY HALL MD 21236 292,000.00 292,000.00 371034254 WINTER HAVEN FL 33880 137,410.00 137,410.00 371034251 BALTIMORE MD 21229 104,000.00 104,000.00 371034239 PANAMA CITY FL 32408 368,800.00 368,800.00 371034235 JACKSONVILLE FL 32277 123,200.00 123,200.00 371034226 ORMOND BEACH FL 32176 895,500.00 895,500.00 371034214 LAKE CITY FL 32024 376,000.00 376,000.00 371034213 LAKE WALES FL 33853 140,000.00 140,000.00 371034209 JACKSONVILLE FL 32257 156,720.00 156,720.00 371034206 HELENA AL 35080 148,500.00 148,500.00 371034205 POMPNAO BEACH FL 33064 201,600.00 201,600.00 371034194 PALM BAY FL 32909 142,500.00 142,500.00 371034190 PORT ORANGE FL 32127 33,400.00 33,400.00 371034180 JACKSONVILLE FL 32246 220,000.00 220,000.00 371034176 ORLANDO FL 32825 198,999.00 198,999.00 371034164 BROOKSVILLE FL 34601 274,500.00 274,500.00 371034159 BLOUNTSTOWN FL 32424 90,100.00 90,100.00 371034153 NAPLES FL 34114 492,000.00 492,000.00 371034149 TAMPA FL 33626 51,500.00 51,500.00 371034145 CONCORD NC 28025 31,593.01 31,600.00 371034129 OCALA FL 34473 159,920.00 159,920.00 371034128 OCALA FL 34471 194,650.00 194,650.00 371034123 DELTONA FL 32725 130,000.00 130,000.00 371034117 GRAND ISLAND FL 32735 637,500.00 637,500.00 371034111 JACKSONVILLE FL 32277 171,950.00 171,950.00 371034109 CAIRO GA 39828 173,200.00 173,200.00 371034104 ENGLEWOOD FL 34223 121,000.00 121,000.00 371034099 PORT ORANGE FL 32127 160,800.00 160,800.00 371034097 BRADENTON FL 34203 301,000.00 301,000.00 371034095 EDGEWATER FL 32141 183,005.00 183,005.00 371034090 JACKSONVILLE FL 32218 26,000.00 26,000.00 371034086 JACKSONVILLE FL 32218 104,000.00 104,000.00 371034074 ANNA OH 45302 108,750.00 108,750.00 371034066 COOPER CITY FL 33308 300,000.00 300,000.00 371034063 MIAMI FL 33182 145,250.00 145,250.00 371034057 LADY LAKE FL 32159 196,912.38 197,000.00 371034043 TAMPA FL 33616 237,000.00 237,000.00 371034036 SANFORD FL 32771 179,350.00 179,350.00 371034025 LAUREL MD 20723 312,550.00 312,550.00 371034024 W PALM BEACH FL 33411 224,738.04 224,900.00 371034023 CAIRO GA 39828 162,900.00 162,900.00 371034022 STUART FL 34994 189,000.00 189,000.00 371034019 NAPLES FL 34117 410,000.00 410,000.00 371034017 PENSACOLA FL 32503 112,000.00 112,000.00 371034016 ORLANDO FL 32810 212,000.00 212,000.00 371034009 HOMESTEAD FL 33033 202,808.00 202,808.00 371034001 BIRMINGHAM AL 35243 599,658.35 600,000.00 371033996 APOPKA FL 32703 185,875.30 186,000.00 371033992 CAPE CORAL FL 33993 230,275.45 230,400.00 371033988 PARRISH FL 34219 277,136.00 277,136.00 371033982 OCEAN CITY NJ 8226 330,000.00 330,000.00 371033974 FORT MYERS FL 33919 223,250.00 223,250.00 371033970 LAKELAND FL 33810 256,000.00 256,000.00 371033968 BRANDON FL 33511 149,000.00 149,000.00 371033967 OCALA FL 34472 34,992.26 35,000.00 371033963 LAUDERHILL FL 33313 49,979.87 50,000.00 371033962 GREENACRES FL 33463 158,000.00 158,000.00 371033953 LAKELAND FL 33813 225,000.00 225,000.00 371033943 PENSACOLA FL 32503 58,000.00 58,000.00 371033938 WOODSTOCK GA 30188 136,564.80 136,564.80 371033936 BARTOW FL 33830 138,377.44 138,400.00 371033928 TAMPA FL 33613 234,000.00 234,000.00 371033926 ORLANDO FL 32828 293,823.72 294,000.00 371033925 SARASOTA FL 34242 494,748.72 495,000.00 371033923 DELEON SPRINGS FL 32130 158,800.00 158,800.00 371033917 JACKSONVILLE FL 32224 140,000.00 140,000.00 371033907 ORLANDO FL 32812 133,000.00 133,000.00 371033902 SILVER SPRINGS FL 34488 138,691.19 138,750.00 371033894 JACKSONVILLE FL 32208 27,393.95 27,400.00 371033887 VERO BEACH FL 32967 72,000.00 72,000.00 371033883 TITUSVILLE FL 32780 162,000.00 162,000.00 371033882 JACKSONVILLE FL 32221 175,693.83 175,750.00 371033880 KEYSTONE HEIGHTS FL 32656 59,965.84 60,000.00 371033872 ORLANDO FL 32825 150,356.29 150,400.00 371033869 JACKSONVILLE FL 32257 137,600.00 137,600.00 371033868 SARASOTA FL 34232 297,500.00 297,500.00 371033857 COLUMBUS OH 43206 85,489.26 85,500.00 371033840 GERMANTOWN OH 45327 79,980.65 80,000.00 371033826 DAVENPORT FL 33837 187,500.00 187,500.00 371033825 MIAMI FL 33176 100,000.00 100,000.00 371033815 JACKSONVILLE FL 32210 65,100.00 65,100.00 371033804 OVIEDO FL 32765 250,000.00 250,000.00 371033783 LEHIGH ACRES FL 33971 168,320.00 168,320.00 371033780 JACKSONVILLE FL 32256 166,400.00 166,400.00 371033777 SANFORD FL 32771 359,792.88 360,000.00 371033774 ORMOND BEACH FL 32176 77,000.00 77,000.00 371033772 ORMOND BEACH FL 32176 308,000.00 308,000.00 371033770 MULBERRY FL 33860 25,972.15 25,980.00 371033768 MULBERRY FL 33860 103,847.39 103,920.00 371033752 SAINT PETERSBURG FL 33702 151,929.83 152,000.00 371033748 MIAMI FL 33161 162,000.00 162,000.00 371033734 TITUSVILLE FL 32796 125,000.00 125,000.00 371033733 NAPLES FL 34105 302,772.78 302,850.00 371033730 TAMPA FL 33605 94,500.00 94,500.00 371033716 PINELLAS PARK FL 33782 133,525.49 133,600.00 371033706 PORT CHARLOTTE FL 33952 99,860.70 99,920.00 371033662 POMONA PARK FL 32112 103,425.00 103,425.00 371033654 WEST PALM BEACH FL 33412 204,750.00 204,750.00 371033653 NAPLES FL 34108 1,132,000.00 1,132,000.00 371033646 SILVER SPRING MD 20906 294,950.00 294,950.00 371033643 HUDSON FL 34669 110,000.00 110,000.00 371033642 DELTONA FL 32738 190,800.00 190,800.00 371033624 ALTAMONTE SPRINGS FL 32701 350,100.00 350,100.00 371033620 DELTONA FL 32725 177,557.30 177,600.00 371033616 KNOXVILLE TN 37934 131,857.14 131,920.00 371033615 PEMBROKE PINES FL 33025 269,937.89 270,000.00 371033614 JACKSONVILLE FL 32224 38,000.00 38,000.00 371033613 JACKSONVILLE FL 32224 152,000.00 152,000.00 371033608 INDIAN LAKE ESTATES FL 33855 132,000.00 132,000.00 371033605 SANFORD FL 32771 107,945.75 108,000.00 371033595 ARCADIA FL 34266 143,854.26 143,920.00 371033594 WINSTON SALEM NC 27105 54,133.44 54,150.00 371033581 MILTON FL 32583 127,929.35 128,000.00 371033578 HOLLY HILL FL 32117 74,954.00 75,000.00 371033568 GAINESVILLE FL 32606 144,000.00 144,000.00 371033558 PUNTA GORDA FL 33982 207,871.38 208,000.00 371033557 DUNNELLON FL 34432 129,924.04 130,000.00 371033549 LARGO FL 33773 287,000.00 287,000.00 371033536 JACKSONVILLE FL 32209 55,182.93 55,200.00 371033535 COCOA FL 32927 149,751.07 149,840.00 371033532 ORLANDO FL 32808 98,763.32 98,800.00 371033531 ORLANDO FL 32805 95,941.84 96,000.00 371033528 FORT MYERS FL 33912 112,504.00 112,504.00 371033509 INDEPENDENCE KY 41051 158,825.86 158,900.00 371033485 INDEPENDENCE KY 41051 34,991.54 35,000.00 371033483 INDEPENDENCE KY 41051 140,000.00 140,000.00 371033482 TAMPA FL 33614 142,500.00 142,500.00 371033477 ROYAL PALM BEACH FL 33411 267,000.00 267,000.00 371033462 BRIMFIELD OH 44240 107,947.43 108,000.00 371033448 JACKSONVILLE FL 32219 47,665.58 47,680.00 371033433 WINTER HAVEN FL 33880 175,052.15 175,089.00 371033426 FLOODWOOD MN 55736 148,692.78 148,750.00 371033415 JACKSONVILLE FL 32207 84,562.98 84,600.00 371033380 LARGO FL 33773 142,318.92 142,400.00 371033370 JACKSONVILLE FL 32210 29,990.93 30,000.00 371033363 OCALA FL 34470 41,987.30 42,000.00 371033358 ORANGE CITY FL 32763 93,459.75 93,520.00 371033348 ARCADIA FL 34266 148,892.00 149,000.00 371033322 OCALA FL 34473 180,000.00 180,000.00 371033321 HASTING FL 32145 26,390.84 26,400.00 371033320 HASTING FL 32145 105,537.33 105,600.00 371033289 PORT CHARLOTTE FL 33952 99,965.50 100,000.00 371033285 JACKSONVILLE FL 32207 112,000.00 112,000.00 371033271 JACKSONVILLE FL 32223 38,590.67 38,600.00 371033269 JACKSONVILLE FL 32223 154,365.01 154,400.00 371033259 LAKELAND FL 33803 126,766.27 126,840.00 371033227 LIBERTY OH 44505 214,400.00 214,400.00 371033194 APOPKA FL 32712 274,550.00 274,550.00 371033162 AURORA OH 44202 299,911.55 300,000.00 371033048 OCALA FL 34475 125,000.00 125,000.00 371033039 PENSACOLA FL 32506 67,500.00 67,500.00 371033011 ST AUGUSTINE FL 32084 420,000.00 420,000.00 371033003 JACKSONVILLE FL 32254 152,848.90 153,000.00 371032968 LA VERGNE TN 37086 26,868.29 26,900.00 371032961 PENSACOLA FL 32505 86,367.82 86,400.00 371032936 MERRITT ISLAND FL 32952 46,574.65 46,600.00 371032927 ORMOND BEACH FL 32174 35,962.51 35,980.00 371032915 KISSIMMEE FL 34744 245,000.00 245,000.00 371032869 ALTAMONTE SPRINGS FL 32701 79,956.21 80,000.00 371032785 BELLEVIEW FL 34420 24,486.68 24,500.00 371032724 MIRAMAR FL 33025 48,376.46 48,400.00 371032722 NAVARRE FL 32566 99,934.17 100,000.00 371032648 COCOA FL 32927 31,271.54 31,280.00 371032626 JACKSONVILLE FL 32218 49,503.23 49,560.00 371032518 OVIEDO FL 32765 49,875.73 49,900.00 371032115 JACKSONVILLE FL 32206 74,627.52 74,700.00 371031981 WINDERMERE FL 34786 75,949.55 76,004.00 371031968 PENSACOLA FL 32507 1,021,404.26 1,022,500.00 371031957 MIAMI FL 33127 184,832.36 185,000.00 371031944 DELRAY BEACH FL 33445 209,559.66 209,880.00 371031899 OCKLAWAHA FL 34476 122,087.30 122,250.00 371031875 BOWIE MD 20720 109,855.76 110,000.00 371031840 CANAL WINCHESTER OH 43110 31,943.26 31,980.00 371031839 CANAL WINCHESTER OH 43110 127,769.80 127,920.00 371031757 PALM COAST FL 32164 146,120.36 146,250.00 371031713 MIDDLEBURG FL 32068 108,157.70 108,250.00 371031699 CASSELBERRY FL 32707 183,171.19 183,500.00 371031665 FAIRVIEW OH 44126 364,873.67 366,000.00 371031551 BALTIMORE MD 21239 119,732.11 120,000.00 371031549 SANTA ROSA FL 32459 1,664,038.58 1,668,000.00 371031467 JACKSONVILLE FL 32244 29,741.53 29,800.00 371031466 JACKSONVILLE FL 32244 118,976.80 119,200.00 371031465 WAXHAW NC 28173 673,464.46 675,000.00 371031371 CAMPBELLSBURG IN 47108 199,272.64 199,500.00 371031264 DELAND FL 32720 77,828.24 78,000.00 371031010 JACKSONVILLE FL 32244 24,966.21 25,000.00 371030988 SARASOTA FL 34241 524,239.20 525,000.00 371030935 APOPKA FL 32703 62,680.62 62,800.00 371030909 JACKSONVILLE FL 32225 36,937.02 37,000.00 371030813 JACKSONVILLE FL 32218 50,310.46 50,400.00 371030780 ORLANDO FL 32825 179,643.76 180,000.00 371030746 JACKSONVILLE FL 32277 34,913.53 34,980.00 371030702 ALACHUA FL 32615 30,408.10 30,480.00 371030586 JACKSONVILLE FL 32277 34,913.53 34,980.00 371030514 ORLANDO FL 32810 37,894.84 38,000.00 371030500 CAPE CORAL FL 33904 169,138.29 170,000.00 371030242 KISSIMMEE FL 34741 36,887.92 36,980.00 371029969 KISSIMMEE FL 34758 228,735.37 229,614.00 371029805 CRYSTAL RIVER FL 34428 120,896.35 121,500.00 371027280 TALLAHASSEE FL 32312 34,919.76 35,080.00 371027013 MIDDLEBURG FL 32068 67,523.34 68,000.00 371026143 ORANGE PARK FL 32003 360,895.36 360,905.00 371026135 JACKSONVILLE FL 32244 28,970.26 29,180.00 371025148 APOPKA FL 32712 269,378.00 269,378.00 371001285 JACKSONVILLE FL 32257 465,979.24 480,000.00 361031536 DETROIT MI 48223 159,663.64 159,750.00 361031497 SANDUSKY MI 48471 121,560.71 121,600.00 361031463 DELTON MI 49046 256,269.70 256,340.00 361031366 WARREN MI 48088 204,900.23 205,000.00 361031365 DETROIT MI 48217 67,187.26 67,200.00 361031324 JONES MI 49061 90,230.43 90,250.00 361031316 KALAMAZOO MI 49048 83,450.90 83,481.00 361031276 JACKSON MI 49203 52,994.89 53,000.00 361031275 GLADWIN MI 48624 115,471.09 115,502.00 361031270 MONTROSE MI 48457 87,958.50 88,000.00 361031218 JACKSONVILLE FL 32259 84,977.00 85,000.00 361031115 DETROIT MI 48205 75,879.65 75,905.00 361031108 REDFORD MI 48240 54,967.32 55,000.00 361031100 CANTON MI 48187 45,175.41 45,200.00 361031049 OXFORD MI 48371 139,839.06 140,001.00 361030944 ROMULUS MI 48174 27,758.90 27,774.00 361030916 WYOMING MI 49519 23,968.34 23,980.00 361030849 MELVINDALE MI 48122 24,987.85 25,000.00 361030837 TALLMADGE OH 44278 26,492.83 26,500.00 361030689 WINSTON SALEM NC 27127 28,386.19 28,400.00 361030628 MATTAWAN MI 49071 89,742.33 89,800.00 361030609 JACKSON MI 49202 27,186.77 27,200.00 361030374 WESTLAND MI 48185 25,187.74 25,200.00 361030361 WEST BLOOMFIELD MI 48324 74,363.81 74,400.00 361030226 COLUMBUS OH 43228 132,730.43 132,800.00 361030129 SALINE MI 48176 147,867.11 148,000.00 361029935 GROSSE ILE MI 48138 91,941.46 92,000.00 361029838 DAVISBURG MI 48350 152,529.85 152,750.00 361029794 HARRISON TOWNSHIP MI 48045 163,736.71 164,000.00 361029714 INDIANAPOLIS IN 46235 145,004.92 145,100.00 361029624 ROSEVILLE MI 48066 81,789.27 81,900.00 361029227 TAYLOR MI 48180 128,137.58 128,250.00 361029164 EAST JORDAN MI 49727 139,359.56 139,500.00 361029114 BURTON MI 48509 101,108.63 101,250.00 361029092 DETROIT MI 48224 118,505.22 118,750.00 361028943 OAK PARK MI 48237 131,618.64 132,000.00 361028792 IONIA MI 48846 95,084.21 95,200.00 361028780 JACKSON MI 49203 95,713.43 96,000.00 361028659 DETROIT MI 48205 77,223.70 77,400.00 361028543 FLINT MI 48507 85,888.66 86,000.00 361028510 MOUNT MORRIS MI 48458 22,754.47 22,800.00 361027345 WHITE LAKE MI 48386 214,546.47 215,900.00 351036498 CYPRESS TX 77429 29,600.00 29,600.00 351036315 SPRING TX 77388 85,200.00 85,200.00 351036279 HOUSTON TX 77084 121,847.00 121,847.00 351036186 HOUSTON TX 77096 51,600.00 51,600.00 351036079 BROWNSVILLE TX 78526 30,872.00 30,872.00 351036078 HOUSTON TX 77089 75,200.00 75,200.00 351036074 CONROE TX 77304 30,600.00 30,600.00 351036068 HOUSTON TX 77047 27,478.00 27,478.00 351036055 HUMBLE TX 77346 175,600.00 175,600.00 351036046 FRIENDSWOOD TX 77546 43,000.00 43,000.00 351036039 LA PORTE TX 77571 24,700.00 24,700.00 351036024 WILLIS TX 77378 22,760.00 22,760.00 351036022 WILLIS TX 77378 91,040.00 91,040.00 351036021 HOUSTON TX 77047 23,058.00 23,058.00 351036020 KINGSVILLE TX 78363 53,010.00 53,010.00 351036019 HOUSTON TX 77047 92,232.00 92,232.00 351036006 FRESNO TX 77545 131,840.00 131,840.00 351035996 HUMBLE TX 77396 109,316.00 109,316.00 351035987 ROUND ROCK TX 78664 88,000.00 88,000.00 351035973 BROWNSVILLE TX 78526 123,488.00 123,488.00 351035960 ALVIN TX 77511 28,000.00 28,000.00 351035955 ALVIN TX 77511 112,000.00 112,000.00 351035952 HOUSTON TX 77049 76,000.00 76,000.00 351035945 HOUSTON TX 77060 130,400.00 130,400.00 351035939 DENTON TX 76210 39,001.70 39,019.00 351035938 DENTON TX 76210 155,977.49 156,074.00 351035914 ROSENBERG TX 77471 128,000.00 128,000.00 351035906 AUSTIN TX 78725 123,405.00 123,405.00 351035902 FRIENDSWOOD TX 77546 128,150.00 128,150.00 351035898 CYPRESS TX 77433 87,875.00 87,875.00 351035892 SPRINGTOWN TX 76082 152,000.00 152,000.00 351035868 LA MARQUE TX 77568 28,889.00 28,889.00 351035863 HOUSTON TX 77014 79,600.00 79,600.00 351035858 FORT WORTH TX 76133 20,000.00 20,000.00 351035856 FORT WORTH TX 76133 80,000.00 80,000.00 351035850 CYPRESS TX 77433 195,840.00 195,840.00 351035846 MISSOURI CITY TX 77459 136,395.00 136,395.00 351035836 EL PASO TX 79912 595,100.00 595,100.00 351035834 VICTORIA TX 77901 148,000.00 148,000.00 351035833 MISSOURI CITY TX 77459 312,455.00 312,455.00 351035831 PEARLAND TX 77584 36,987.16 37,000.00 351035829 PEARLAND TX 77584 147,907.53 148,000.00 351035827 CORPUS CHRISTI TX 78412 132,300.00 132,300.00 351035815 AUSTIN TX 78733 412,000.00 412,000.00 351035808 PORTLAND TX 78374 22,000.00 22,000.00 351035807 RICHMOND TX 77469 323,155.00 323,155.00 351035805 TEMPLE TX 76501 115,000.00 115,000.00 351035803 RICHMOND TX 77469 108,000.00 108,000.00 351035799 PORTLAND TX 78374 88,000.00 88,000.00 351035796 PARIS TX 75460 100,900.00 100,900.00 351035794 HOUSTON TX 77084 206,940.00 206,940.00 351035791 HOUSTON TX 77082 112,917.00 112,917.00 351035786 HOUSTON TX 77088 99,860.47 99,900.00 351035783 CLUTE TX 77531 80,967.95 81,000.00 351035782 HOUSTON TX 77064 128,250.00 128,250.00 351035780 HOUSTON TX 77093 49,885.12 50,000.00 351035776 CONROE TX 77303 132,000.00 132,000.00 351035773 KINGSVILLE TX 78363 65,600.00 65,600.00 351035767 BAYTOWN TX 77521 139,935.79 139,990.00 351035764 HOUSTON TX 77075 102,980.00 102,980.00 351035762 CEDAR PARK TX 78613 182,660.00 182,660.00 351035758 NEW BRAUNFELS TX 78130 108,160.31 108,200.00 351035749 BROOKSHIRE TX 77423 107,120.00 107,120.00 351035746 KINGWOOD TX 77346 707,200.00 707,200.00 351035744 HOUSTON TX 77049 115,000.00 115,000.00 351035742 HOUSTON TX 77051 117,000.00 117,000.00 351035740 AUSTIN TX 78759 32,192.63 32,200.00 351035734 HOUSTON TX 77023 121,900.00 121,900.00 351035732 KATY TX 77494 164,822.25 164,900.00 351035728 HOUSTON TX 77009 184,900.00 184,900.00 351035724 WILLIS TX 77318 800,000.00 800,000.00 351035723 CORPUS CHRISTI TX 78415 68,285.41 68,305.00 351035706 NEW CANEY TX 77357 122,271.39 122,320.00 351035701 HOUSTON TX 77082 166,000.00 166,000.00 351035696 TOMBALL TX 77375 135,939.71 136,000.00 351035686 HOUSTON TX 77083 90,400.00 90,400.00 351035685 HEMPSTEAD TX 77445 304,849.97 305,000.00 351035681 HOUSTON TX 77080 95,464.75 95,507.00 351035679 HOCKLEY TX 77447 59,000.00 59,000.00 351035674 HOUSTON TX 77007 61,720.00 61,720.00 351035667 HUTTO TX 78634 125,399.40 125,430.00 351035654 CYPRESS TX 77429 127,752.92 127,800.00 351035653 BAYTOWN TX 77521 21,000.00 21,000.00 351035652 BAYTOWN TX 77521 84,000.00 84,000.00 351035651 HOUSTON TX 77007 246,880.00 246,880.00 351035646 LEAGUE CITY TX 77573 113,600.00 113,600.00 351035634 SPRING TX 77379 170,000.00 170,000.00 351035618 HOUSTON TX 77063 158,650.00 158,650.00 351035610 XXXXXX XX 00000 181,200.00 181,200.00 351035606 XXXXXX XXXX XX 00000 57,479.72 57,500.00 351035602 XXXXX XXXX XX 00000 131,873.55 131,920.00 351035597 XXXXXXXXX XX 00000 128,434.08 128,500.00 351035590 XXXXXXX XX 00000 158,910.02 159,000.00 351035589 XXXXXXXX XX 00000 74,276.41 74,300.00 351035588 XXXXXXXX XXXX XX 00000 37,391.45 37,400.00 351035584 XXXX XX 00000 123,000.00 123,000.00 351035583 XXXXXXXX XX 00000 138,445.91 138,462.00 351035581 XXXXXXXX XXXX XX 00000 92,000.00 92,000.00 351035580 XXXXXX XX 00000 130,933.22 131,000.00 351035565 XXXXXXX XX 00000 25,974.26 25,980.00 351035558 XXXXX XXXX XX 00000 146,000.00 146,000.00 351035554 XXXXXXXX XXXX XX 00000 129,000.00 129,000.00 351035546 XXXXXXX XX 00000 126,934.85 127,000.00 351035544 XXXXXX XX 00000 115,853.95 115,900.00 351035542 XXXXXX XX 00000 159,026.00 159,026.00 351035538 XXXXXXX XX 00000 90,963.68 91,000.00 351035534 XXXXXXXX XX 00000 64,000.00 64,000.00 351035528 XXXXXXX XX 00000 124,834.68 124,891.00 351035515 XXXXXXX XX 00000 142,113.40 142,240.00 351035509 XXXXXXX XX 00000 187,425.01 187,500.00 351035503 XXXXXXXXX XX 00000 171,902.36 172,000.00 351035500 XXXXXX XX 00000 104,955.02 105,000.00 351035499 XXXXXXXX XX 00000 125,198.13 125,280.00 351035494 XXXXXX XXXXXXX XX 00000 74,965.93 75,000.00 351035488 XXXXXX XX 00000 126,900.00 126,900.00 351035475 XXXX XXXXXX XX 00000 50,000.00 50,000.00 351035458 XXXXXX XXXXXXX XX 00000 189,806.99 189,900.00 351035457 XXXXXXX XX 00000 181,915.98 182,000.00 351035451 XXXXXXX XX 00000 206,400.00 206,400.00 351035450 XXXXXXX XX 00000 71,500.00 71,500.00 351035449 XXXXXX XX 00000 157,700.00 157,700.00 351035439 XXXXXX XX 00000 197,869.02 198,000.00 351035434 XXXXXXX XX 00000 182,421.47 182,500.00 351035433 XXXXXX XXXXXXX XX 00000 56,983.66 57,000.00 351035421 XXXX XX 00000 92,000.00 92,000.00 351035418 XXXXXX XXX XX 00000 144,580.00 144,580.00 351035412 XXXXXXX XX 00000 97,960.20 98,000.00 351035409 XXXXXXX XX 00000 109,940.53 110,000.00 351035381 XXXXXXX XX 00000 182,000.00 182,000.00 351035371 XXXXXXXXX XX 00000 78,447.32 78,500.00 351035356 XXXXXXX XX 00000 117,458.33 117,512.00 351035350 XXXXX XX 00000 113,600.00 113,600.00 351035334 XXXXXXX XX 00000 123,936.39 124,000.00 351035277 XXXXXXXXX XX 00000 143,931.67 144,000.00 351035272 XXXXXXX XX 00000 77,108.00 77,140.00 351035262 XXXXXXX XX 00000 102,539.85 102,608.00 351035242 XXXXXXXXX XX 00000 104,957.83 105,000.00 351035213 XXX XXXXX XX 00000 100,008.00 100,008.00 351035183 XXXXX XX 00000 115,453.53 115,520.00 351035171 XXXXXXX XX 00000 212,691.97 212,800.00 351035169 XXXX XXXX XX 00000 25,568.07 25,580.00 351035137 XXXX XX 00000 108,000.00 108,000.00 351035102 XXXXXX XX 00000 59,963.65 60,000.00 351035077 XXXXXXX XX 00000 31,484.52 31,499.00 351035060 XXXXXXXX XX 00000 144,940.23 145,000.00 351035057 XXXXXXXX XX 00000 26,694.85 26,700.00 351035056 XXXXXXXX XX 00000 106,766.16 106,800.00 351035039 XXXXX XX XX 00000 63,878.90 63,900.00 351035033 XXXX XX 00000 29,441.10 29,459.00 351034999 XXXXXX XX 00000 109,999.00 109,999.00 351034995 XXXXXXX XX 00000 25,743.77 25,750.00 351034973 XXXXXX XX 00000 49,887.93 49,900.00 351034970 XXXXXX XX 00000 50,097.63 50,112.00 351034966 XXXXX XXXX XX 00000 114,303.63 114,400.00 351034965 XXXXXXXXX XX 00000 53,200.00 53,200.00 351034957 XXXXXX XX 00000 21,189.69 21,200.00 351034887 XXXX XX 00000 28,870.73 28,884.00 351034880 XXXXXX XX 00000 50,032.91 50,050.00 351034830 XXXXX XXXX XX 00000 29,953.15 29,960.00 351034770 XXXXXXX XX 00000 26,987.59 27,000.00 351034761 XXXXXX XX 00000 23,656.48 23,668.00 351034748 XXXXXXXX XXXX XX 00000 129,455.80 129,500.00 351034681 XXXXXXX XX 00000 28,986.66 29,000.00 351034672 XXXXXXX XX 00000 23,188.72 23,200.00 351034640 XX XXXXXX XX 00000 85,502.56 85,600.00 351034626 XXXXXX XX 00000 57,571.97 57,600.00 351034614 XXXXXXX XX 00000 24,188.88 24,200.00 351034608 XXXXXXX XX 00000 159,588.19 159,700.00 351034605 XXXXXXX XX 00000 61,180.87 61,200.00 351034599 XXX XXXXXXX XX 00000 74,963.88 75,000.00 351034527 XXXXXXX XX 00000 25,563.24 25,575.00 351034497 XXXXXXXX XX 00000 28,077.51 28,090.00 351034495 XXXXXX XXXX XX 00000 29,286.52 29,300.00 351034479 XXXXXXX XX 00000 27,966.39 27,980.00 351034476 XXXX XX 00000 31,985.30 32,000.00 351034430 XXXXXXX XX 00000 21,969.30 21,980.00 351034398 XXXXXX XXXXXXX XX 00000 27,805.62 28,000.00 351034389 XXXXXXXX XX 00000 33,784.45 33,800.00 351034382 XXXXXXX XX 00000 80,000.00 80,000.00 351034305 XXXXXX XX 00000 54,867.53 55,000.00 351034272 XXXXXX XX 00000 85,447.91 85,500.00 351034207 XXXXXXX XX 00000 90,960.00 90,960.00 351034009 XXXXXX XX 00000 21,789.30 21,800.00 351033991 XXXXXXXX XX 00000 68,373.11 68,400.00 351033852 XXXXXXX XX 00000 26,373.90 26,400.00 351033672 XXXXXX XX 00000 97,933.85 98,000.00 351033335 XXXXXXX XX 00000 101,632.51 101,800.00 351033324 XXXXXX XX 00000 146,206.92 146,300.00 351032674 XXXXXXX XX 00000 80,416.22 80,534.00 351032501 XXXXXXXX XX 00000 199,504.42 200,000.00 351032431 XXXXXX XX 00000 196,668.81 196,950.00 351032414 XXXXXX XXXX XX 00000 67,936.32 68,000.00 351032384 XXXXXX XX 00000 28,458.43 28,500.00 351032364 XXXXXXX XX 00000 115,921.32 116,208.00 351032324 XXXXXXXXX XX 00000 55,959.68 56,050.00 351032279 XXXXXXX XX 00000 25,548.76 25,580.00 351032244 XXXXXXX XX 00000 50,924.74 51,000.00 351032183 XXXXXXXX XX 00000 30,627.59 30,669.00 351032154 XXXXXXXX XX 00000 19,975.55 20,000.00 351032084 XXXXXX XX 00000 28,969.30 29,122.00 351031948 XXXXXXX XX 00000 25,536.42 25,580.00 351031938 XXXXX XXXX XX 00000 49,846.34 50,000.00 351031921 XXXXX XX 00000 28,944.87 29,000.00 351031892 XXXXXX XX 00000 25,643.38 25,712.00 351031885 XXXX XX 00000 26,227.29 26,272.00 351031816 XXXXXXXXXX XX 00000 28,950.62 29,000.00 351031801 XXXXXXXXX XX 00000 34,740.72 34,800.00 351031797 XXXX XX 00000 31,042.05 31,095.00 351031765 XXXX XXXX XX 00000 23,939.17 23,980.00 351031720 XXXXXXX XX 00000 28,563.61 28,618.00 351031674 XXXXXXX XX 00000 31,641.66 31,738.00 351031658 XXXXXXX XX 00000 21,764.90 21,800.00 351031639 XXXXX XXXXXXXXXX XX 00000 61,479.71 61,600.00 351031628 XXXXXX XX 00000 30,596.74 30,658.00 351031613 XXXXXX XX 00000 115,081.05 116,900.00 351031527 XXXXXX XX 00000 71,731.86 72,000.00 351031480 XXXXXX XX 00000 77,679.80 77,900.00 351031433 XXXX XX 00000 30,326.08 30,375.00 351031430 XXXXXXXX XX 00000 36,657.86 36,724.00 351031404 XXXXXXX XX 00000 23,122.74 23,198.00 351031353 XXXXXXX XX 00000 14,950.75 15,000.00 351031224 XXXXXXXXXX XX 00000 23,849.34 23,900.00 351031092 XXXXXXX XX 00000 21,055.52 21,100.00 351031018 XXXXXXXX XX 00000 108,938.84 109,600.00 351030940 XXXXXXX XX 00000 72,235.43 72,380.00 351030689 XXXXXXXX XX 00000 247,915.36 248,000.00 351030670 XXXXXXXX XX 00000 22,732.65 22,800.00 351030487 XXXXXXX XX 00000 22,331.25 22,400.00 351030432 XXXXXXX XX 00000 55,827.17 56,000.00 351030421 XXXXXXXX XX 00000 163,436.62 166,250.00 351030408 XXXXX XXXX XX 00000 110,475.00 111,055.00 351030045 XXXXXXX XX 00000 22,661.66 22,803.00 351029811 XXXXXXX XX 00000 144,842.91 146,000.00 351029763 XXXXXX XX 00000 21,316.14 21,380.00 351029729 XXXXXXX XX 00000 21,812.24 22,000.00 351029702 XXXXXXXX XX 00000 23,336.81 23,400.00 351029681 XXXXXX XX 00000 24,362.61 24,500.00 351029149 XXXXXXX XX 00000 21,136.66 21,200.00 351028448 XXXXXXX XX 00000 20,268.85 20,340.00 351028345 XXXX XXXX XX 00000 39,856.51 39,990.00 351028227 THE XXXXXXXXX XX 00000 21,519.75 21,600.00 351028078 XXXXXXX XX 00000 23,831.71 23,892.00 351027841 XXXXXXXX XX 00000 73,837.76 74,400.00 351026454 XXXXXXX XX 00000 114,389.76 115,110.00 351026143 XXXXXXX XX 00000 111,871.56 111,872.00 351025495 XXXXXXX XX 00000 22,899.86 23,000.00 341033044 XXXXXX XX 00000 59,980.00 59,980.00 341032856 XXXXXXXX XXX XX 00000 167,400.00 167,400.00 341032852 XXXXXX XX 00000 177,600.00 177,600.00 341032807 XXXXXXX XX 00000 80,200.00 80,200.00 341032806 XXXXXXXXX XX 00000 109,224.00 109,224.00 341032796 XXXXXXXXXX XX 00000 168,000.00 168,000.00 341032794 XXXXXXXXXXXX XX 00000 38,000.00 38,000.00 341032770 XXXXXX XX 00000 153,000.00 153,000.00 341032759 XXXXXXXX XX 00000 139,270.00 139,270.00 341032734 XXXXXXXXX XX 00000 175,000.00 175,000.00 341032732 XXXXXX XXXXX XX 00000 249,998.00 249,998.00 341032724 XXXXXXXXXX XX 00000 170,000.00 170,000.00 341032722 XXXXXXXX XX 00000 135,000.00 135,000.00 341032707 XXXXXXX XX 00000 172,800.00 172,800.00 341032691 XXXXXXXXX XX 00000 32,600.00 32,600.00 341032690 XXXXXXXXX XX 00000 130,400.00 130,400.00 341032687 XXXX XXXX XX 00000 96,000.00 96,000.00 341032674 XXXX XX XXXXX XX 00000 132,000.00 132,000.00 341032646 XXXXXX XX 00000 31,100.00 31,100.00 341032644 XXXXXX XX 00000 124,400.00 124,400.00 341032628 XXXXXXXXXXX XX 00000 48,390.98 48,400.00 341032611 XXXXXXX XX 00000 77,805.00 77,805.00 341032610 XXXXXX XX 00000 29,964.37 29,971.00 341032608 XXXXXX XX 00000 119,884.00 119,884.00 341032600 XXXXXXXXXX XX 00000 124,110.00 124,110.00 341032599 XXXX XXXX XX 00000 107,000.00 107,000.00 341032596 XXXXXXXXX XX 00000 153,734.40 153,767.00 341032594 XXXXX XX 00000 81,000.00 81,000.00 341032587 XXXXXXXXXXXX XX 00000 107,942.23 108,000.00 341032577 XXXXXXXXX XX 00000 99,750.00 99,750.00 341032574 XXXX XXXXX XXXXX XX 00000 208,000.00 208,000.00 341032571 XXXXX XXXXXXXX XX 00000 143,849.21 143,920.00 341032552 XXXX XXXXX XXXXX XX 00000 280,000.00 280,000.00 341032550 XXXX XXXX XX 00000 102,000.00 102,000.00 341032543 XXXXX XXXXXXXXXX XX 00000 125,100.00 125,100.00 341032541 XXXXXXXXX XX 00000 247,768.00 247,768.00 341032530 XXXXXXX XX 00000 175,500.00 175,500.00 341032529 XXXXXXXXXX XX 00000 88,350.00 88,350.00 341032525 XXXXXXXXXX XX 00000 97,820.00 97,820.00 341032523 XXXXXXX XX 00000 202,500.00 202,500.00 341032512 XXXXXXX XXXXX XX 00000 69,979.29 70,000.00 341032507 XXXXXXXXX XX 00000 97,750.00 97,750.00 341032500 XXXXX XX 00000 124,450.00 124,450.00 341032497 XXXXXXXXXXXX XX 00000 52,000.00 52,000.00 341032495 XXXXXXXXXXXX XX 00000 208,000.00 208,000.00 341032485 XXXXXXXXX XX 00000 108,000.00 108,000.00 341032481 XXXXXXX XX 00000 170,300.00 170,300.00 341032477 XXXXXXXXXXXXX XX 00000 28,929.30 28,935.00 341032475 XXXXXXXXXXXXX XX 00000 154,235.71 154,320.00 341032466 XXXXXXX XX 00000 114,000.00 114,000.00 341032464 XXXXXXX XX 00000 63,750.00 63,750.00 341032463 X XXXXXXXXXX XX 00000 138,900.00 138,900.00 341032454 XXXXXXXXXXXX XX 00000 148,946.87 149,000.00 341032442 XXXXXXX XXXXX XX 00000 102,960.00 102,960.00 341032437 XXXXXXXXXX XX 00000 76,381.36 76,400.00 341032435 XXXXXXX XX 00000 124,422.91 124,500.00 341032418 XXXXX XX 00000 350,000.00 350,000.00 341032404 XXXXXXXXXX XX 00000 190,000.00 190,000.00 341032399 XXXXXXX XXXX XX 00000 166,334.58 166,400.00 341032398 XXXXXXXX XXXXX XX 00000 304,000.00 304,000.00 341032395 XXXXX XX 00000 183,891.92 184,000.00 341032388 XXXXXXXXX XX 00000 28,994.60 29,000.00 341032381 XXXXXXXXXX XX 00000 225,250.00 225,250.00 341032379 XXXXXXXXXX XX 00000 65,476.26 65,500.00 341032378 XXXXXXX XX 00000 73,127.60 73,150.00 341032368 XXXXXXXXX XX 00000 27,793.65 27,800.00 341032367 XXXXXXXXX XX 00000 111,132.64 111,200.00 341032365 XXXXXXXXXXX XX 00000 99,500.00 99,500.00 341032362 XXXXXXXXX XX 00000 95,948.11 96,000.00 341032359 XXXXXXX XX 00000 55,064.07 55,080.00 341032353 XXXXXXX XXXXX XX 00000 75,000.00 75,000.00 341032352 XXXXXXXXXX XX 00000 154,653.99 154,700.00 341032346 XXXXX XXXXXXXX XX 00000 70,378.85 70,400.00 341032328 XXXXX XX 00000 76,000.00 76,000.00 341032299 XXXXXXXXXX XX 00000 68,400.00 68,400.00 341032297 XXXX XXXXX XX 00000 64,576.97 64,600.00 341032290 XXXXXXXXX XX 00000 131,515.85 131,575.00 341032287 XXXXXXXXXX XX 00000 55,380.77 55,400.00 341032286 XXXXXXXXXX XX 00000 221,542.67 221,600.00 341032273 XXXXXXXXXX XX 00000 110,500.00 110,500.00 341032265 XXXXXXXXXX XX 00000 104,383.54 104,436.00 341032235 NEW XXXXXX XX 00000 110,938.73 111,000.00 341032230 XXXXXXXXXXX XX 00000 71,600.00 71,600.00 341032214 XXXXXXXXX XX 00000 327,886.82 328,000.00 341032180 XXXXXX XX 00000 59,975.64 60,000.00 341032137 XXXXXXXXXX XX 00000 256,500.00 256,500.00 341032099 XXXXX XXXXXX XX 00000 240,226.69 240,350.00 341032097 XXXXXX XX 00000 84,000.00 84,000.00 341032074 XXXXXX XX 00000 154,000.00 154,000.00 341032064 XXXXXXXXXX XX 00000 122,400.00 122,400.00 341032061 XXXXXX XX 00000 103,765.19 103,824.00 341032044 XXXXXXXX XX 00000 59,831.70 59,850.00 341032040 XXXXXXXXXX XX 00000 204,157.69 204,250.00 341031916 XXXXX XX 00000 28,792.21 28,800.00 341031912 XXXXXXXXXXX XX 00000 127,949.13 128,000.00 341031896 XXXXXXX XX 00000 28,984.22 29,000.00 341031892 XXXXXXXXXX XX 00000 104,981.82 105,000.00 341031859 XXXXXXXXX XX 00000 137,750.00 137,750.00 341031824 XXXXXXXXX XX 00000 25,987.35 26,000.00 341031802 XXXXXXXXXXX XX 00000 31,791.01 31,815.00 341031796 XXXXXXXX XXXXX XX 00000 43,355.07 43,400.00 341031777 XXXXXXX XX 00000 37,729.04 37,750.00 341031748 XXXXXXXXXXXX XX 00000 59,945.56 60,000.00 341031738 XXXXXX XX 00000 28,184.65 28,200.00 341031562 XXXXXX XX 00000 29,159.16 29,171.00 341031559 XXXXXX XX 00000 116,599.97 116,684.00 341031558 XXXXXXXX XXXXX XX 00000 170,000.00 170,000.00 341031552 XXXXX XX 00000 23,787.05 23,800.00 341031501 XXXX XXXX XX 00000 23,692.88 23,700.00 341031437 XXXXXXXXX XX 00000 27,966.39 27,980.00 341031380 XXXXXXXXXX XX 00000 54,973.25 55,000.00 341031349 XXXXXXXXX XX 00000 74,159.63 74,200.00 341031337 XXXXXXXX XX 00000 26,799.21 26,900.00 341031316 XXXXX XX 00000 86,752.78 86,800.00 341031314 XXXXXXXXX XX 00000 24,448.06 24,598.00 341031294 XXXXXXXXXXX XX 00000 20,629.39 20,640.00 341031189 XXXXX XX 00000 80,913.48 81,000.00 341031035 XXXX XXXXXX XX 00000 58,250.65 58,279.00 341030810 XXXXXXX XXXXX XX 00000 393,612.63 393,750.00 341030799 XXXXXXXXXXX XX 00000 24,285.46 24,300.00 341030591 XXXXXXXX XXXX XX 00000 157,381.87 157,500.00 341030583 XXXXX XXXX XX 00000 12,989.23 13,000.00 341030393 XXXXXXXXXX XX 00000 567,908.83 569,500.00 341030214 XXXXXXX XX 00000 20,379.72 20,400.00 341030079 XXXXXXXX XXXXX XX 00000 147,415.04 147,700.00 341030021 XXXXXXX XX 00000 120,840.61 121,100.00 341029913 XXXXXXXX XX 00000 188,537.11 189,000.00 341029731 XXXXX XXXXX XX 00000 74,905.71 75,050.00 341029595 SOPHIA NC 27350 38,129.53 38,200.00 341029197 XXXXX XXXXXXX XX 00000 54,304.52 54,400.00 341029160 XXXXXXXX XX 00000 129,854.81 130,150.00 341029114 XXXXXXXXX XX 00000 36,727.05 36,800.00 341029103 XXXXXX XX 00000 33,890.94 33,909.40 341027693 XXXXXXXXX XX 00000 69,427.47 69,700.00 341027136 XXXXXX XX 00000 55,822.25 56,000.00 341026972 XXXXXXX XX 00000 63,164.67 64,800.00 341026708 XXX XXXX XX 00000 29,890.39 29,980.00 341025812 XXXXXX XXXXX XX 00000 100,578.54 101,150.00 341025200 XXXXXXXXXX XX 00000 106,160.00 106,160.00 341024436 XXXXXXXX XX 00000 50,091.38 50,350.00 341000945 XXXXX XX 00000 66,026.01 68,000.00 331047007 XXXXXX XX 00000 135,000.00 135,000.00 331046955 XXXXXXXX XX 00000 346,500.00 346,500.00 331046921 XXXXXXXX XX 00000 148,950.00 148,950.00 331046920 XXXXXXXX XX 00000 433,500.00 433,500.00 331046899 XXXXXXXX XX 00000 660,000.00 660,000.00 331046889 XXXXX XX 00000 332,500.00 332,500.00 331046877 XXXXX XX 00000 196,000.00 196,000.00 331046875 XXXXXXXX XX 00000 491,888.48 492,000.00 331046824 XXXXX XX 00000 450,000.00 450,000.00 331046814 XXXXXX XXXXXX XX 00000 365,000.00 365,000.00 331046812 XXXXX XXXXXXXX XX 00000 190,000.00 190,000.00 331046777 XXXXXXX XX 00000 228,000.00 228,000.00 331046764 XXXXXXXX XX 00000 375,300.00 375,300.00 331046691 XXXXXXXX XX 00000 132,000.00 132,000.00 331046684 XXXXXXXXXX XX 00000 352,500.00 352,500.00 331046679 XXXXXXX XXXXX XX 00000 599,777.75 600,000.00 331046677 XXXXXXXXXX XXX XX 0000 373,308.39 373,500.00 331046674 S. XXXXXXX XX 00000 280,160.00 280,160.00 331046670 XXXXXXXXX XX 00000 300,000.00 300,000.00 331046660 XXXXXXXXXX XX 00000 216,917.10 217,000.00 331046659 XXXXXXXX XX 00000 578,000.00 578,000.00 331046655 XXX XXXX XX 00000 355,000.00 355,000.00 331046642 XXXXXX XX 0000 285,000.00 285,000.00 331046614 XXXXXXXXXX XX 0000 209,655.07 209,700.00 331046602 XXXXXXXXXX XX 0000 520,800.00 520,800.00 331046588 XXXXXXXX XX 00000 744,484.69 745,000.00 331046580 XXXXX XX 00000 369,764.06 370,000.00 331046570 XXXXXXXX XX 00000 399,861.95 400,000.00 331046567 XXXXXXX XX 00000 427,370.27 427,500.00 331046550 XXXX XXXXXXXX XX 00000 569,500.00 569,500.00 331046528 XXXXXXX XX 0000 332,808.42 333,000.00 331046522 X XXXXXXXX XX 00000 571,766.30 572,000.00 331046521 XXXXXX XX 0000 302,250.00 302,250.00 331046509 XXXXXX XX 00000 175,000.00 175,000.00 331046504 XXXXXX XX 00000 355,000.00 355,000.00 331046482 XXXXXX XX 00000 260,000.00 260,000.00 331046478 XXXXXXXX XXXXXX XX 00000 359,918.40 360,000.00 331046464 XXXXXXX XX 00000 594,000.00 594,000.00 331046458 XXXXXXXX XX 00000 220,000.00 220,000.00 331046446 XXXXX XX 00000 519,779.59 520,000.00 331046436 XXXXXXXX XX 00000 158,328.42 158,400.00 331046433 XXXXXXXX XX 00000 101,721.69 101,760.00 331046428 XXXXX XX 00000 84,968.00 85,000.00 331046407 XXXXXXXX XX 00000 324,889.42 325,000.00 331046392 XXXXX XX 00000 308,750.00 308,750.00 331046386 XXXXXXXX XX 00000 276,245.00 276,245.00 331046381 XXXXXXXX XX 00000 344,775.79 344,850.00 331046380 XXXX XXXXXXXXX XX 00000 121,500.00 121,500.00 331046376 XXXXXXXXX XX 00000 577,500.00 577,500.00 331046363 XXXXXX XX 00000 228,683.08 228,750.00 331046358 XXXXXXXXXXXX XX 00000 195,892.72 196,000.00 331046322 XXXXXX XX 00000 53,979.67 54,000.00 331046320 XXXXXX XX 00000 215,851.80 216,000.00 331046312 XXXXXXXXXX XX 00000 176,000.00 176,000.00 331046288 XX. XXXXXX XX 00000 209,937.19 210,000.00 331046285 XXXXXXXXXX XX 00000 75,204.90 75,240.00 331046283 XXXXXXXXXX XX 00000 300,854.65 300,960.00 331046239 XXXXXXXXXX XX 0000 315,000.00 315,000.00 331046219 XXXXXXXX XX 00000 124,955.43 125,000.00 331046217 XXXXXXXX XX 00000 499,846.07 500,000.00 331046208 XXXXX XX 00000 314,770.41 315,000.00 331046196 XXXXXX XXXXXX XX 00000 74,199.34 74,220.00 331046185 XXXXXX XXXXX XX 00000 131,950.30 132,000.00 331046145 XXXXX XXXXX XX 0000 285,000.00 285,000.00 331046138 XXXXXXXX XX 00000 60,661.69 60,690.00 331046134 XXXXXXXX XX 00000 242,760.00 242,760.00 331046121 XXXXXX XX 00000 77,976.93 78,000.00 331046110 XXXX XXXXXXXXX XX 00000 440,000.00 440,000.00 331046105 XXXXXXXX XX 00000 149,943.53 150,000.00 331046061 XXXXXX XXXXXXX XX 00000 185,000.00 185,000.00 331046051 XXXXXXXX XX 00000 77,959.87 78,000.00 331046043 XXXXXXXX XX 00000 529,854.64 530,000.00 331046037 XXXXX XX 00000 199,932.91 200,000.00 331046024 XXXXX XXXXX XX 00000 48,978.96 49,000.00 331046014 XXXXXXXX XX 00000 289,795.32 290,000.00 331045987 XXXXXXXX XX 00000 275,000.00 275,000.00 331045967 XXXXXXXXX XX 00000 287,955.83 288,000.00 331045957 XXXXXXX XXXX XX 0000 419,891.34 420,000.00 331045928 XXXXXX XX 00000 560,000.00 560,000.00 331045911 XXXXXXXX XX 00000 684,400.00 684,400.00 331045899 XXXXXXX XX 00000 146,186.05 146,280.00 331045887 XXXXXXXX XX 00000 130,950.68 131,000.00 331045831 XXXXX XX 00000 350,020.00 350,020.00 331045813 XXXXXXXX XX 00000 472,500.00 472,500.00 331045742 XXXXX XX 00000 104,932.56 105,000.00 331045699 XXXXXXXXX XX 00000 46,377.42 46,400.00 331045612 XXXXXXX XXXXX XX 00000 64,368.67 64,400.00 331045575 XXXXXXXX XX 00000 587,569.70 588,000.00 331045523 XXXXXXXXX XX 00000 62,971.99 63,000.00 331045508 XXXXXXXX XX 00000 95,931.23 96,000.00 331045418 XXXXXXXX XX 0000 419,775.47 420,000.00 331045346 XXXXXXX XX 00000 82,337.68 82,400.00 331045304 XXX XXXXXXX XX 00000 750,000.00 750,000.00 331045268 XXXXXXXX XX 00000 419,526.50 420,000.00 331045219 XXXXXXXXXXX XX 0000 382,201.02 382,500.00 331045103 XXXXXX XXXXXX XX 00000 327,605.46 328,000.00 331045098 XXXXXXXX XX 00000 369,661.40 370,000.00 331045083 XXXXXXXX XX 00000 397,085.90 397,500.00 331045020 XXXX XXXXX XX 0000 199,824.48 200,000.00 331044964 XXXXXXXXX XX 00000 79,418.73 79,500.00 331044945 XXXXXXXXX XX 0000 264,742.15 265,000.00 331044925 XXXXXXXX XX 00000 319,221.59 319,500.00 331044766 XXXXXX XXXXXX XX 00000 291,683.57 292,000.00 331044764 XXXXX XXXXXX XX 00000 339,669.46 340,000.00 331044670 XXXXX XX 00000 219,798.20 220,000.00 331044593 XXXXXXXXX XX 00000 356,832.32 357,440.00 331044538 XXXXXXXXXXX XXXXXXX XX 00000 515,484.87 516,000.00 331044537 XXXXXX XX 00000 692,290.78 693,000.00 331044507 XXXXXXXX XX 00000 471,792.30 472,500.00 331044456 XXXXXXXX XX 00000 456,277.55 457,000.00 331044393 XXXXXXXX XX 0000 369,007.02 370,000.00 331044294 XXXXXXXX XX 00000 199,682.67 200,000.00 331044249 XXXXXXXXX XX 00000 270,940.59 271,200.00 331044214 XXXXXXXX XX 00000 114,393.41 114,480.00 331044172 XXXXXX XX 00000 147,655.65 148,000.00 331044154 XXXXXX XX 0000 413,705.30 414,000.00 331044141 XX. XXXXXX XX 00000 307,135.94 307,500.00 331044116 XXXXXXXXXX XX 00000 34,355.89 34,400.00 331044107 XXXXXXXXX XX 00000 76,842.97 76,900.00 331044091 XXXXXXX XX 00000 374,500.89 375,000.00 331044090 XXXXXXXX XX 00000 535,063.85 535,600.00 331044089 XXXXXXXXXXX XXXXXXX XX 00000 359,491.30 360,000.00 331043927 XXXXX XXXX XX 0000 311,419.74 312,000.00 331043899 XXXXXXXX XX 00000 399,008.90 400,000.00 331043880 XXX XXXXXXXXX XX 0000 151,754.47 152,007.00 331043862 XXXXXXXXX XX 00000 159,514.20 159,999.00 331043861 XXXXXXX XX 00000 234,052.34 234,500.00 331043795 XXXXXXXXXX XX 00000 231,938.51 232,500.00 331043746 XXXXXXX XX 00000 614,623.51 615,600.00 331043731 XXXXXX XX 00000 220,075.00 220,500.00 331043688 XXXXXXXX XX 00000 614,877.16 616,500.00 331043320 XXXXX XXXXX XX 00000 740,000.00 740,000.00 331043022 XXXXX XXXXXX XX 00000 119,710.63 120,000.00 331042953 XXXXXX XXXXXX XX 00000 161,195.56 161,492.00 331042766 XXXXXXXXX XX 00000 54,360.66 54,500.00 331042684 XXXXXXXXXXXX XX 00000 585,000.00 585,000.00 331042576 XXXXXXXX XX 00000 474,624.26 476,000.00 331042418 XXXX XXXXX XX 00000 255,259.57 256,500.00 331041983 XXXXXX XX 00000 521,187.57 525,000.00 331041884 XXXXX XXXX XX 00000 197,364.67 198,000.00 331040510 XXXXXX XXXXXX XX 00000 223,601.69 225,000.00 331040444 XXXXXX XXXXXX XX 00000 400,500.00 400,500.00 331038660 XXXXXXXX XX 00000 456,000.00 456,000.00 331035644 XXX XXXXX XX 00000 481,778.64 488,000.00 331003412 XXXXXXXX XX 0000 267,633.43 276,250.00 331002296 XXXXXXXXX XX 0000 331,192.82 347,200.00 321034343 XXXXXX XX 00000 246,905.00 246,905.00 321034310 XXXXXXXXX XX 00000 184,370.00 184,370.00 321034266 XXXXXXXX XXXXXXX XX 00000 119,000.00 119,000.00 321034242 XXX XX 00000 142,500.00 142,500.00 321034241 XXXXXXXX XXXXXXX XX 00000 390,000.00 390,000.00 321034230 XXXXXXXX XX 00000 122,000.00 122,000.00 321034197 XXXXXX XX 00000 76,000.00 76,000.00 321034195 XXXXXXXX XX 00000 25,000.00 25,000.00 321034193 XXXX XXXXXX XX 00000 155,000.00 155,000.00 321034185 XXXXX XXXXX XX 00000 172,800.00 172,800.00 321034168 XXXXXXXX XX 00000 100,000.00 100,000.00 321034141 XXXXXX XX 00000 177,300.00 177,300.00 321034113 XXXXXX XX 00000 325,000.00 325,000.00 321034109 XXXXXXX XX 00000 154,965.13 155,000.00 321034103 XXXXXXX XX 00000 160,000.00 160,000.00 321034081 XXXXX XX 00000 263,924.38 264,000.00 321034072 XXXX XXXXXX XXXX XX 00000 210,000.00 210,000.00 321034066 XXXXX XX 00000 21,995.90 22,000.00 321034057 XXXXX XX 00000 110,346.75 110,400.00 321034054 XXXXXXX XXXX XX 00000 65,000.00 65,000.00 321034035 XXXXXXX XXXX XX 00000 260,000.00 260,000.00 321034028 XXXXXXXXXX XX 00000 183,955.10 184,000.00 321034027 XXXXXX XX 00000 131,200.00 131,200.00 321034024 XXXXXXXXXX XX 00000 38,543.18 50,400.00 321034022 XXXXXXXXX XX 00000 45,786.22 45,800.00 321034021 XXXXXXXXX XX 00000 183,151.20 183,200.00 321034007 XXXXXXXXXX XX 00000 201,467.45 201,600.00 321034005 XXXXXX XX 00000 131,691.59 131,750.00 321034003 XXXXXX XX 00000 131,691.59 131,750.00 321034001 XXXXXX XX 00000 131,691.59 131,750.00 321033999 XXXXXX XX 00000 131,691.59 131,750.00 321033998 XXXXXX XX 00000 93,463.64 93,500.00 321033995 XXXXX XXXXXX XX 00000 47,989.39 48,000.00 321033994 XXXXX XXXXXX XX 00000 191,945.79 192,000.00 321033993 XXXXXXXX XXXXXXX XX 00000 114,950.00 114,950.00 321033980 XXXXXXXXXX XX 00000 40,785.92 40,800.00 321033978 XXXXX XX 00000 27,767.71 27,780.00 321033970 XXX XX 00000 26,885.00 26,890.00 321033969 XXX XX 00000 107,498.12 107,560.00 321033965 XXXXXX XX 00000 161,417.15 161,500.00 321033960 XXXX XXXX XXXX XX 00000 149,313.15 149,400.00 321033941 XXXXXXX XXXX XX 00000 26,991.84 27,000.00 321033937 XXXXXXX XXXX XX 00000 122,523.03 122,550.00 321033932 XXXXX XXXX XX 00000 102,701.10 102,720.00 321033909 XXXXXX XX 00000 215,537.03 215,650.00 321033900 XXXXX XX 00000 87,984.53 88,000.00 321033887 XXXXXX XX 00000 295,111.70 295,200.00 321033879 XXXXXXXX XXXXXXX XX 00000 19,996.15 20,000.00 321033839 XXXXXXXX XX 00000 176,807.58 177,000.00 321033824 XXXXXXXXX XX 00000 395,000.00 395,000.00 321033819 XXX XXXXX XX 00000 178,958.82 179,000.00 321033812 XXXXX XX 00000 106,376.93 106,400.00 321033808 XXXXXXXXXXX XX 00000 206,997.05 207,100.00 321033789 XXXXXXXX XX 00000 217,913.37 218,000.00 321033788 XXXXXXXXXX XX 00000 206,261.23 206,400.00 321033787 XXXXXXXXX XX 00000 30,573.00 30,580.00 321033779 XXXXXXXX XX 00000 187,900.00 187,900.00 321033766 XXXXXXX XX 00000 213,650.28 213,750.00 321033740 XXXXXXXXXXX XX 00000 42,770.55 42,780.00 321033732 XXXXX XXXXX XX 00000 169,200.00 169,200.00 321033718 XXXXXXXXX XX 00000 208,000.00 208,000.00 321033715 XXXXXX XX 00000 529,997.00 529,997.00 321033669 XXXXXXXXXXX XX 00000 66,981.87 67,000.00 321033637 XXXX XX 00000 49,952.87 50,000.00 321033590 XXXX XXXXXX XX 00000 170,914.10 171,000.00 321033491 XXXXXX XX 00000 99,414.65 99,440.00 321033445 XXXXXX XXXX XX 00000 30,385.22 30,400.00 321033424 XXXXXX XX 00000 39,589.28 39,600.00 321033412 XXXXXXXXXX XX 00000 24,673.32 24,680.00 321033379 XXXXXXX XX 00000 26,378.89 26,400.00 321033376 XXXX XXXXXX XX 00000 265,913.28 266,000.00 321033372 XXXXX XXXX XX 00000 417,824.41 418,000.00 321033299 XXXX XXXX XXXX XX 00000 26,988.06 27,000.00 321033188 XXXXXXXX XX 00000 33,792.53 33,800.00 321033174 XXXXXXXXX XX 00000 152,000.00 152,000.00 321033147 XXXXXX XX 00000 32,943.98 32,960.00 321033122 XXXXXX XX 00000 31,979.46 32,000.00 321033109 XXXXXXX XX 00000 69,965.94 70,000.00 321033097 XXXXXXXXX XX 00000 49,975.67 50,000.00 321033094 XXXXX XX 00000 61,786.35 61,800.00 321033085 XXXXX XX 00000 88,000.00 88,000.00 321032989 XXXXXXXX XXXX XX 00000 67,966.93 68,000.00 321032931 XXXXX XX 00000 25,972.24 26,000.00 321032912 XXXXXXXXX XX 00000 31,087.88 31,103.00 321032855 XXXXXX XX 00000 187,951.36 188,000.00 321032802 XXXXXX XX 00000 50,786.25 50,800.00 321032748 XXXXXXXX XXXXXXX XX 00000 150,308.42 150,400.00 321032702 XXXXXXX XX 00000 313,125.00 313,125.00 321032679 XXXXXX XX 00000 43,976.08 44,000.00 321032660 XXXXXXXX XX 00000 40,612.83 40,640.00 321032655 XXXXXXXXX XX 00000 90,250.87 90,300.00 321032650 XXXXX XX 00000 58,992.36 59,000.00 321032080 XXXXXXXX XXXXXXX XX 00000 227,657.25 227,920.00 321032074 XXXXXXXX XXXX XX 00000 139,861.50 140,000.00 321032010 XXX XXXXX XX 00000 224,543.09 225,000.00 321031964 XXXXXX XX 00000 975,000.00 975,000.00 321031949 XXXXXXXX XXXXXXX XX 00000 93,909.93 94,000.00 321031885 XXXXXXXX XXXXXXX XX 00000 30,960.69 31,000.00 321031856 XXXXX XXXXX XX 00000 174,639.76 174,800.00 321031737 XXXXXXXXX XX 00000 215,810.75 216,000.00 321031622 XXXXXX XX 00000 211,779.47 212,000.00 321031621 XXXXXXXX XXXXXXX XX 00000 182,551.12 182,696.00 321031537 XXXXXXXXX XX 00000 307,318.04 308,000.00 321031385 XXXXXX XX 00000 208,656.89 208,927.00 321031033 XXXXXX XX 00000 202,213.69 202,400.00 321030931 XXXXXXXX XX 00000 198,916.22 200,000.00 321030863 XXXXXX XX 00000 34,940.41 35,000.00 321030856 XXXXXX XX 00000 41,380.65 41,560.00 321030701 XXXXXXXX XX 00000 305,580.29 306,000.00 321030693 XXXXXX XX 00000 280,000.00 280,000.00 321030549 XXXXX XX 00000 54,863.06 55,000.00 321030279 XXXXXXXXX XX 00000 49,870.13 50,000.00 321029856 XXXXXX XX 00000 88,697.60 89,250.00 321029661 XXXXX XX 00000 1,190,455.97 1,200,000.00 321028591 XXXXXX XX 00000 54,463.88 55,000.00 321028207 XXXXXX XXXX XX 00000 166,950.85 168,300.00 321027818 XXXXXXXX XX 00000 27,696.63 27,800.00 321027740 XXXXX XXXXX XX 00000 41,552.21 41,800.00 321027340 XXXXXXXX XX 00000 184,800.00 184,800.00 321027043 XXXXXXXX XXXXXXX XX 00000 182,988.46 184,300.00 321025622 XXXXXX XX 00000 151,839.98 153,000.00 311030300 XXXXXXXX XX 0000 36,979.59 37,000.00 311029937 XX XXXXX XX 0000 124,898.02 125,000.00 311029915 XXXXXXXX XX 0000 248,114.42 248,400.00 311029868 XXXXXX XX 0000 71,472.01 72,000.00 311029864 XXXXXXXXX XX 0000 539,352.64 540,000.00 311029850 XXXX XXX XX 0000 559,416.64 560,000.00 311029635 XXXXXXXX XX 00000 187,016.85 187,500.00 311029371 XXXXX XXXXX XX 0000 430,528.29 432,000.00 311029297 XXXXXXXXXXXX XX 00000 79,836.39 80,000.00 311028444 XXXXXXXXXXXX XX 00000 143,123.03 144,000.00 311028132 XXXXXXXX XX 0000 326,837.14 329,400.00 311002889 XXXXXXXXX XX 0000 350,178.62 365,500.00 301004857 XXXXXX XXXX XX 00000 37,200.00 37,200.00 301004855 XXXXXX XXXX XX 00000 148,800.00 148,800.00 301004798 XXXXXXXX XX 00000 598,810.23 599,000.00 301004779 XXXX XX 00000 219,888.32 220,000.00 301004777 XXXXXXXXX XX 00000 123,209.08 123,280.00 301004773 XXXX XXXX XX 00000 232,666.83 232,750.00 301004766 XXXXXX XXXX XX 00000 158,852.81 158,900.00 301004761 XXXXXXXXX XX 00000 43,968.10 43,980.00 301004760 XXXXXXXXX XX 00000 175,860.14 175,920.00 301004750 XXXXXXXXX XX 00000 119,963.58 120,000.00 301004737 XXXX XXXX XX 00000 209,919.21 210,000.00 301004714 XXX XXXXXX XX 00000 53,317.10 53,330.00 301004710 XXXXXX XX 00000 312,000.00 312,000.00 301004695 XXXX XXX XX 00000 175,396.92 175,500.00 301004680 XXXXX XX 00000 30,766.38 30,780.00 301004678 XXXXX XX 00000 123,084.63 123,120.00 301004647 XXXXXXXXX XX 00000 79,965.81 79,990.00 301004631 XXXXXXXX XX 00000 455,100.00 455,100.00 301004620 XXXXX XX 00000 34,964.53 34,980.00 301004529 XXXXXXXXX XX 00000 49,982.17 50,000.00 301004515 XXXXXXXXX XX 00000 83,959.14 84,000.00 301004494 XXXXXXX XX 00000 23,986.93 24,000.00 301004476 XXXXXX XX 00000 46,440.05 46,449.00 301004475 XXXXXX XX 00000 185,739.61 185,796.00 301004452 XXXXX XX 00000 71,682.65 71,700.00 301004411 XXXXXX XX 00000 286,004.64 286,200.00 301004388 XXXXXX XX 00000 37,079.24 37,100.00 301004373 XXX XXXXXX XX 00000 241,448.61 241,600.00 301004272 XXXXXXXXXX XX 00000 419,740.56 420,000.00 301004191 XXXX XXXXXX XX 00000 424,315.23 424,650.00 301004182 XXXXXXXXXX XX 00000 531,651.26 532,000.00 301004180 XXXXXX XX 00000 219,873.16 220,000.00 301004173 XXXXXXXX XX 00000 34,889.82 34,904.00 301004135 XXXXXXXXX XX 00000 853,721.92 855,000.00 301004083 XXXXX XXXXXX XX 00000 274,227.18 274,455.00 301004071 XXXXX XXXXX XX 00000 399,450.53 400,000.00 301004022 XXX XXXXXX XX 00000 319,582.67 320,000.00 301003976 XXXXXXX XX 00000 118,689.48 118,800.00 301003860 XXXXXX XX 00000 657,868.22 658,800.00 301003827 XXXXXXX XX 00000 249,841.68 250,875.00 301003819 XXXXXXXXX XX 00000 251,524.98 252,000.00 301003816 XXXXXXXX XX 00000 431,540.34 435,000.00 301003726 XXXXXXXXX XX 00000 115,025.43 115,200.00 301003542 XXXXXXXXX XX 00000 504,469.75 505,000.00 301003462 XXXXXXX XX 00000 470,722.99 470,725.00 301003357 XXXXXXXXX XX 00000 61,569.85 61,750.00 301002940 XXXXXX XX 00000 180,571.80 181,600.00 291006193 XXXXXXXXX XX 00000 100,000.00 100,000.00 291006080 XXXXX XXXX XX 00000 126,400.00 126,400.00 291006041 XXXXXXXXXXXXXX XX 00000 246,600.00 246,600.00 291005978 XXXXXX XX 00000 135,340.00 135,340.00 291005949 XXXXXX XX 00000 63,000.00 63,000.00 291005947 XXXXXXXX XX 00000 467,500.00 467,500.00 291005913 XXXXXXX XXXXX XX 00000 179,350.00 179,350.00 291005865 XXXXXXXXXX XX 00000 184,500.00 184,500.00 291005820 XXXXXXX XX 00000 73,800.00 73,800.00 291005785 XXXXXXXX XX 00000 310,000.00 310,000.00 291005784 XXXXXXX XX 00000 178,360.00 178,360.00 291005773 XXXXXXXXX XX 00000 112,000.00 112,000.00 291005770 XXXXXXX XX 00000 176,000.00 176,000.00 291005708 XXXXXX XX 00000 172,800.00 172,800.00 291005678 XXXX XX 00000 105,000.00 105,000.00 291005674 XXXXXXX XX 0000 166,600.00 166,600.00 291005650 XXXX XX 00000 140,250.00 140,250.00 291005646 XXXXXXXX XX XXXXXX XX 0000 382,500.00 382,500.00 291005639 XXXXXX XX 00000 125,000.00 125,000.00 291005629 XXXX XXXXX XX 00000 205,200.00 205,200.00 291005621 XXXXXX XXXXX XX 00000 39,988.68 40,000.00 291005592 XXXXXX XXXXXX XX 00000 65,600.00 65,600.00 291005589 XXXXXXXX XX 0000 350,400.00 350,400.00 291005583 XXX XXXX XX 0000 447,823.88 448,000.00 291005580 XXXXXXX XX 00000 202,500.00 202,500.00 291005572 XXXXXXXX XX 00000 232,750.00 232,750.00 291005543 XXXXXXX XX 00000 89,000.00 89,000.00 291005517 XXXXXX XX 00000 114,750.00 114,750.00 291005496 XXXXXX XXXX XX 00000 116,957.28 117,000.00 291005459 XXXXXXX XX 00000 120,000.00 120,000.00 291005448 XXXXX XX 00000 457,325.21 457,500.00 291005437 XXXX XXX XX 00000 124,488.96 124,580.00 291005371 XXXX XX 0000 303,633.95 303,750.00 291005366 XXXXXXXXX XX 00000 202,500.00 202,500.00 291005364 XXXXX XX 00000 69,987.31 70,000.00 291005355 XXXXXXX XX 00000 340,000.00 340,000.00 291005354 XXXXXX XXXXX XX 00000 159,943.99 160,000.00 291005345 XXXXXXX XX 00000 62,273.17 62,300.00 291005339 XXXXXXXXXX XX 00000 249,920.79 250,000.00 291005337 XXXX XXXXX XXXXX XX 00000 284,000.00 284,000.00 291005255 XXXXXXX XX 00000 114,492.00 114,492.00 291005237 XXXXX XXXXXXXX XX 00000 271,111.58 271,200.00 291005225 XXXXXXXXXX XX 00000 180,000.00 180,000.00 291005148 XXXXXXX XX 00000 101,597.30 101,650.00 291005143 XXXXXXXXX XXX XX 00000 107,950.00 107,950.00 291005100 XXXXXX XXXXX XX 00000 112,810.53 113,000.00 291005088 XXXXXXXXXXXX XX 00000 202,500.00 202,500.00 291005078 XXX XXXX XXXXXX XX 00000 106,000.00 106,000.00 291005004 XXXXXXXXX XX 00000 210,350.00 210,350.00 291004976 XXXXXX XX 00000 192,500.00 192,500.00 291004954 XXXXXXXXXXX XX 00000 204,750.00 204,750.00 291004926 XXXXXXX XX 00000 60,000.00 60,000.00 291004872 XXXXXXXXXX XX 00000 135,000.00 135,000.00 291004644 XXXXXXXXXX XX 00000 204,000.00 204,000.00 291004631 XXXXXXXXX XX 00000 140,000.00 140,000.00 291004624 XXXXXXXXXX XX 0000 379,263.48 379,800.00 291004575 XXXXXXXXX XX 00000 61,963.76 62,000.00 291004571 XXXX XX 00000 51,982.36 52,000.00 291004543 XXXXXXXX XX 00000 116,377.99 116,450.00 291004106 XXXXXXXX XX 00000 167,839.16 168,000.00 291003919 XXXXXXXX XXXXX XX 00000 162,891.71 163,200.00 291003624 XXXXXXX XX 00000 60,461.48 60,550.00 291003394 XXXXXX XX 00000 137,552.72 137,750.00 291003199 XXXXXXXXX XX 00000 71,891.12 72,000.00 291002991 XXXX XXXXXX XX 00000 184,292.91 184,800.00 291002698 XXXXXXXXXXX XX 00000 188,970.82 190,000.00 291002458 XXXXXXXXX XX 00000 74,835.84 75,000.00 281018522 XXXXXX XXXXX XX 0000 159,887.49 160,000.00 281018418 XXXXXXXXX XX 00000 53,858.51 54,000.00 271028398 XXXXXXXXXX XX 00000 120,000.00 120,000.00 271028371 XXXXXXXXX XX 00000 132,000.00 132,000.00 271028349 XXXX XXXXXXXXXX XX 00000 688,750.00 688,750.00 271028345 XXXXXXXXXX XX XX 00000 361,000.00 361,000.00 271028324 XXXXXXX XX 00000 317,160.00 317,160.00 271028293 XXXX XXXX XX 00000 189,000.00 189,000.00 271028244 NUEVO CA 92567 374,000.00 374,000.00 271028228 XXXXX XXXXXX XX 00000 250,000.00 250,000.00 271028226 XXXXXX XX 00000 113,949.57 114,000.00 271028217 XXXXXXXX XX 0000 145,000.00 145,000.00 271028196 XXXX XXXXX XX 00000 260,000.00 260,000.00 271028172 XXXXX XXXXXXX XX 00000 153,600.00 153,600.00 271028161 XXXXXX XX 00000 456,000.00 456,000.00 271028160 BRICK NJ 8724 198,057.68 198,100.00 271028152 XXXXXX XX 00000 147,945.48 148,000.00 271028151 XXXXXXXX XX 00000 629,631.88 630,000.00 271028136 XXXXXXX XX 00000 179,886.39 180,000.00 271028134 XXXXXXXXXXX XX 0000 127,938.36 128,000.00 271028132 XXXXXXXXX XX 0000 179,960.86 180,000.00 271028093 XXXXXX XXXXXXX XX 00000 524,842.96 525,000.00 271028084 XXXXXX XXXX XX 00000 408,846.36 409,000.00 271028082 XXXXXXXX XX 00000 106,926.74 107,000.00 271028079 XXXXXXXX XX 00000 468,000.00 468,000.00 271028068 XXX'X XXXXXX XX 00000 99,993.49 100,035.00 271028054 XXXXXX XXXXXX XX 00000 376,687.92 377,000.00 271028011 XXXXXXXXX XX 00000 71,890.13 72,000.00 271028008 XXXXXX XX 00000 121,500.00 121,500.00 271027996 XXXXXXX XX 00000 187,500.00 187,500.00 271027942 XXXXXX XXXX XX 00000 230,808.78 231,000.00 271027922 XXXXX XXXXX XX 00000 32,786.39 32,800.00 271027921 XXXXX XXXXX XX 00000 131,169.82 131,200.00 271027904 XXXXXX XXXXXX XX 00000 295,525.63 295,750.00 271027869 XXXXXX XX 00000 153,000.00 153,000.00 271027868 XXXXX XX 00000 79,287.08 79,300.00 271027780 XXXXXXXX XX 00000 180,000.00 180,000.00 271027717 XXXXXXXXXX XX 00000 61,731.10 61,750.00 271027527 XXXXXXX XX 00000 27,965.77 27,980.00 271027514 XXXXXXXXXXX XX 00000 22,986.91 23,000.00 271027494 XXXXXXXXX XXXXX XX 00000 66,987.68 67,000.00 271027465 XXXXXXX XXXXX XX 0000 641,161.62 642,000.00 271027453 XXXXXXXXXXXXX XX 0000 110,000.00 110,000.00 271027393 HYANNIS MA 2601 266,346.15 266,760.00 271027351 XXXXX XX 00000 63,933.39 64,000.00 271027138 XXXXXXX XX 0000 258,038.14 258,296.00 271027076 XXXXXXX XXXX XX 00000 30,386.03 30,400.00 271027034 XXXXXXX XX 00000 104,427.99 104,550.00 271026994 XXXXXXX XX 0000 229,930.04 230,090.00 271026912 XXXXXXXX XX 0000 610,631.52 700,000.00 271026907 XXXX XX 00000 543,562.82 544,000.00 271026905 XXXXXX XX 0000 355,591.85 356,000.00 271026754 XXX XXXX XX 00000 149,659.57 150,000.00 271026721 XXXXXX XX 0000 279,621.41 280,000.00 271026062 XXXXXXXXXX XX 00000 42,921.95 43,000.00 271026033 XXXXXX XX 00000 199,356.49 200,000.00 271025982 XXXXXX XX 00000 75,000.05 75,200.00 271025520 XXXXXXX XX 0000 351,497.98 351,500.00 271025375 XXXXXX XX 00000 79,714.14 80,000.00 271025213 AYER MA 1432 327,815.55 329,000.00 271024607 XXXXXXXX XX 00000 362,355.76 365,000.00 271024591 XXXXXXXXXX XX 00000 123,503.47 124,000.00 271023450 XXXXXXXXXX XX 0000 27,886.69 28,000.00 271022934 XXX XXXXXXX XX 00000 389,754.62 393,750.00 271021000 XXXXXXXX XX 00000 21,182.52 21,280.00 261057195 XXXXXX XX 00000 50,200.00 50,200.00 261057180 XXXXXXXXXX XX 00000 105,000.00 105,000.00 261057165 XXXXXXXXX XX 00000 117,450.00 117,450.00 261057148 XXXXXX XX 00000 200,800.00 200,800.00 261057113 XXXXXXXX XX 00000 118,950.00 118,950.00 261057088 XXXXXXX XX 00000 66,000.00 66,000.00 261057068 XXXXXXX XX 00000 50,400.00 50,400.00 261057056 XXXXXXX XX 00000 184,800.00 184,800.00 261057041 XXXXXXXXXXX XX 00000 91,600.00 91,600.00 261057037 XXXXXX XX 00000 71,987.90 72,000.00 261057025 XXXXXX XX 00000 104,400.00 104,400.00 261057018 XXXXXX XX 00000 80,651.02 80,750.00 261057001 XXXXXXXXX XX 00000 92,250.00 92,250.00 261056989 XXXXXXXXXX XX 00000 350,000.00 350,000.00 261056973 XXXXXX XXXX XX 00000 59,982.83 60,000.00 261056943 XXXXXXXXXX XX 00000 63,340.88 63,365.00 261056867 XXXX XXXXX XX 00000 129,708.54 129,750.00 261056862 XXXXXXXXXXXXX XX 00000 125,358.95 125,400.00 261056822 XXXXXXXX XX 00000 103,959.99 104,000.00 261056820 XXXXXXX XX 00000 20,994.68 21,000.00 261056819 XXXXXXX XX 00000 83,975.94 84,000.00 261056780 XXXXXXXXX XX 00000 94,380.13 94,400.00 261056776 XXXXXXXX XX 00000 68,975.61 69,000.00 261056730 XXXXXX-XXXXXX XX 00000 202,859.59 203,000.00 261056718 XXXXXX XX 00000 76,778.98 76,800.00 261056544 XXXXX XXXXXXX XX 00000 67,323.23 67,500.00 261056489 XXXXXXX XX 00000 99,987.04 100,000.00 261056189 XXXXXXXX XX 00000 83,039.02 83,200.00 261055860 XXXX XX 00000 51,618.73 52,000.00 261055422 XXXXX XX 00000 32,521.00 32,600.00 261055391 XXXXX XX 00000 27,401.77 27,460.00 261055225 XXXXXX XX 00000 55,130.05 55,300.00 261054871 XXXXXXX XX 00000 21,943.57 22,000.00 261054421 XXXXXX XX 00000 91,698.40 92,000.00 261009462 XXXX XX 00000 46,836.79 48,750.00 251038706 XXXXXXXX XX 00000 32,400.24 32,600.00 251013072 XXXXXXX XX 00000 337,737.15 357,000.00 251012144 XX. XXXXX XX 00000 383,328.17 400,000.00 231082442 XXXXXXXX XX 0000 361,250.00 361,250.00 231082432 XXXXXXXXXXXX XX 0000 311,200.00 311,200.00 231082358 XXXXXX XX 0000 328,500.00 328,500.00 231082315 XXXXXXXX XX 0000 104,800.00 104,800.00 231082266 XXXXXXXXX XX 0000 151,200.00 151,200.00 231082258 XXXXXXXXX XX 0000 316,000.00 316,000.00 231082250 TOWN XX XXXXXX XX 0000 480,000.00 480,000.00 231082241 XXX XX XXXXXXXX XX 00000 136,000.00 136,000.00 231082210 XXXXXXXX XX XXXXXXXXXX XX 0000 188,100.00 188,100.00 231082172 XXXXXXXXX XX 0000 43,000.00 43,000.00 231082160 XXXXXXXX XX 0000 465,600.00 465,600.00 231082157 XXXXXXXXXXX XX 00000 325,800.00 325,800.00 231082147 XXXXXXXXXX XX 0000 144,000.00 144,000.00 231082145 XXXXXXXXXX XX 00000 172,000.00 172,000.00 231082135 XXXXXXXXX XX 0000 796,000.00 796,000.00 231082118 XXXXXXXX XX 0000 333,000.00 333,000.00 231082117 XXXXXXXX XX 0000 314,500.00 314,500.00 231082102 XXXXX XX 00000 304,500.00 304,500.00 231082099 XXXXXXX XX 00000 206,627.00 206,627.00 231082096 XXXXXX XXXXXXXX XX 0000 560,000.00 560,000.00 231082080 XXXXXXX XX 0000 432,000.00 432,000.00 231082056 XXXXXXX XX 0000 264,600.00 264,600.00 231082051 XXXXXXX XX 00000 148,000.00 148,000.00 231082047 XXXXXXXXXXXX XX 00000 152,640.00 152,640.00 231082043 XXXXXXX XX 0000 170,100.00 170,100.00 231082028 STETSON ME 4488 40,170.00 40,170.00 231082027 UPPER XXXXX XX 00000 109,000.00 109,000.00 231082026 STETSON ME 4488 160,680.00 160,680.00 231082021 XXXXXX XX 00000 72,000.00 72,000.00 231082013 XXXXX XXX XX 00000 72,000.00 72,000.00 231081976 CARVER MA 2330 333,000.00 333,000.00 231081975 XXXXXXX XX 0000 209,950.00 209,950.00 231081970 XXX XXXXX XX 00000 480,000.00 480,000.00 231081966 XXXX XX XXXXXXXX XX 0000 143,600.00 143,600.00 231081959 PENOBSCOT ME 4476 147,150.00 147,150.00 231081948 XXXXXX XX 0000 305,000.00 305,000.00 231081936 XXXXXXXXX XXXXXXXX XX 0000 236,000.00 236,000.00 231081933 KITTERY ME 3904 279,000.00 279,000.00 231081926 XXXXXXXX XXXXXXX XX 00000 325,500.00 325,500.00 231081901 XXXXXXXXXX, X/X XXXXXXX XX 00000 177,750.00 177,750.00 231081888 PROVIDENCE RI 2908 276,250.00 276,250.00 231081860 XXXXXXXX XX 0000 99,947.50 100,000.00 231081857 XXX XXXXX XX 0000 284,750.00 284,750.00 231081850 XXXXXX XXXXX XX 00000 517,000.00 517,000.00 231081843 XXXXXXXX XX 00000 59,916.00 59,916.00 231081829 XXXXXXXX XX 00000 76,674.47 76,720.00 231081827 PROVIDENCE RI 2906 52,000.00 52,000.00 231081825 XXXXXXXX XX 0000 129,000.00 129,000.00 231081824 PROVIDENCE RI 2906 208,000.00 208,000.00 231081823 PALMER MA 1079 144,000.00 144,000.00 231081811 JAFFREY XX 0000 200,000.00 200,000.00 231081778 XXXXXXXXX XX 0000 206,910.00 206,910.00 231081775 XXXXXXX XX 0000 224,000.00 224,000.00 231081774 XXXX XXXXX XX 00000 101,500.00 101,500.00 231081768 XXXXXXXXX XX 00000 104,000.00 104,000.00 231081766 XXXXXXXX XX 00000 455,901.13 456,000.00 231081764 XXXXXX XX 0000 100,000.00 100,000.00 231081762 ST JOHNSBURY VT 5819 92,000.00 92,000.00 231081753 XXXXXX XXXXXX XX 0000 327,250.00 327,250.00 231081752 XXXXXX, XXXX XX XXXXXXXX XX 0000 290,400.00 290,400.00 231081745 XXXXXXXX XX 00000 160,000.00 160,000.00 231081741 XXXXXXXXX XX 0000 178,500.00 178,500.00 231081739 XXXXXXXXXX XX 0000 475,200.00 475,200.00 231081719 XXXXX XXXXX XX 0000 180,500.00 180,500.00 231081707 XXXXXXX XX 0000 124,012.12 124,070.00 231081702 XXXXXXXXX, XXXXX XXX XX 00000 220,400.00 220,400.00 231081697 XXXXXXX XX 0000 166,099.32 166,160.00 231081695 XXXX XXXX XXXXX XX 00000 284,000.00 284,000.00 231081694 XXXXXXXXX XX 0000 500,025.00 500,025.00 231081685 XXX XX XXXXX XXXXXXX XX 00000 216,734.21 216,800.00 231081677 XXX XX XXXXXXXXXX XX 00000 152,000.00 152,000.00 231081669 E XXXXXXXXXXX XX 0000 568,746.23 568,900.00 231081664 MONROE ME 4951 128,250.00 128,250.00 231081638 TOWN XX XXXX XXXXXX XX 00000 135,000.00 135,000.00 231081629 XXXXXXXXXXXX XX 00000 73,772.52 73,800.00 231081613 XXXXXXXX XX 0000 215,834.49 216,000.00 231081597 XXXXXX XX 0000 243,616.58 243,750.00 231081582 XXXXXX XX 0000 400,500.00 400,500.00 231081554 XXXXXXXXXXX XX 0000 438,000.00 438,000.00 231081547 XXXXXXXXX XX 0000 112,000.00 112,000.00 231081540 XXXX XXXXX XX 00000 298,350.00 298,350.00 231081536 XXX XX XXXXXXXXXX XX 0000 99,944.80 100,000.00 231081524 XXXX XXXXXXXXXXX XX 0000 140,000.00 140,000.00 231081519 XXXXXXX XX 0000 107,974.03 108,000.00 231081518 XXXXXXXXXX XX 0000 62,184.96 62,200.00 231081515 XXXXXXX XX 0000 56,574.96 56,600.00 231081514 LYNN MA 1905 182,000.00 182,000.00 231081512 XXXXXXX XX 0000 266,000.00 266,000.00 231081510 XXXXXXXXXX XX 0000 248,726.64 248,800.00 231081507 XXXXXXX XX 0000 226,243.40 226,400.00 231081504 XXXXXXXXXXX XX 0000 139,932.58 140,000.00 231081498 XXXXXXXXX XX 0000 153,689.43 153,750.00 231081496 XXXX XXXXXXXX XX 0000 239,400.00 239,400.00 231081470 XXXXXXX XX 0000 737,916.14 738,150.00 231081457 XXXXXXX XX 00000 460,000.00 460,000.00 231081442 XXXXXXX XX 0000 350,000.00 350,000.00 231081440 NEPTUNE NJ 7753 347,000.00 347,000.00 231081433 XXXXXXX XXXXXXXX XX 0000 320,500.00 320,500.00 231081427 XXXXXXX XX 0000 307,180.00 307,180.00 231081422 XXXXXX XX 0000 647,556.30 648,000.00 231081416 PROVIDENCE RI 2909 184,000.00 184,000.00 231081409 XXXXXXXXX XX 00000 97,470.19 97,500.00 231081390 XXXXXXXXX, XXXX XX XXXXX XX 00000 320,000.00 320,000.00 231081377 XXXXXXX XX 00000 266,800.00 266,800.00 231081330 XXXXXX XXXXXX XX 00000 74,000.00 74,000.00 231081318 XXXXXXXXXX XX 00000 170,000.00 170,000.00 231081313 XXXXXX XXXXXX XX 00000 301,000.00 301,000.00 231081307 XXXXXXXXXXXX XX 00000 176,000.00 176,000.00 231081284 XXXXXX XX 0000 412,000.00 412,000.00 231081257 XXX XXX XX 00000 146,250.00 146,250.00 231081252 XXXXXX XX 00000 220,000.00 220,000.00 231081236 XXXXXXXX XXXXXXXX XX 00000 222,400.00 222,400.00 231081232 XXXXXX XX 0000 251,200.00 251,200.00 231081222 XXXXXXXXX XX 0000 44,966.40 44,980.00 231081157 XXXXXXX XX 00000 179,000.00 179,000.00 231081098 XXXXXXXXXXX XX 0000 143,569.15 143,625.00 231081090 XXXXXXX XX 0000 204,000.00 204,000.00 231081089 XXXXXXXX XX 0000 183,920.00 183,920.00 231081075 XXX XXXXXX XX 00000 107,910.00 107,910.00 231081057 XXXXXXXXX XX 00000 126,943.00 126,943.00 231081053 XXXXXXXX XX 00000 74,978.30 75,000.00 231081041 XXXXXXXXXXX XX 0000 139,885.02 140,000.00 231081022 XXXX XXXXXXXXX XXXXXXX XX 00000 113,469.75 113,525.00 231081013 XXXXXXXXXXXX XX 00000 177,957.82 178,000.00 231081012 XXXXXXXX XXXXXXX XX 00000 34,969.79 35,000.00 231080984 PERTH XXXXX XX 0000 81,000.00 81,000.00 231080983 XXXXXXXXX XX 0000 96,860.65 96,900.00 231080976 EGG XXXXXX XXXX XX 0000 159,922.94 160,000.00 231080958 XXXXXXXXXXXX XX 0000 37,730.87 37,740.00 231080952 ATTICA, T/O XXXXXXXXXX XX 00000 20,112.84 20,130.00 231080924 XXX XX XXXXXXXXXX XX 0000 299,906.30 300,000.00 231080910 XXXXXXXXXX XX 00000 88,000.00 88,000.00 231080909 XXXXXX XX 0000 50,166.24 50,250.00 231080862 BRATTLEBORO VT 5301 107,932.53 108,000.00 231080849 XXXXXXXXXXX XX 0000 147,928.72 148,000.00 231080839 XXXXXX XX 0000 79,163.05 79,200.00 231080834 XXXXXX XX 0000 316,692.21 316,800.00 231080734 XXXXXXXX XX 00000 949,648.10 950,000.00 231080726 XXXXXXX XXX XX 0000 259,000.00 259,000.00 231080638 XXXXXXXX/XXX XXXX XX 00000 344,000.00 344,000.00 231080621 XXXXXXX XX 0000 145,171.08 145,200.00 231080568 T/O XXXXXXX XX 00000 134,241.10 134,320.00 231080560 XXXXXXXXXXXX XX 00000 384,609.48 384,750.00 231080535 XXXXXXXXXX XX 0000 245,000.00 245,000.00 231080491 XXXX XXXXXXXXXXX XX 0000 145,507.16 145,600.00 231080464 XXXXXXXXXXX, XXX/X XXXXXX XX 0000 495,000.00 495,000.00 231080408 XXXXXXXX XX 00000 48,776.25 48,800.00 231080326 XXXXXXXX XX XXXXX XXXXXXX XX 00000 100,000.00 100,000.00 231080325 TOWN OF XXXXXXXX XX 0000 139,877.05 140,000.00 231080275 XXXX XXXXXX XX 0000 278,311.80 278,400.00 231080247 XXXXXXX XX 00000 172,763.53 173,000.00 231080104 XXXXXX XXX XX 00000 79,642.90 79,700.00 231080054 XXXXXXX XX 0000 197,625.00 197,625.00 231080006 XXXXXXXXXX XX 0000 36,382.29 36,400.00 231079981 XXXXXX XX 00000 102,600.00 102,600.00 231079966 XXXXXX, XXX/X XXXXXXX XX 0000 59,000.00 59,000.00 231079961 XXXXXX, XXX/X XXXXXXX XX 0000 236,000.00 236,000.00 231079904 XXXXXX XX 0000 212,000.00 212,000.00 231079890 XXXXXXX XX XXXXXXX XXXX XX 0000 283,200.00 283,200.00 231079762 XXXXXXX XX 0000 311,560.41 311,920.00 231079760 XXXXXXXX XXXXX XX 00000 269,750.00 269,750.00 231079718 XXXXXXXXXX XX 0000 206,500.00 206,500.00 231079676 XXXXXXXXXX XX 00000 187,918.59 188,000.00 231079646 LYNN MA 1904 255,124.76 255,200.00 231079645 TOWN OF XXXXXXX XX 0000 44,000.00 44,000.00 231079642 XXXXXXXXX XX 0000 178,750.00 178,750.00 231079641 TOWN OF XXXXXXX XX 0000 176,000.00 176,000.00 231079590 XXXXXX XX 0000 359,777.62 360,000.00 231079588 XXXXXXXX XX 0000 207,814.26 208,000.00 231079575 XXXXXXXXXX XX 00000 277,000.00 277,000.00 231079548 XXXXXXXX XX 0000 214,874.92 215,000.00 231079544 XXXXXXX XX 0000 359,747.19 360,000.00 231079537 MILFORD, XXX/X XXXXXXX XX 00000 34,533.80 34,556.00 231079501 XXXXXXX XX 00000 452,990.00 452,990.00 231079493 XXXXXX XX 0000 66,200.00 66,200.00 231079490 XXXXXX XX 0000 264,800.00 264,800.00 231079443 XXXX XXXXXXXX XX 0000 346,730.34 347,000.00 231079442 XXXXXXXXX XX 0000 799,347.26 799,991.00 231079380 XXXXXX XX 0000 219,820.38 220,000.00 231079377 CHICOPEE MA 1013 121,520.25 121,600.00 231079373 XXXXXXXX XX 0000 209,785.57 209,950.00 231079338 XXXX XX 0000 207,830.19 208,000.00 231079336 XXXXXXXXXX XX 0000 244,816.72 245,000.00 231079326 XXXXXXXXX XX 0000 137,451.28 137,600.00 231079295 XXXXXXX XX 00000 227,700.00 227,700.00 231079280 XXXXXXXXXX XX 0000 399,629.09 400,000.00 231079211 XXXXXXXX XX 0000 389,182.00 389,500.00 231079202 XXXXXX XX 0000 351,699.87 352,000.00 231079186 LYNN MA 1902 143,100.45 143,200.00 231079179 XXXXXX XX 0000 375,536.55 376,000.00 231079142 XXXXXXX XX 0000 499,561.18 500,000.00 231079135 XXXXXXXX XX 0000 303,723.82 304,000.00 231079108 TOWN XX XXXXXXXX XX 00000 45,557.84 45,580.00 231079094 HERSHEY, XXXXX XXX XX 00000 183,912.88 184,000.00 231079078 XXXX XX 0000 434,638.55 435,000.00 231079075 XXXXXX XX 0000 355,164.79 355,500.00 231078981 XXXXXX XX 0000 355,639.51 356,000.00 231078971 FALL RIVER MA 2721 217,882.14 218,025.00 231078882 WHITMAN MA 2382 312,519.69 313,000.00 231078852 XXXXXX XX 00000 664,126.93 665,000.00 231078849 XXXXXX XX 0000 202,346.28 202,500.00 231078833 XXXXXXXXXX XX 0000 296,763.53 297,500.00 231078824 NAHANT MA 1908 479,446.65 480,000.00 231078823 XXXXXXXX XX 0000 433,292.63 433,500.00 231078778 NEWPORT, XXXXXXX XXXXXXXX XX 00000 157,166.39 157,250.00 231078767 XXXX XXXXXXXXXXX XX 0000 307,588.27 308,000.00 231078741 N XXXX XXX XX 0000 175,897.10 176,000.00 231078599 XXXXXXXXXXXX XX 00000 116,938.43 117,000.00 231078544 TOWN XX XXXXXXX XX 00000 101,456.33 101,500.00 231078532 XXXXXXXXXXX XX 0000 220,351.18 220,500.00 231078530 LYNN MA 1905 413,680.16 414,000.00 231078503 XXXXXXXX XX 0000 355,930.37 356,400.00 231078487 XXXXXXX XX 00000 245,077.74 245,270.00 231078474 XXXXXXX XX 0000 524,489.14 525,000.00 231078450 LYNN MA 1905 200,742.82 201,000.00 231078447 XXXXXXX XX 0000 426,803.65 427,300.00 231078446 XXXXXXXX XX 00000 516,767.18 517,500.00 231078440 XXXXXXXXXX XX 0000 502,113.99 502,550.00 231078437 XXXXXXXXX XX 0000 228,460.06 228,600.00 231078432 XXXXXXXXXXX XX 0000 239,655.55 239,920.00 231078431 KEENE XX 0000 275,079.51 275,500.00 231078415 XXXXXX XX 0000 314,198.72 314,500.00 231078387 XXXXX XXXXXXXXX,X/X XXXXXXXXX XX 0000 299,455.51 300,000.00 231078384 CARVER MA 2330 329,659.46 330,000.00 231078316 XXXXXXXXXX XX 00000 129,927.48 130,000.00 231078302 XXXXXXXX XX 0000 99,929.88 100,000.00 231078286 SCITUATE RI 2857 336,921.59 337,250.00 231078266 XXX XXXXX XX 00000 363,606.43 364,000.00 231078218 XXXXXXXXX XX 0000 154,875.28 155,000.00 231078208 XXXXXXXXXX XX 0000 798,335.60 825,000.00 231078076 XXXXXXXXXX XX 0000 327,168.75 327,600.00 231078038 XXXXXX XXXXXX XX 00000 422,787.83 423,000.00 231078022 LYNN MA 1902 246,480.78 247,000.00 231077929 XXXXXXXXX XX 0000 347,591.41 348,000.00 231077886 XXXXXXX XX 0000 260,542.18 261,000.00 231077744 XXXXXXXXX XX 00000 117,790.79 118,000.00 231077734 XXXXXXXXXX XX 00000 130,890.10 131,000.00 231077719 XXXXXXXXXX XX 0000 169,667.14 170,000.00 231077710 XXXXXXXX XX 0000 265,290.88 268,000.00 231077655 XXXXXXXXXX XX 0000 278,392.92 278,800.00 231077615 BLOOMFIELD, X/X XXXXXX XX 0000 49,304.84 49,400.00 231077591 XXXXXXX XX 00000 546,884.39 547,500.00 231077587 BOROUGH XX XXXX XXXX XX 0000 279,471.56 280,000.00 231077502 XXXXXXXXX XX 0000 158,701.79 159,000.00 231077489 TOWN XX XXXXXXXX XX 0000 673,069.82 675,000.00 231077461 XXXXXXXXXX XX 0000 75,916.59 76,000.00 231077455 TOWN XX XXXXXXXXX XX 00000 391,000.00 391,000.00 231077394 XXXXXXX XX 0000 70,904.08 71,000.00 231077386 XXXXX XX 00000 394,727.17 395,000.00 231077365 FALL RIVER MA 2720 214,223.71 215,000.00 231077308 X. XXXXXXX XX 0000 628,914.90 630,000.00 231077170 XXXXXXXXXX XX 0000 71,853.56 71,960.00 231077066 XXX XXXX XX 00000 46,852.37 46,922.00 231076963 XXXX XXXXXXXXXXX XX 00000 111,686.27 112,000.00 231076912 BOROUGH XX XXXXXX XXXX XX 00000 96,029.24 96,200.00 231076739 TOWN XX XXXXXXXXXXXXXX XX 0000 26,556.65 26,600.00 231076735 XXXXXXXXX XXX XX 0000 308,091.38 308,750.00 231076615 XXXXXXXXX XX 0000 56,838.89 57,000.00 231076549 XXXX XXXXXXXX XX 0000 607,448.66 609,980.00 231076534 XXXXXXXXXX XX 0000 299,362.82 300,000.00 231076504 XXXXXXXX XX XXXXXXXX XX 0000 239,477.31 240,000.00 231076261 XXXXXXXX XX 00000 388,378.82 390,000.00 231076179 XXXXXXXXXX XX 0000 58,485.52 58,600.00 231076161 XXXXXXXXXX XX 0000 367,334.73 368,000.00 231075996 XXXXXXXXXXX XX 00000 32,509.78 32,600.00 231075949 XXXXX XXXXXX XX 0000 38,895.08 39,000.00 231075859 XXXXXXXX XX 00000 48,274.99 48,400.00 231075703 XXXX XXX XX 00000 136,730.29 137,000.00 231075610 XXXXXXXXX XX 00000 62,886.80 63,000.00 231075408 XXX XXXX XX 00000 307,682.57 308,000.00 231075392 XXXXXXXXXXXXX XX 00000 148,387.65 148,500.00 231074951 XXXXXXXX XX 00000 16,684.72 16,720.00 231074700 XXXXXX XXXXXXX XX 00000 68,276.19 68,400.00 231073965 XXXXXXXXXX XX 0000 230,598.21 232,000.00 231073944 XXX XX XXXXXXXXXXX XX 0000 108,306.82 108,720.00 231072982 XXXX XXXXX XX 00000 178,896.66 180,000.00 231072347 XXXXXXXXXXX XX 0000 125,375.26 126,400.00 231071799 XXXXXXXXXX XX 00000 59,551.14 60,000.00 231070508 XXXXXX XX 0000 65,779.77 66,000.00 231068687 XXXXXX XX 0000 182,802.88 183,920.00 231068342 XXXXX XXXXXXX XX 0000 136,880.00 136,880.00 231066108 XXXXX XX 00000 20,725.68 21,500.00 231015061 XXXX XXXXXXXX XX 0000 269,162.14 279,000.00 231011680 XXXXXXX XX 00000 101,829.44 105,600.00 231006303 CALIFON NJ 7830 259,881.41 280,000.00 211044625 XXXXXXXXXX XX 00000 439,000.00 439,000.00 211044505 XXXXXXXX XX 00000 275,000.00 275,000.00 211044447 XXXXXXX XX 00000 39,990.00 39,990.00 211044444 XXXXXXX XX 00000 159,960.00 159,960.00 211044336 XXXXXXXX XXXXXXX XX 00000 46,980.00 46,980.00 211044333 XXXXXXXX XXXXXXX XX 00000 187,920.00 187,920.00 211044322 XXXXXXXX XX 00000 230,000.00 230,000.00 211044294 XXXXXXX XX 00000 26,200.00 26,200.00 211044290 XXXXX XXXXXXXX XX 00000 170,000.00 170,000.00 211044288 XXXXXXX XX 00000 104,800.00 104,800.00 211044264 XXXXXXXXX XX 00000 173,894.00 173,894.00 211044251 XXXXXXXX XXXXX XX 00000 32,473.74 32,480.00 211044250 XXXXXXXXX XX 00000 275,500.00 275,500.00 211044248 XXXXXXXX XXXXX XX 00000 129,889.22 129,920.00 211044245 KING XXXXXXX XX 00000 167,200.00 167,200.00 211044228 XXXXXXXXX XX 00000 157,500.00 157,500.00 211044217 XXXXX XX 00000 134,320.00 134,320.00 211044216 XXXXXXX XXXXX XX 00000 132,000.00 132,000.00 211044215 XXXXXXX XXXXX XX 00000 234,000.00 234,000.00 211044168 XXXXXXXXXXXX XX 00000 385,000.00 385,000.00 211044154 XXXXXXXX XX 00000 188,000.00 188,000.00 211044153 XXXXXXX XX 00000 181,960.00 181,960.00 211044144 XXXXXXX XX 00000 25,600.00 25,600.00 211044143 XXXXXXX XX 00000 102,400.00 102,400.00 211044130 XXXXXXXXX XX 00000 125,100.00 125,100.00 211044127 XXXXXXX XX 00000 34,880.00 34,880.00 211044114 XXXXX XXXXXX XX 00000 282,000.00 282,000.00 211044083 XXXXXXX XX 00000 153,300.00 153,300.00 211044082 XXXXXXX XX 00000 30,980.00 30,980.00 211044071 XXXXXX XX 00000 92,700.00 92,700.00 211044060 XXXXXXX XX 00000 75,000.00 75,000.00 211044028 XXXXXXXXXXXXXX XX 00000 362,100.00 362,100.00 211044026 XXXXXXXXXX XX 00000 112,575.00 112,575.00 211044021 XXXXXXXXX XX 00000 309,823.67 310,000.00 211044020 XXXXXX XX 00000 26,000.00 26,000.00 211044018 XXXXXXXXXX XX 00000 40,794.96 40,806.00 211044017 XXXXXXXX XX 00000 175,500.00 175,500.00 211044015 XXXXXX XX 00000 104,000.00 104,000.00 211044014 XXXXXXXX XX 00000 234,360.00 234,360.00 211044012 XXXXXXXX XX 00000 351,500.00 351,500.00 211044007 XXXXXXXXX XX 00000 60,180.00 60,180.00 211044006 XXXXXXXXX XX 00000 55,629.64 55,640.00 211044005 XXXXXX XX 00000 154,293.20 154,400.00 211044002 XXXXXXXXX XX 00000 222,560.00 222,560.00 211043995 XXXXXXXXXX XX 00000 185,250.00 185,250.00 211043994 XXXXXXX XX 00000 33,600.00 33,600.00 211043991 XXXXXXX XX 00000 134,400.00 134,400.00 211043980 XXXXXXX XX 00000 75,000.00 75,000.00 211043977 XXXXXXX XX 00000 35,493.16 35,500.00 211043975 XXX XXXXXXX XX 00000 80,000.00 80,000.00 211043974 XXXXXXX XX 00000 30,600.00 30,600.00 211043969 XXXXXXX XX 00000 122,400.00 122,400.00 211043968 XXXXXXXXX XX 00000 185,000.00 185,000.00 211043961 XXXXXXXXXX XX 00000 45,000.00 45,000.00 211043959 XXXXXXX XXXX XX 00000 75,920.00 75,920.00 211043957 XXXXXXXXXX XX 00000 180,000.00 180,000.00 211043935 XXXXXXXX XX 00000 62,231.99 62,250.00 211043930 XXXXXXXXX XX 00000 285,600.00 285,600.00 211043919 XXXXXX XX 00000 237,000.00 237,000.00 211043910 XXXXXXXXXX XX 00000 451,185.80 451,320.80 211043909 XXXXX XX 00000 204,250.00 204,250.00 211043898 XXXXXXXXXX XX 00000 400,000.00 400,000.00 211043892 XXXXXXX XX 00000 139,520.00 139,520.00 211043877 XXXXXXX XX 00000 143,962.74 144,000.00 211043876 XXXXXXXX XX 00000 107,959.34 108,000.00 211043874 XXXXXXXX XX 00000 139,960.00 139,960.00 211043860 XXXXXXXXXXXXXXX XX 00000 334,173.34 334,400.00 211043855 XXXXX XXXX XX 00000 163,500.00 163,500.00 211043854 XXXXXXX XXXX XX 00000 138,000.00 138,000.00 211043848 XXXXXXXXXX XX 00000 350,000.00 350,000.00 211043839 XXXXXXXX XXXXX XX 00000 116,000.00 116,000.00 211043837 XXXXXXXX XX 00000 118,000.00 118,000.00 211043828 XXXXXXX XX 00000 498,750.00 498,750.00 211043824 XXXXX XX 00000 424,000.00 424,000.00 211043821 XXXXXXXXXX XX 00000 200,000.00 200,000.00 211043810 XXXXXXXXXXXXX XX 00000 42,400.00 42,400.00 211043808 XXXXXXXXXXXXX XX 00000 169,600.00 169,600.00 211043796 XXXXXXXXXXXX XX 00000 150,512.00 150,512.00 211043790 XXXXXXX XX 00000 153,718.79 153,840.00 211043789 XXXXXXXXX XX 00000 188,000.00 188,000.00 211043787 XXXXXXX XX 00000 299,867.29 300,000.00 211043783 XXXXXXXXXX XX 00000 183,500.00 183,500.00 211043782 XXXXXXXXX XX 00000 100,000.00 100,000.00 211043780 XXXXXXX XX 00000 132,300.00 132,300.00 211043771 XXXXXXX XX 00000 159,920.00 159,920.00 211043749 XXXXXX XXXXXXX XX 00000 108,000.00 108,000.00 211043748 XXXXXXXXXXXXXX XX 00000 111,011.27 111,040.00 211043746 XXXXX XXX XX 00000 89,567.70 89,600.00 211043743 XXXXXXX XXXXX XX 00000 202,500.00 202,500.00 211043741 XXXXX XX 00000 31,972.93 31,980.00 211043735 XXXXXX XXXXX XX 00000 178,500.00 178,500.00 211043733 XXX XXXX XX 00000 133,950.00 133,950.00 211043723 XXXXXXXXXXXX XX 00000 67,976.79 68,000.00 211043721 XXXX XXXXX XX 00000 279,862.28 280,000.00 211043717 XXXXXX XX 00000 255,902.57 256,000.00 211043716 XXXXXXXXXX XX 00000 452,000.00 452,000.00 211043714 XXXXXX XX 00000 251,999.67 252,128.00 211043704 XXXXXXXXXXXX XX 00000 79,881.51 79,920.00 211043689 XXXXXX XX 00000 28,593.46 28,600.00 211043685 XXXXXX XX 00000 114,400.00 114,400.00 211043684 XXXXXXXX XX 00000 124,000.00 124,000.00 211043674 XXXXXXX XX 00000 35,893.69 35,900.00 211043673 XXXXXXXX XX 00000 111,938.18 112,000.00 211043670 XXXXXXXXXXX XX 00000 149,625.00 149,625.00 211043668 XXXX XX 00000 36,136.27 36,143.00 211043661 XXXXXXXXXXXXXX XX 00000 171,680.00 171,680.00 211043657 XXXXX XX 00000 130,000.00 130,000.00 211043656 XXXXXX XX 00000 169,916.38 170,000.00 211043654 XXXXXXXXXXXXXX XX 00000 321,790.00 321,790.00 211043648 XXXXXXXXX XX 00000 81,000.00 81,000.00 211043647 XXXXXXXXXXX XX 00000 424,000.00 424,000.00 211043646 XXXXXX XXXXXX XX 00000 27,900.00 27,900.00 211043642 XXXXXX XXXXXX XX 00000 111,600.00 111,600.00 211043641 XXXXXXXXX XX 00000 324,000.00 324,000.00 211043629 XXXXXXX XX 00000 103,898.18 103,960.00 211043623 X XXXXXXX XXXXX XX 00000 67,979.88 68,000.00 211043617 XXXXXX XX 00000 185,600.00 185,600.00 211043609 XXXXXXXXXX XX 00000 260,000.00 260,000.00 211043600 XXXXXXX XX 00000 24,575.27 24,580.00 211043590 XXXXXXX XX 00000 67,120.00 67,120.00 211043586 XXXXXX XX 00000 24,492.59 24,500.00 211043585 XXXXXXX XX 00000 200,200.43 200,300.00 211043582 XXXXXXX XX 00000 100,800.00 100,800.00 211043553 XXXXXXXXXX XX 00000 405,000.00 405,000.00 211043546 XXXXXXXXX XX 00000 460,000.00 460,000.00 211043543 XXXXXX XXXX XX 00000 244,942.80 245,000.00 211043540 XXXXXXXXXX XX 00000 198,800.00 198,800.00 211043527 XXXXXX XX 00000 345,820.62 346,000.00 211043507 XXXXXXX XX 00000 36,790.04 36,800.00 211043504 XXXXXXX XX 00000 147,112.64 147,200.00 211043498 XXXX XXXXXX XX 00000 127,200.00 127,200.00 211043480 XXXXXXXXX XX 00000 180,000.00 180,000.00 211043476 XXXXXX XX 00000 101,600.00 101,600.00 211043472 XXXXXXXXXXXX XX 00000 62,400.00 62,400.00 211043464 XXXXXX XXXXXX XX 00000 311,793.67 312,000.00 211043461 XXXXXXX XX 00000 103,163.02 103,200.00 211043456 XXXXXXX XX 00000 98,000.00 98,000.00 211043454 ROCKY XXXXX XX 00000 23,974.20 23,980.00 211043453 XXXXXXXXXXX XX 00000 29,000.00 29,000.00 211043450 XXXXXXXXXXX XX 00000 116,000.00 116,000.00 211043444 XXXXXXXXXXX XX 00000 33,000.00 33,000.00 211043443 XXXXXXXXXXX XX 00000 132,000.00 132,000.00 211043438 XXXXX XX 00000 94,965.31 95,000.00 211043431 XXXXXXXXXX XX 00000 114,326.77 114,360.00 211043416 XXXXXXXXXX XX 00000 200,000.00 200,000.00 211043415 XXXXXXXXX XX 00000 175,200.00 175,200.00 211043412 XXXXXXX XXXXXXX XX 00000 240,000.00 240,000.00 211043406 XXXXXX XXXX XX 00000 52,985.17 53,000.00 211043393 XXXXXXXXXXXXXX XX 00000 200,694.81 200,800.00 211043384 XXXXXXX XX 00000 105,000.00 105,000.00 211043372 XXXXX XXXXXXXX XX 00000 90,970.91 91,000.00 211043352 XXXXXXX XX 00000 63,982.68 64,000.00 211043329 XXXX XX 00000 54,120.63 54,137.00 211043322 XXXXXX XXXX XX 00000 130,625.00 130,625.00 211043313 XXXXXXXXX XXXX XX 00000 107,250.00 107,250.00 211043284 XXXXXX XX 00000 168,670.85 168,750.00 211043271 XXXXX XXXXX XX 00000 72,000.00 72,000.00 211043264 XXX XXXXX XX 00000 374,855.12 375,000.00 211043230 XXXXX XX 00000 180,000.00 180,000.00 211043227 XXXXX XXXXXXXXXX XX 00000 136,530.40 136,530.40 211043220 XXXXXX XXXX XX 00000 145,780.00 145,780.00 211043213 XXXX XXXXX XX 00000 129,846.93 129,935.00 211043206 XXXXXXXXX XX 00000 34,545.64 34,554.00 211043203 XXXXXXXX XXXXX XX 00000 135,840.80 135,877.00 211043202 XXXXX XX 00000 97,472.41 97,500.00 211043195 XXX XXXXXX XX 00000 209,892.27 210,000.00 211043194 XXXXXXX XX 00000 24,840.00 24,840.00 211043184 XXXXXXXXXXXX XX 00000 99,862.51 99,920.00 211043163 XXXXXXX XX 00000 196,000.00 196,000.00 211043162 XXXXXXXXX XX 00000 59,976.16 60,000.00 211043147 XXX XXXXX XX 00000 112,882.28 112,950.00 211043114 XXXXXXX XX 00000 120,000.00 120,000.00 211043082 XXXXXXXXXX XX 00000 25,992.13 26,000.00 211043077 XXXXXXXXXX XX 00000 103,937.64 104,000.00 211043075 XXXXXXXXX XX 00000 35,150.00 35,150.00 211043074 XXXXXXXXX XX 00000 140,600.00 140,600.00 211043061 XXXXXXXXXX XX 00000 144,591.76 144,675.00 211043038 XXXXXX XX 00000 126,040.54 126,100.00 211043032 XXXXXX XXXX XX 00000 358,320.00 358,320.00 211043029 XXXXXXX XX 00000 36,983.63 37,000.00 211043025 XXXXXXX XX 00000 147,937.83 148,000.00 211043017 XXXXXXXX XX 00000 143,958.75 144,000.00 211043008 XXXXXXXXX XX 00000 176,000.00 176,000.00 211042994 XXXXXXX XX 00000 29,989.30 30,000.00 211042972 XXXXXXXX XX 00000 175,863.38 176,000.00 211042943 XXXXXXXX XX 00000 26,393.61 26,400.00 211042942 XXXXXXX XX 00000 24,715.23 24,720.00 211042938 XXXXXXXX XX 00000 105,541.11 105,600.00 211042920 XXXXX XXX XX 00000 50,758.84 51,000.00 211042851 XXXXXXX XX 00000 23,760.25 23,766.00 211042840 XXXXXXXXX XX 00000 179,900.00 179,900.00 211042823 XXXXXXXX XX 00000 319,516.10 319,600.00 211042813 XXXXXXXXXXXX XX 00000 203,400.00 203,400.00 211042804 XXXXXXXXX XX 00000 39,017.41 39,087.20 211042775 XXXXX XX 00000 77,400.00 77,400.00 211042752 XXXXXXXXX XX 00000 92,732.35 92,800.00 211042748 XXXXXXXXXXXXXX XX 00000 59,965.49 59,980.00 211042741 XXXXXX XX 00000 139,825.42 139,902.00 211042736 XXXXXXXX XX 00000 129,250.00 129,250.00 211042725 XXXXX XXXXXX XX 00000 976,000.00 976,000.00 211042706 XXXXXXXXXX XX 00000 91,577.84 91,600.00 211042704 XXXXXXXXXX XX 00000 366,096.69 366,400.00 211042667 XXXXXXXX XXXX XX 00000 35,991.29 36,000.00 211042624 XXXXXXXXXX XX 00000 28,260.62 28,276.00 211042623 XXXXXXX XX 00000 41,235.93 41,256.00 211042605 XXXXXXXXX XX 00000 20,989.78 21,000.00 211042592 XXXXXXXXXXXX XX 00000 213,677.88 213,750.00 211042578 XXXXXXXX XX 00000 25,686.01 25,700.00 211042492 XXXXXXX XXXX XX 00000 32,322.41 32,340.00 211042453 XXXXXXX XX 00000 25,585.55 25,598.00 211042432 XXXXXXXXXXX XX 00000 23,588.52 23,600.00 211042400 XXXXXXX XX 00000 105,154.88 105,210.00 211042338 XXXXXXXX XX 00000 27,586.57 27,600.00 211042330 XXXXXX XXXX XX 00000 84,034.51 84,075.00 211042322 XXXXXXXXXX XX 00000 41,911.20 41,934.00 211042306 XXXXXXXXXXX XX 00000 57,540.82 57,556.40 211042300 XXXXXXXX XX 00000 30,986.22 31,000.00 211042279 XXXXXXX XX 00000 32,982.03 33,000.00 211042215 XXXXXXX XX 00000 123,016.98 123,100.00 211042174 XXXXXXXXX XX 00000 57,991.37 58,000.00 211042146 XXXXX XX 00000 27,986.39 28,000.00 211042121 XXXXXXXXX XX 00000 23,988.32 24,000.00 211042110 XXXXXXX XX 00000 25,292.39 25,300.00 211042098 XXXXXXXXXX XX 00000 136,420.63 136,500.00 211042086 XXXXX XXXXX XX 00000 27,768.36 27,800.00 211042073 XXXXXXXXX XX 00000 117,750.00 117,750.00 211042056 XXXXXXXXX XX 00000 39,157.96 39,177.00 211042022 XXX XXXXX XX 00000 434,634.55 435,000.00 211042015 XXXXX XX 00000 41,577.38 41,600.00 211041898 XXXXXXXXXXXX XX 00000 337,332.27 337,500.00 211041892 XXXXXXXXXXX XX 00000 53,746.73 53,776.00 211041884 XXXXXXX XX 00000 516,543.17 516,800.00 211041818 XXXXXXXXXXX XX 00000 360,781.30 361,000.00 211041776 XXXXXXX XX 00000 71,980.00 71,980.00 211041768 XXXXX XX 00000 20,370.09 20,380.00 211041706 XXXXXX XX 00000 29,950.42 29,965.00 211041464 XXXXXXXXX XX 00000 57,125.85 57,157.00 211041140 XXXXXXXX XX 0000 144,789.66 144,900.00 211040936 XXXXXXXXXXXX XX 00000 95,000.00 95,000.00 211040669 XXXXXXXXX XX 00000 141,040.47 141,120.00 211040466 XXXXXX XX 00000 131,915.28 132,000.00 211040156 XXXXXX XX 00000 90,859.03 91,000.00 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XX 00000 28,864.95 28,879.00 171031956 XXXXX XXXX XX 00000 115,517.00 115,517.00 171031952 XXXX XXXXXXX XX 00000 56,960.27 57,000.00 171031949 XXX XXXXXX XX 00000 105,557.12 105,600.00 171031948 XXXX XXXXXXX XX 00000 227,646.73 228,000.00 171031932 XXXXX XXXX XX 00000 171,722.24 171,792.00 171031928 XXXXXXXX XX 00000 445,000.00 445,000.00 171031909 XXXXXX XXXXXX XX 00000 99,234.23 99,298.00 171031903 XXXXXXXX XXXX XX 00000 151,900.00 151,900.00 171031890 XXXXXXXXX XX 00000 237,600.00 237,600.00 171031836 XXX XXXX XX 00000 22,995.72 23,000.00 171031835 XXXXXXXX XX 00000 53,950.47 54,000.00 171031833 XXX XXXX XX 00000 91,955.69 92,000.00 171031831 XXXXXXXX XX 00000 215,668.63 216,000.00 171031818 XXXXXXX XX 00000 138,716.64 138,750.00 171031809 XXXXXX XX 00000 32,580.27 32,598.00 171031802 XXXXX XX 00000 71,801.03 71,838.00 171031801 XXXXX XX 00000 287,348.00 287,348.00 171031793 XXXXXX XX 00000 27,362.68 27,376.00 171031782 XXXX XX 00000 103,943.43 104,000.00 171031755 XXXXXXX XX 00000 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113,734.00 171030893 XXXX XXXXX XX 00000 589,465.55 590,000.00 171030873 XXXXXXXXXX XX 00000 89,880.69 90,000.00 171030702 XXXXX XXXX XX 00000 30,358.47 30,375.00 171030512 XXXXX XXXXX XX 00000 65,889.06 66,000.00 171030330 FT XXXXX XX 00000 25,375.30 25,400.00 171030083 XXXX XXXXX XX 00000 760,000.00 760,000.00 171029956 XXX XXXXX XX 00000 178,566.57 179,000.00 171029807 X XXX XXXXX XX 00000 167,237.68 168,000.00 171029691 XXXXXXXX XX 00000 79,798.51 80,000.00 171029291 XXXXXXXX XX 00000 25,679.39 25,728.00 171028970 XXXXXXXX XX 00000 129,219.26 130,392.00 171028744 XXXXXXXXXX XXXXXXX XX 00000 128,882.96 130,019.00 171028087 XXXXXXX XX 00000 73,521.46 73,879.00 171028085 XXXXXXX XX 00000 295,515.99 295,516.00 171025546 XXXXXXXX XX 00000 150,073.99 150,074.00 171025188 XXXX XX 00000 26,479.80 26,688.00 171007458 XXXXXXXXXX XX 00000 341,631.23 356,250.00 171003368 XXX XXXXX XX 00000 332,832.86 349,440.00 161049357 XXXXXXXX XX 0000 525,000.00 525,000.00 161049320 XXXXXXX XX 0000 160,000.00 160,000.00 161049315 GARDNER MA 1440 41,200.00 41,200.00 161049314 XXXXXXX XX 0000 526,000.00 526,000.00 161049313 GARDNER MA 1440 164,800.00 164,800.00 161049293 XXXXXXX XX 0000 412,800.00 412,800.00 161049247 XXXX XXXXXXXXXX XX 0000 191,250.00 191,250.00 161049234 SPENCER MA 1562 360,000.00 360,000.00 161049223 XXXX XXXXXXXX XX 0000 133,600.00 133,600.00 161049214 XXXXXXXXXXX XX 0000 336,800.00 336,800.00 161049202 XXXXXXXX XX 0000 210,000.00 210,000.00 161049201 XXXXXXXX XX 0000 313,965.00 313,965.00 161049196 XXXXXXXXXXX XX 0000 327,200.00 327,200.00 161049188 XXXXXXXXX XX 0000 75,000.00 75,000.00 161049183 XXXX XXXXXXXXXXX XX 0000 175,964.58 176,000.00 161049176 XXXXXXXXXXX XX 0000 175,000.00 175,000.00 161049175 XXXXXXXXXX XX 0000 302,100.00 302,100.00 161049167 XXXXXXXXX XX 0000 267,872.29 268,000.00 161049162 XXXX XXXXXXX XX 0000 302,298.56 302,400.00 161049153 XXXXXXXXXXX XX 00000 1,025,000.00 1,025,000.00 161049149 XXXXXXXX XX 0000 110,000.00 110,000.00 161049140 SCITUATE MA 2066 522,000.00 522,000.00 161049135 XXXXXX XX 0000 213,600.00 213,600.00 161049132 XXXXXXXX XX 0000 239,927.17 240,000.00 161049131 XXXXXXXX XX 0000 259,923.34 260,000.00 161049128 XXXXXXX XX 0000 157,500.00 157,500.00 161049116 XXXXXXXXXX XX 0000 290,000.00 290,000.00 161049115 XXXXXXXXXX XX 0000 248,000.00 248,000.00 161049109 XXXXXXXX XX 0000 341,886.90 342,000.00 161049103 XXXXXXX XX 0000 459,789.90 460,000.00 161049098 XXXXXXXX XX 0000 486,000.00 486,000.00 161049095 XXXXXXXXX XX 0000 110,963.33 111,000.00 161049078 XXXXXXXX XX 0000 300,000.00 300,000.00 161049075 XXXXXXXXX XX 0000 260,000.00 260,000.00 161049073 XXXXXXXXX XX 0000 300,800.00 300,800.00 161049067 XXXXXXXX XX 0000 315,400.00 315,400.00 161049056 PROVIDENCE RI 2908 278,852.31 279,000.00 161049055 XXXXXXXXXX XX 0000 454,862.91 455,000.00 161049046 XXXXXXX XX 0000 541,500.00 541,500.00 161049045 FALL RIVER MA 2720 331,447.64 331,550.00 161049041 XXXXXXXXX XX 0000 247,000.00 247,000.00 161049039 PAWTUCKET RI 2860 240,000.00 240,000.00 161049022 XXXXXX XX 0000 130,000.00 130,000.00 161049014 XXXXXX XX 0000 660,000.00 660,000.00 161049008 XXXXXXX XX 0000 333,000.00 333,000.00 161048979 XXXXXXXXXXXX XX 0000 178,151.83 178,200.00 161048978 XXXXXXXXXXX XX 0000 135,000.00 135,000.00 161048961 XXXXXXXXXX XX 0000 61,600.00 61,600.00 161048960 XXXXXXXXXX XX 0000 246,400.00 246,400.00 161048951 XXXXXXXXXXX XX 0000 107,920.00 107,920.00 161048948 XXXXXX XX 0000 360,000.00 360,000.00 161048939 XXXXXXX XX 0000 218,843.87 219,000.00 161048937 XXXX XXXXXX XX 00000 143,805.47 143,920.00 161048926 XXXXXXXX XX 0000 291,904.81 292,000.00 161048920 XXXXXXXXX XX 0000 311,759.02 312,000.00 161048917 XXXXXXXXX XX 0000 713,757.05 714,000.00 161048908 XXXXXXXX XX 0000 344,916.56 345,000.00 161048887 XXXXXXXX XX 0000 54,186.89 54,200.00 161048861 XXXXXXXX XX 0000 187,941.28 188,000.00 161048857 XXXXXXXXXXX XX 0000 159,000.00 159,000.00 161048823 XXXXXXX XX 0000 360,000.00 360,000.00 161048819 XXXXXXX XX 0000 367,500.00 367,500.00 161048811 XXXXXXXXXXX XX 0000 130,363.71 130,400.00 161048795 XXXXXXXXXX XX 0000 398,984.20 399,200.00 161048787 XXXXXXXXX XX 0000 53,986.94 54,000.00 161048783 XXXXXXXX XX 0000 374,690.34 374,850.00 161048747 XXXXXX XX 0000 72,764.59 72,800.00 161048708 XXXXXXX XX 0000 275,341.64 275,405.00 161048693 XXXXXXX XX 0000 215,949.57 216,000.00 161048668 XXXXXXXXX XX 0000 39,990.32 40,000.00 161048666 XXXXXXXXX XX 0000 159,903.07 160,000.00 161048639 XXXXXXXX XX 0000 129,973.44 130,000.00 161048637 XXXXXX XX 0000 71,960.82 72,000.00 161048624 SANFORD ME 4073 415,351.74 415,625.00 161048505 XXXXXXXXXX XX 0000 468,000.00 468,000.00 161048491 XXXXXXXXXX XX 0000 336,000.00 336,000.00 161048460 XXXXXXXXX XX 0000 27,984.77 28,000.00 161048438 XXXXXX XX 0000 67,969.77 68,000.00 161048399 E PROVIDENCE RI 2914 46,977.13 47,000.00 161048336 LYNN MA 1902 87,950.77 88,000.00 161048147 XXXXXXXX XX 0000 338,066.93 338,400.00 161048139 XXXXXX XX 0000 375,467.28 376,000.00 161048117 XXXXXXXX XX 0000 184,379.10 184,500.00 161048112 XXXXXXX XX 0000 481,260.70 481,500.00 161048106 XXXXXXXX XX 0000 192,768.64 193,000.00 161048061 XXXXXXXXXXX XX 0000 29,285.75 29,300.00 161048022 XXXXXXXXXX XX 0000 429,682.99 430,000.00 161048014 XXXXXXXX XX 0000 500,302.26 500,650.00 161048003 XXXXXXXXXXX XX 0000 209,821.88 209,950.00 161047993 XXXXXXXXXX XX 0000 292,844.22 293,000.00 161047992 XXXXXXX XX 0000 341,673.73 342,000.00 161047973 XXXXXXXXXX XX 0000 364,000.00 364,000.00 161047960 XXXXXXX XX 0000 764,483.65 765,000.00 161047959 XXXXXXXX XX 0000 615,677.37 616,000.00 161047950 XXXXXXX XXXXX XX 0000 314,678.73 315,000.00 161047936 XXXXXXXX XX 0000 248,745.88 249,600.00 161047923 XXXXXXXXXXXX XX 0000 141,502.99 141,600.00 161047921 CARVER MA 2330 359,780.97 360,000.00 161047916 XXXXXXXX XX 0000 392,245.83 392,500.00 161047913 XXXXXXX XX 0000 386,710.50 387,000.00 161047903 XXXXXX XX 0000 231,821.31 232,000.00 161047901 XXXXXXX XX 0000 231,725.73 232,000.00 161047883 HOLDEN MA 1522 121,419.21 121,500.00 161047874 XXXXXXXXXX XX 0000 483,878.93 484,200.00 161047872 XXXXXXXXXX XX 0000 143,865.24 144,000.00 161047869 XXXXXXXX XX 0000 259,700.27 260,000.00 161047865 XXXXXXXXX XX 0000 335,662.17 336,000.00 161047863 SCITUATE MA 2066 489,557.40 490,000.00 161047849 XXXXXXXX XX 0000 265,759.73 266,000.00 161047845 XXXXXXXXX XX 0000 359,764.10 360,000.00 161047843 XXXXXXX XX 0000 409,642.74 410,000.00 161047841 XXXXXXXX XX 0000 288,970.66 289,200.00 161047798 XXXXXXX XX 0000 382,152.05 382,500.00 161047767 XXXXXXXXXX XX 0000 135,811.71 136,000.00 161047762 XXXXXXXX XX 0000 179,828.00 180,000.00 161047744 XXXXXXXX XX 0000 223,594.29 224,000.00 161047743 XXXXXXXXXX XX 0000 50,000.00 50,000.00 161047716 XXXX XXXXXXXXXX XX 0000 167,882.22 168,000.00 161047697 XXXXXXXXX XX 0000 139,769.13 140,000.00 161047694 XXXXXXXXX XX 0000 187,779.26 188,000.00 161047668 XXXXXXXX XX 0000 389,655.24 390,000.00 161047647 NATICK MA 1760 619,381.03 620,000.00 161047635 XXXXXXXX XX 0000 299,576.07 300,000.00 161047627 XX. XXXXX XXXXXX XX 00000 144,257.10 144,500.00 161047590 XXXXXXX XX 0000 304,531.11 305,000.00 161047568 XXXXXX XX 0000 423,290.88 424,000.00 161047563 XXXXXXXXX XX 0000 209,693.03 210,000.00 161047414 CANAAN CT 6031 219,525.74 220,000.00 161047320 XXXXXXXX XX 0000 36,921.93 37,000.00 161047290 XXXXXXX XX 0000 229,321.28 229,500.00 161047250 XXXXXXX XX 0000 331,595.10 332,000.00 161047231 XXXXXXXXXXX XX 0000 38,761.40 38,800.00 161047193 XXXXXXX XX 0000 529,171.49 530,000.00 161047130 FRANKLIN MA 2038 230,291.91 231,000.00 161047045 DRACUT MA 1826 310,391.26 311,000.00 161047042 XXXXXXX XX 0000 298,719.06 300,000.00 161046841 XXXXXXXX XX 0000 67,769.72 67,920.00 161046774 XXXXX XX 0000 424,318.84 425,000.00 161046697 XXXXX XX 0000 126,912.34 127,200.00 161046683 XXXXXX XX 0000 435,412.65 436,500.00 161046597 XXXXXXXX XX 0000 53,109.41 53,200.00 161046520 XXXXXXXXX XX 0000 59,833.94 60,000.00 161046512 XXXXXXXX XX 0000 325,920.85 326,700.00 161046257 XXXXXXXXX XX 0000 61,819.12 62,000.00 161045356 XXXXXXXX XX 0000 306,023.58 307,500.00 161045242 XXXXXXXXXX XX 0000 259,501.47 260,000.00 161044953 XXXXXXXXXX XX 0000 225,368.75 226,350.00 161044795 SPENCER MA 1562 187,598.20 188,000.00 161040647 XXXXXXXX XX 0000 591,823.29 600,000.00 161009952 XXXXXXX XX 0000 297,918.56 310,500.00 161008498 XXXXXXXXX XX 0000 47,233.59 50,000.00 161006011 XXXXXX XX 0000 507,296.00 533,000.00 151033951 XXXXXXXXXX XX 00000 206,820.00 206,820.00 151033883 XXXX XXXXXXXXX XX 0000 595,000.00 595,000.00 151033674 XXXXXXXXXXXX XX 00000 96,000.00 96,000.00 151033672 XXXXXXXXXX XX 0000 300,000.00 300,000.00 151033639 XXXXXX XX 00000 85,000.00 85,000.00 151033632 XXXXXXXXX XX 00000 311,200.00 311,200.00 151033624 XXXXXX XX 0000 350,000.00 350,000.00 151033617 XXXXXXXXXXXXX XX 0000 116,000.00 116,000.00 151033608 XXXXXXX XX 0000 395,500.00 395,500.00 151033596 BRICK NJ 8723 220,000.00 220,000.00 151033594 ROCKAWAY NJ 7866 641,000.00 641,000.00 151033584 WALL NJ 7719 278,000.00 278,000.00 151033580 BRICK NJ 8724 289,000.00 289,000.00 151033574 XXXXXXXX XX 00000 121,500.00 121,500.00 151033561 XXXXXXXX XX 00000 103,880.00 103,880.00 151033556 BAYONNE NJ 7002 378,000.00 378,000.00 151033532 XXXXXXX XXXX XX 0000 337,000.00 337,000.00 151033530 XXXXXXXXX XX 00000 288,000.00 288,000.00 151033515 XXXXXXXX XX 00000 126,000.00 126,000.00 151033508 XXXXXXXX XX 0000 332,000.00 332,000.00 151033495 XXXX XXXX XXXXXX XX 0000 390,000.00 390,000.00 151033491 XXXX XXXXX XX 0000 159,000.00 159,000.00 151033486 XXXXXX XX 00000 126,750.00 126,750.00 151033457 XXXXXXXXXXXX XX 00000 131,750.00 131,750.00 151033437 XXXXXXXX XX 0000 150,400.00 150,400.00 151033419 XXXXXXXXXX XX 0000 230,800.00 230,800.00 151033416 XXXX XX 00000 231,300.00 231,300.00 151033394 XXXXXXXX XX 00000 112,500.00 112,500.00 151033385 XXXXXXXX XX 00000 604,960.00 604,960.00 151033384 XXXXXXXXXXXX XX 00000 57,000.00 57,000.00 151033383 XXXXXX XX 00000 151,943.39 152,000.00 151033370 XXXXX XXXXXXXX XX 00000 473,850.00 473,850.00 151033331 XXXXXXXXX XX 00000 88,350.00 88,350.00 151033324 XXXXXXX XX 0000 284,000.00 284,000.00 151033313 XXXXXXXX XX 00000 610,000.00 610,000.00 151033302 XXXXXXXX XX 0000 176,900.00 176,900.00 151033301 XXXXXXXXXXXX XX 0000 427,975.00 427,975.00 151033298 XXXXXXXXXXXX XX 00000 31,980.00 31,980.00 151033280 XXXXXXXX XX 0000 306,406.99 306,500.00 151033268 XXXXXXXXXX XX 0000 230,000.00 230,000.00 151033263 XXXXXXXXXX XX 00000 89,962.26 90,000.00 151033249 XXXXXXXXXXX XX 00000 56,250.00 56,250.00 151033244 MANTUA NJ 8051 190,800.00 190,800.00 151033241 XXXXXXX NJ 8527 280,000.00 280,000.00 151033238 XXXXXXXXXX XX 0000 252,000.00 252,000.00 151033233 XXXXXXXXXXXX XX 00000 154,850.00 154,850.00 151033232 XXXXXXXXXXXX XX 00000 153,000.00 153,000.00 151033220 XXXXXX XX 00000 79,880.69 79,920.00 151033216 XXXXXXX XXXXXX XX 00000 153,520.00 153,520.00 151033209 XXXXXXXX XX 0000 495,000.00 495,000.00 151033204 XXXXXXXXXXXX XX 00000 220,000.00 220,000.00 151033189 XXXXXXXXX XX 0000 403,750.00 403,750.00 151033185 XXXXXXXXX XX 00000 300,000.00 300,000.00 151033182 XXXXXX XXXXX XX 00000 90,250.00 90,250.00 151033178 XXXXX XXXXXXXX XXX XX 0000 57,390.00 57,390.00 151033172 EGG XXXXXX XXXXXXXX XX 0000 400,000.00 400,000.00 151033170 XXXXXXXXXX XX 00000 192,000.00 192,000.00 151033161 XXXX XXXXXXX XX 00000 154,800.00 154,800.00 151033160 XXXXXXX XXXXXXXX XX 00000 75,964.73 76,000.00 151033157 XXXXXXXXX XXXX XX 0000 399,846.11 400,000.00 151033155 XXXXXXXXXXXX XX 0000 393,499.30 393,682.00 151033147 XXXXX XXXXX XX 0000 194,879.42 195,000.00 151033135 WALL NJ 7719 700,000.00 700,000.00 151033124 XXXXX XX 00000 170,942.78 171,000.00 151033117 XXXXXXXXX XX 0000 425,000.00 425,000.00 151033115 XXXXXXXXX XX 0000 374,000.00 374,000.00 151033103 XXXX XXXXXXXX XX 00000 111,000.00 111,000.00 151033102 XXXXXXXX XX 0000 233,512.00 233,512.00 151033096 XXXXX XXXXX XX 00000 65,720.00 65,720.00 151033095 XXXXXXXXXXXX XX 00000 66,378.07 66,400.00 151033088 XXXXX XX 00000 149,000.00 149,000.00 151033087 XXXX XXXX XX 00000 360,000.00 360,000.00 151033077 XXXXXX XX 0000 121,947.17 122,000.00 151033063 XXXXXX XX 00000 344,250.00 344,250.00 151033059 XXXXX XX 00000 180,000.00 180,000.00 151033058 SEA BRIGHT NJ 7760 447,790.99 448,000.00 151033045 TEANECK NJ 7666 260,000.00 260,000.00 151033037 XXXXXXX XX 00000 80,000.00 80,000.00 151033035 XXXXXXXXX XX 00000 99,000.00 99,000.00 151033033 XXXXXXXXX XXX XX 00000 407,739.83 408,000.00 151033032 XXXXXXXX XX 00000 307,843.64 308,000.00 151033028 XXXXXXXX XXXX XXXXXXX XX 00000 270,000.00 270,000.00 151033014 XXXXXXXXXXX XX 0000 183,600.00 183,600.00 151033011 XXXXXXXXX XX 00000 128,000.00 128,000.00 151033009 XXXXXXX XX 00000 95,000.00 95,000.00 151033008 XXXXXXXX XXXX XX 00000 200,000.00 200,000.00 151033003 XXXXXXXXX XX 00000 148,709.86 148,800.00 151032999 XXXXXXX XX 00000 98,356.38 98,400.00 151032998 XXXXXXX XXXX XX 00000 156,729.69 156,750.00 151032995 XXXXXXXXXXXX XX 00000 116,000.00 116,000.00 151032992 XXXXXXXXX XX 00000 141,000.00 141,000.00 151032975 XXXXXXXX XX 0000 131,894.23 131,920.00 151032967 XXX XXXX XX 00000 335,750.00 335,750.00 151032964 XXXXX XXXXXXXX XX 0000 236,000.00 236,000.00 151032954 XXXXXXXXXXXXX XX 0000 105,000.00 105,000.00 151032950 EGG XXXXXX XXXX XX 0000 182,750.00 182,750.00 151032930 XXXXXXX XX 00000 180,000.00 180,000.00 151032924 XXXXXXXXX XX 00000 75,000.00 75,000.00 151032914 XXXXXXX XX 0000 86,000.00 86,000.00 151032911 XXXXXXXXXXXX XX 00000 142,959.08 143,000.00 151032894 XXXXXXXXXX XX 00000 153,896.46 154,000.00 151032887 XXXXXXXX XX 00000 103,962.02 104,000.00 151032878 XXXXXXXXXX XX 00000 664,647.96 665,000.00 151032826 XXXXXX XX 0000 366,802.84 367,000.00 151032822 XXXXX XXXXX XX 00000 265,843.77 266,000.00 151032814 XXXXXXXX XX 0000 396,000.00 396,000.00 151032804 XXXXXXXX XX 0000 168,958.15 169,000.00 151032798 XXXXX XXXXXX XX 0000 224,850.55 225,000.00 151032771 XXXX XXXX XX 0000 335,839.88 336,000.00 151032769 BRICK NJ 8724 145,000.00 145,000.00 151032755 XXXXXX XX 0000 55,874.22 56,175.00 151032742 XXXXXXX XX 0000 104,000.00 104,000.00 151032738 XXXXXXX XX 0000 212,500.00 212,500.00 151032737 XXXXXXXXXX XX 0000 150,440.20 150,500.00 151032711 XXXXXXXXX XX 00000 301,500.00 301,500.00 151032705 XXXXXXXXXXX XX 00000 148,690.24 148,750.00 151032676 XXXX XXXXX XX 0000 168,000.00 168,000.00 151032668 XXXXX XX 0000 224,000.00 224,000.00 151032651 XXXXX XXXX XX 0000 236,933.09 237,000.00 151032588 XXXXXX-XXXXX XX 00000 49,981.78 50,000.00 151032562 XXXXXX XX 00000 71,200.00 71,200.00 151032550 XXXXXXXX XXXXXXX XX 00000 91,000.00 91,000.00 151032549 XXXXXXXXXXX XX 00000 82,000.00 82,000.00 151032548 XXXXXXXXXXX XX 00000 328,000.00 328,000.00 151032536 XXXXXX XXXXX XX 00000 69,440.00 69,440.00 151032532 XXXXXX XX 00000 100,000.00 100,000.00 151032522 XXXXXXXXX XX 00000 55,177.59 55,200.00 151032492 XXXXXXXXXXXX XX 00000 41,976.52 42,000.00 151032414 XXXXXXX XX 00000 117,000.00 117,000.00 151032396 XXXXXX XXXXX XX 00000 60,000.00 60,000.00 151032370 XXXXXX XXXXX XX 00000 83,896.30 84,000.00 151032359 XXXXXXXXXX XX 00000 27,496.59 27,600.00 151032328 XXXXXXX XXXXXXX XX 00000 99,937.84 100,000.00 151032301 XXXXXXXXXXX XX 0000 52,974.22 53,000.00 151032286 XXXXXXXXXX XX 00000 25,988.45 26,000.00 151032274 XXXXXXXXX XX 00000 99,946.39 100,000.00 151032111 XXXXXXXXXXXX XX 00000 128,395.08 128,500.00 151031796 XXXXXXXXXX XX 00000 154,731.18 154,850.00 151031485 XXXXXXXX XXXXX XX 0000 358,561.17 360,000.00 151031445 XXX XXXX XX 00000 345,360.58 346,000.00 151031399 XXXXXXXXX XX 00000 47,935.18 48,000.00 151031281 XXXXXXXXXX XX 00000 87,716.54 88,000.00 151031195 XXXXXXXXXXXX XX 00000 122,697.21 123,250.00 151030933 XXXXXXXXXXXX XX 00000 80,742.30 81,000.00 151030480 XXXXXXXXX XX 00000 73,381.54 73,500.00 151029154 XXXX XXXXX XX 00000 69,669.83 70,000.00 151007102 XXXXX XX 00000 65,356.68 69,000.00 141054951 CENTER MORICHES T\O XXXXXXXXXX XX 00000 260,000.00 260,000.00 141054944 XXXXXXXXXX XX 0000 116,000.00 116,000.00 141054941 XXXXXXXX XX 0000 82,400.00 82,400.00 141054905 XXXXXXXXXX XX 00000 240,279.00 240,279.00 141054859 XXXXXXX XX 0000 140,000.00 140,000.00 141054847 NAUGATUCK CT 6770 319,200.00 319,200.00 141054845 XXXXXXXX XX 0000 175,000.00 175,000.00 141054826 XXXXXXX XX 0000 504,000.00 504,000.00 141054822 XXXXXXXXXXX XX 0000 139,120.00 139,120.00 141054815 XXX XXXXX XX 0000 185,300.00 185,300.00 141054803 XXXXX XX 00000 114,000.00 114,000.00 141054801 WADING XXXXX XX 00000 450,500.00 450,500.00 141054784 XXX XXXXX XX 0000 150,018.00 150,018.00 141054777 XXXXXXXX XX 00000 148,500.00 148,500.00 141054775 XXXXXXX XXXX (X/X XXXXXXXX) XX 00000 180,000.00 180,000.00 141054757 XXXXXXXXXX XX 00000 135,000.00 135,000.00 141054739 XXXXXXXXX XX 0000 174,250.00 174,250.00 141054727 XXXXXXXXXX XX 0000 257,263.74 257,400.00 141054709 XXXXXXX XX 0000 205,050.00 205,050.00 141054705 SEYMOUR CT 6483 264,600.00 264,600.00 141054686 E HAVEN CT 6512 198,000.00 198,000.00 141054682 XXXXXXX XX 0000 143,951.91 144,000.00 141054681 XXXXXX XX 00000 91,957.08 92,000.00 141054678 XXXXXXXXXX XX 0000 355,500.00 355,500.00 141054677 XXXXXXXX XX 00000 343,825.36 344,000.00 141054666 XXXXXXXXX XX 00000 73,800.00 73,800.00 141054662 ANSONIA CT 6401 180,000.00 180,000.00 141054648 ROCHESTER NY 4616 142,500.00 142,500.00 141054637 XXXXXXXXXXXX XX 00000 63,000.00 63,000.00 141054633 XXXXX XXXXXXX XX 00000 356,250.00 356,250.00 141054631 XXXXXX XX 00000 290,000.00 290,000.00 141054630 XXXXXXX XX 00000 197,914.49 198,000.00 141054625 XXXXXXXX XX 0000 50,000.00 50,000.00 141054595 XXXXXXXXXXXX XX 0000 167,500.00 167,500.00 141054590 XXXXXXXXXXXX XX 00000 240,000.00 240,000.00 141054583 XXXXXXX XX 00000 458,830.94 459,000.00 141054566 XXXXXXXXXXX XX 0000 132,000.00 132,000.00 141054564 XXXXXXXX XX 00000 332,000.00 332,000.00 141054559 XXXXXXXXXX XX 0000 74,964.26 75,000.00 141054550 VERNON XXXXXXXXX XX 0000 48,600.00 48,600.00 141054543 XXXXXXXXXX XX 00000 276,000.00 276,000.00 141054529 XXX XXXX X/X XXX XXXXXXXX XX 00000 376,834.91 377,000.00 141054523 XXXXXXX XX 0000 162,500.00 162,500.00 141054509 XXXXXXX XX 0000 148,411.69 148,500.00 141054504 XXXXXXXXXX XX 00000 307,799.55 308,000.00 141054501 XXXXXXX XX 00000 50,987.67 51,000.00 141054494 XXXX XXXXXXX XX 0000 135,920.94 136,000.00 141054489 XXXXXXXX XX 00000 153,520.00 153,520.00 141054474 XXX XXXXXXX XX 0000 142,972.59 143,100.00 141054463 MASSAPEQUA T/O OYSTER BAY NY 11758 509,214.16 509,600.00 141054462 MASTIC BEACH NY 11951 83,430.00 83,430.00 141054452 ELMONT T/O HEMPSTEAD NY 11003 224,845.15 225,000.00 141054449 ROCHESTER T/O GREECE NY 14616 29,786.81 29,800.00 141054446 HARTFORD CT 6110 174,962.50 175,000.00 141054443 ROCHESTER T/O GREECE NY 14616 119,120.82 119,200.00 141054442 CORINTH NY 12822 87,950.00 88,000.00 141054436 NORTH BABYLON NY 11703 415,000.00 415,000.00 141054430 NEW BRITAIN CT 6051 141,861.67 141,955.00 141054415 DURHAM CT 6422 167,920.00 167,920.00 141054402 WASHINGTONVILLE (T/O BLOOMING GROVE) NY 10992 408,000.00 408,000.00 141054400 HOLTSVILLE NY 11742 228,000.00 228,000.00 141054398 GUILFORD VT 5301 195,872.44 196,000.00 141054397 TORRINGTON CT 6790 161,920.32 162,000.00 141054355 OXFORD CT 6478 445,000.00 445,000.00 141054350 INDIAN ORCHARD MA 1151 139,135.06 139,200.00 141054348 HAMDEN CT 6514 45,987.55 46,000.00 141054345 WILLIMANTIC CT 6226 131,898.05 132,000.00 141054329 LAKE PLACID NY 12946 446,500.00 446,500.00 141054327 EAST HAMPTON NY 11937 306,826.10 307,000.00 141054326 N HAVEN CT 6473 145,000.00 145,000.00 141054322 MILFORD CT 6460 217,944.42 218,000.00 141054317 NEW HAVEN CT 6519 39,000.00 39,000.00 141054316 NEW HAVEN CT 6519 156,000.00 156,000.00 141054307 LUDLOW MA 1056 234,949.65 235,000.00 141054301 GENESEO NY 14454 109,749.84 109,800.00 141054294 SPRINGFIELD MA 1118 115,928.27 116,000.00 141054282 HARRISON NY 10528 590,599.41 591,000.00 141054281 HARRISON NY 10528 608,587.21 609,000.00 141054250 LEVITTOWN NY 11756 244,883.25 245,000.00 141054245 NEW MILFORD CT 6776 27,393.38 27,400.00 141054244 NEW MILFORD CT 6776 109,575.15 109,600.00 141054228 BELLPORT T\O BROOKHAVEN NY 11713 211,001.00 211,001.00 141054203 E HARTFORD CT 6108 33,082.00 33,100.00 141054146 SPRINGFIELD MA 1118 90,000.00 90,000.00 141054135 NEWINGTON CT 6111 157,413.79 157,500.00 141054133 FRANKLIN C/O HEATH MA 1346 109,200.63 109,250.00 141054105 TONAWANDA NY 14223 23,000.00 23,000.00 141054103 TONAWANDA NY 14223 92,000.00 92,000.00 141054086 SPRINGFIELD MA 1108 32,484.18 32,500.00 141054063 SPRINGFIELD MA 1104 30,765.04 30,780.00 141054053 WEST HENRIETTA NY 14586 182,000.00 182,000.00 141054047 SIMSBURY CT 6092 90,356.03 90,400.00 141054037 BERLIN CT 6037 42,979.08 43,000.00 141054028 AGAWAM MA 1030 205,766.71 206,000.00 141053948 WESTBURY T\O HEMPSTEAD NY 11590 296,850.80 297,000.00 141053928 SPRINGFIELD MA 1108 151,200.00 151,200.00 141053752 HALFMOON NY 12065 230,000.00 230,000.00 141053691 OWEGO NY 13802 27,385.10 27,400.00 141053618 MILLER PLACE NY 11764 107,922.79 108,000.00 141053428 E. HARTFORD CT 6118 122,296.11 122,500.00 141053264 HAMBURG NY 14075 79,898.66 80,000.00 141053201 GILBOA NY 12076 91,802.72 92,000.00 141053199 CORAM T/O BROOKHAVEN NY 11727 336,861.20 337,250.00 141053021 JAMAICA NY 11436 385,904.73 387,000.00 141053014 GLENS FALLS NY 12801 21,105.38 21,150.00 141052866 HEBRON CT 6258 26,952.27 26,980.00 141052851 PATCHOGUE NY 11772 229,564.33 230,000.00 141052810 NEW BRITAIN CT 6051 49,477.38 49,600.00 141052758 BRIDGEPORT CT 6604 21,774.94 21,800.00 141052721 NORWALK CT 6614 394,331.73 396,000.00 141052522 SPRINGFIELD MA 1119 103,717.58 104,000.00 141052503 BRIDGEPORT CT 6605 50,486.80 50,600.00 141052394 ANDOVER NY 14806 75,792.94 76,000.00 141052284 ANSONIA CT 6401 60,812.47 61,000.00 141051988 SCHROON NY 12870 497,353.31 500,000.00 141051205 TROY NY 12182 28,529.50 28,598.80 141050536 BIG COPPER KEY FL 33040 199,488.66 200,000.00 141049895 SOUTHINGTON CT 6489 50,847.55 51,000.00 141049645 SPARTA NY 14437 59,172.37 59,500.00 141018474 MONROE CT 6468 334,322.87 350,000.00 131039079 GREEN SPRINGS OH 44836 29,399.00 29,415.00 131038912 MASON OH 45040 21,849.37 21,860.00 131038899 SHELBY OH 44875 22,889.82 22,900.00 131038889 LOUISVILLE KY 40216 23,788.43 23,800.00 131038886 EKRON KY 40117 22,187.92 22,200.00 131038809 CIRCLEVILLE OH 43113 25,566.09 25,580.00 131038718 WALKERSVILLE MD 21793 409,208.32 409,500.00 131038578 WINTER PARK FL 32792 51,971.70 52,000.00 131038454 SEFFNER FL 33584 33,975.04 34,000.00 131038423 MADISON OH 44057 30,785.02 30,800.00 131038375 ENGLEWOOD FL 34224 147,598.81 147,725.00 131038269 CAPE CORAL FL 33914 166,848.45 166,995.00 131038205 NAPLES FL 34116 411,663.61 412,000.00 131038180 JAMESTOWN OH 45335 97,893.04 98,000.00 131038141 FREDERICK MD 21703 259,709.36 260,000.00 131038064 NAPLES FL 34113 156,838.75 157,000.00 131038024 BALTIMORE MD 21215 105,547.94 105,600.00 131037957 SULLIVAN OH 44880 191,864.57 192,000.00 131037915 LORAIN OH 44052 109,163.64 109,250.00 131037908 PARRISH FL 34219 413,620.62 414,000.00 131037778 ELK GROVE VILLAGE IL 60007 266,047.22 266,500.00 131037558 CAMPBELLSBURG KY 40011 91,693.12 91,800.00 131037343 LOUISVILLE KY 40212 50,179.58 50,250.00 131037305 PAINT LICK KY 40461 115,590.79 115,720.00 131037248 ADAMS TN 37010 60,799.19 61,000.00 131037217 KEMPTON IN 46049 139,678.39 140,000.00 131037185 HILLMAN MI 49746 129,342.94 129,600.00 131037073 LOUISVILLE KY 40218 118,465.46 118,800.00 131037051 RICHMOND KY 40475 95,854.87 96,000.00 131037005 LEXINGTON KY 40505 112,721.73 113,050.00 131036980 RICHMOND KY 40475 23,642.53 23,700.00 131036966 PAULDING OH 45879 55,096.44 55,200.00 131036955 PIQUA OH 45356 21,959.79 22,000.00 131036824 FINDLAY OH 45840 95,913.28 96,000.00 131036723 WACO KY 40385 151,681.34 152,000.00 131036533 BALD HEAD ISLAND NC 28461 1,105,000.00 1,105,000.00 131036292 UTICA KY 42376 85,851.29 86,000.00 131036119 POWELL OH 43065 159,475.68 160,000.00 131035901 LANCASTER OH 43130 20,915.71 21,000.00 131035633 HEBRON OH 43025 96,987.93 97,500.00 131034262 LOUISVILLE KY 40218 37,843.96 38,000.00 131033833 EAST CHICAGO IN 46312 90,465.49 91,000.00 131033812 ELIZABETHTOWN KY 42701 28,880.94 29,000.00 131033552 RADCLIFF KY 40160 25,176.84 25,300.00 131029757 ENGLISH IN 47118 80,015.36 80,750.00 131008600 KENTON OH 43326 64,396.54 67,200.00 131008417 CINCINNATI OH 45215 40,849.56 42,400.00 121047769 BROOKLYN PARK MN 55444 194,400.00 194,400.00 121047628 DES MOINES IA 50315 97,999.00 97,999.00 121047547 DULUTH MN 55803 80,000.00 80,000.00 121047539 JUNCTION CITY WI 54443 145,600.00 145,600.00 121047523 WEST BEND WI 53095 116,800.00 116,800.00 121047515 OSHKOSH WI 54904 190,000.00 190,000.00 121047512 MILWAUKEE WI 53223 26,600.00 26,600.00 121047511 MILWAUKEE WI 53223 106,400.00 106,400.00 121047478 ANTIOCH IL 60002 237,500.00 237,500.00 121047472 MUKWANAGO WI 53149 42,980.00 42,980.00 121047468 COLUMBIA HEIGHTS MN 55421 153,750.00 153,750.00 121047447 MUSCATINE IA 52761 104,500.00 104,500.00 121047444 ARPIN WI 54410 78,640.00 78,640.00 121047443 EARLVILLE IA 52041 25,001.00 25,001.00 121047441 EARLVILLE IA 52041 99,999.00 99,999.00 121047431 MINNEAPOLIS MN 55407 238,410.00 238,410.00 121047430 MINNEAPOLIS MN 55407 252,000.00 252,000.00 121047429 ZIMMERMAN MN 55398 157,000.00 157,000.00 121047420 SIOUX FALLS SD 57105 114,000.00 114,000.00 121047409 ANDOVER MN 55304 239,757.38 239,920.00 121047401 COLOMA WI 54930 150,400.00 150,400.00 121047399 BEAVER DAM WI 53916 106,400.00 106,400.00 121047397 WAUSAU WI 54403 98,800.00 98,800.00 121047394 SPIRIT LAKE IA 51360 116,000.00 116,000.00 121047392 KIMBERLY WI 54136 103,000.00 103,000.00 121047385 MENASHA WI 54952 110,377.78 110,400.00 121047384 OAKDALE MN 55128 177,448.79 177,500.00 121047380 BATAVIA IL 60510 63,200.00 63,200.00 121047378 WASHINGTON IA 53253 169,000.00 169,000.00 121047373 SPICER MN 56288 170,299.91 170,400.00 121047368 MINNEAPOLIS MN 55429 172,800.00 172,800.00 121047364 BRAHAM MN 55006 116,795.49 116,850.00 121047349 CORCORAN MN 55340 233,876.77 234,000.00 121047346 CEDAR RAPIDS IA 52404 37,189.93 37,200.00 121047345 CEDAR RAPIDS IA 52404 148,800.00 148,800.00 121047342 MIDDLETON WI 53562 200,000.00 200,000.00 121047319 COON RAPIDS MN 55448 247,373.03 247,500.00 121047316 FORT MADISON IA 52627 140,310.00 140,310.00 121047312 SHEBOYGAN WI 53081 74,363.02 74,400.00 121047311 PEMBINE WI 54156 73,000.00 73,000.00 121047300 ZIM MN 55738 145,733.40 145,800.00 121047294 SIOUX FALLS SD 57105 128,250.00 128,250.00 121047291 BELOIT WI 53511 65,973.64 66,000.00 121047290 MOLINE IL 61265 70,000.00 70,000.00 121047289 WAUKEE IA 50263 28,780.00 28,780.00 121047284 NEW LONDON WI 54961 111,775.00 111,775.00 121047281 EDGAR WI 54426 118,000.00 118,000.00 121047278 SAUKVILLE WI 53080 195,954.92 196,000.00 121047272 CEDAR RAPIDS IA 52402 75,000.00 75,000.00 121047269 APPLETON WI 54911 131,988.40 132,050.00 121047258 BEAVER DAM WI 53916 88,000.00 88,000.00 121047251 MINNEAPOLIS MN 55411 75,000.00 75,000.00 121047233 JOLIET IL 60436 112,450.76 112,500.00 121047221 DES MOINES IA 50315 126,949.53 127,000.00 121047215 LAKE VILLA IL 60046 392,000.00 392,000.00 121047213 FRANKLIN WI 53132 219,950.00 219,950.00 121047212 BATAVIA IL 60510 252,800.00 252,800.00 121047203 CEDAR RAPIDS IA 52405 135,925.71 136,000.00 121047200 CHETEK WI 54728 31,200.00 31,200.00 121047192 PRINCETON MN 55371 34,704.64 34,720.00 121047191 PRINCETON MN 55371 138,795.00 138,880.00 121047170 MINNEAPOLIS MN 55426 166,155.00 166,155.00 121047156 WHEELING IL 60090 302,319.44 302,400.00 121047148 APPLETON WI 54914 432,000.00 432,000.00 121047106 OSAKIS MN 56360 140,000.00 140,000.00 121047102 CEDAR RAPIDS IA 52402 130,000.00 130,000.00 121047094 HORICON WI 53032 99,152.72 99,200.00 121047062 MONTICELLO MN 55362 264,339.18 264,400.00 121047055 EDGERTON WI 53534 109,746.55 109,800.00 121047005 NEW RICHLAND MN 56072 78,764.39 78,800.00 121047003 RHINELANDER WI 54501 65,570.20 65,600.00 121046991 HIBBING MN 55746 74,977.32 75,000.00 121046982 MILWAUKEE WI 53208 143,000.00 143,000.00 121046945 RICHFIELD MN 55423 179,886.39 180,000.00 121046935 ST PAUL MN 55106 187,500.00 187,500.00 121046928 GREENDALE WI 53129 233,664.82 233,750.00 121046921 CALUMET MN 55716 61,904.00 61,904.00 121046869 COUNCIL BLUFFS IA 51501 92,150.00 92,150.00 121046792 BRAINERD MN 56401 91,979.15 92,000.00 121046693 JANESVILLE WI 53546 32,962.05 32,980.00 121046658 REEDSBURG WI 53959 22,987.48 23,000.00 121046588 OSAKIS MN 56360 315,000.00 315,000.00 121046582 MOUNT PROSPECT IL 60056 149,521.17 149,600.00 121046550 MACFARLAND WI 53558 41,979.57 42,000.00 121046535 JANESVILLE WI 53545 31,984.44 32,000.00 121046516 RAPID CITY SD 57701 26,766.97 26,780.00 121046505 COTTAGE GROVE MN 55016 48,337.77 48,380.00 121046491 WAUSAU WI 54403 29,783.80 29,800.00 121046411 FRIDLEY MN 55432 41,563.04 41,600.00 121046242 ST PAUL MN 55119 43,961.42 44,000.00 121046194 BROOKLYN PARK MN 55445 576,000.00 576,000.00 121046192 DAVENPORT IA 52806 21,389.47 21,400.00 121045859 DES MOINES IA 50316 66,379.58 66,500.00 121045799 WEST BEND WI 53090 109,498.48 109,600.00 121045745 BROOKLYN PARK MN 55444 222,009.90 222,400.00 121045576 STURGEON LAKE MN 55783 102,866.43 103,000.00 121045557 ST PETERSBURG FL 33702 163,626.21 164,000.00 121045472 MINNEAPOLIS MN 55429 231,630.35 232,000.00 121045191 BRISTOL WI 53104 136,452.53 137,000.00 121045110 WEST BEND WI 53095 176,358.24 176,800.00 121044975 PINE CITY MN 55063 113,136.59 113,400.00 121044944 MAPLE LAKE MN 55358 246,502.64 247,500.00 121044875 ST PAUL MN 55101 99,069.36 99,200.00 121044798 NEW LIBERTY IA 52765 86,069.61 86,250.00 121044776 PRIOR LAKE MN 55372 139,115.09 139,400.00 121044686 COCORAN MN 55340 559,601.39 560,000.00 121044628 DES MOINES IA 50317 31,503.41 31,580.00 121044351 PEQUOT LAKES MN 56472 32,286.72 32,400.00 121042506 BETTENDORF IA 52722 64,745.13 64,999.00 121040026 ALBANY WI 53502 137,836.99 139,200.00 111001743 LAHAINA HI 96761 169,830.76 170,000.00 111001726 PAIA HI 96779 250,000.00 250,000.00 111001706 HONOLULU HI 96813 194,907.08 195,000.00 111001663 KAILUA HI 96734 509,598.18 510,000.00 111001651 HONOLULU HI 96819 183,962.97 184,000.00 111001645 EWA BEACH HI 96706 355,760.50 356,000.00 111001639 KAPOLEI HI 96707 287,740.86 287,920.00 111001614 WAIANAE HI 96792 200,000.00 200,000.00 111001605 PAHOA HI 96778 39,206.39 39,220.00 111001601 KAHULUI HI 96732 121,943.08 122,000.00 111001588 KIHEI HI 96753 674,494.02 675,000.00 111001532 HONOLULU HI 96817 134,365.23 134,400.00 111001503 WAIANAE HI 96792 179,856.31 180,000.00 111001473 PEARL CITY HI 96782 87,952.12 88,000.00 111001358 KIHEI HI 96753 70,339.97 70,400.00 111001247 HONOLULU HI 96816 407,544.13 408,000.00 111001155 MAKAWAO HI 96768 418,235.25 420,000.00 111000969 KAHULUI HI 96732 576,629.81 579,000.00 111000946 KIHEI HI 96753 50,876.38 51,000.00 111000880 HONOLULU HI 96815 317,542.77 319,559.00 111000726 KAILUA-KONA HI 96740 1,097,755.35 1,105,000.00 111000487 WAIPAHU HI 96797 380,800.00 380,800.00 101057882 WATAUGA TX 76148 159,894.00 159,894.00 101057715 ROWLETT TX 75089 305,000.00 305,000.00 101057574 MCKINNEY TX 75070 249,600.00 249,600.00 101057495 FORT WORTH TX 76108 30,000.00 30,000.00 101057489 FORT WORTH TX 76108 120,000.00 120,000.00 101057476 FLINT TX 75762 105,600.00 105,600.00 101057463 SAGINAW TX 76131 24,057.00 24,057.00 101057449 CANTON TX 75103 302,400.00 302,400.00 101057435 MCKINNEY TX 75070 192,106.00 192,106.00 101057420 GARLAND TX 75044 120,650.00 120,650.00 101057417 LITTLE ELM TX 75068 30,776.00 30,776.00 101057413 LITTLE ELM TX 75068 123,105.00 123,105.00 101057401 HENDERSON TX 75654 22,900.00 22,900.00 101057353 FORT WORTH TX 76123 118,515.00 118,515.00 101057336 ROCKWALL TX 75032 386,000.00 386,000.00 101057335 KELLER TX 76248 325,800.00 325,800.00 101057327 LITTLE ELM TX 75068 33,798.00 33,798.00 101057305 FORT WORTH TX 76109 321,600.00 321,600.00 101057302 COPPELL TX 75019 126,350.00 126,350.00 101057301 VAN ALSTYNE TX 75495 58,500.00 58,500.00 101057284 SAGINAW TX 76179 116,120.00 116,120.00 101057281 KEMPER TX 76539 144,000.00 144,000.00 101057277 NEW BRAUNFELS TX 78130 28,500.00 28,500.00 101057276 NEW BRAUNFELS TX 78130 114,000.00 114,000.00 101057274 TACOMA WA 98406 32,400.00 32,400.00 101057272 MESQUITE TX 75150 26,400.00 26,400.00 101057269 MESQUITE TX 75150 105,600.00 105,600.00 101057264 ARLINGTON TX 76018 133,000.00 133,000.00 101057259 LANCASTER TX 75134 150,500.00 150,500.00 101057254 LITTLE ELM TX 75068 135,192.00 135,192.00 101057246 LARGO FL 33778 117,000.00 117,000.00 101057245 FORT WORTH TX 76248 37,200.00 37,200.00 101057241 FORT WORTH TX 76133 80,750.00 80,750.00 101057219 GALVESTON TX 77554 156,000.00 156,000.00 101057218 UNIVERSAL CITY TX 78148 188,575.00 188,575.00 101057207 WINNIE TX 77665 66,400.00 66,400.00 101057179 MARLIN TX 76661 93,280.00 93,280.00 101057177 KATY TX 77493 82,529.06 82,568.00 101057176 RICHMOND TX 77469 196,140.81 196,215.00 101057171 ROWLETT TX 75089 176,000.00 176,000.00 101057168 ARLINGTON TX 76002 34,000.00 34,000.00 101057164 ARLINGTON TX 76016 107,250.00 107,250.00 101057152 DALLAS TX 75248 450,000.00 450,000.00 101057147 MESQUITE TX 75150 126,000.00 126,000.00 101057139 PLANO TX 75093 69,200.00 69,200.00 101057137 PLANO TX 75093 276,800.00 276,800.00 101057120 AUSTIN TX 78745 119,955.79 120,000.00 101057116 ENNIS TX 75119 94,000.00 94,000.00 101057109 DALLAS TX 75232 123,500.00 123,500.00 101057106 IRVING TX 75062 25,440.00 25,440.00 101057104 PLANO TX 75074 138,000.00 138,000.00 101057102 IRVING TX 75062 101,760.00 101,760.00 101057099 NOCONA TX 76255 166,293.30 166,320.00 101057097 AUSTIN TX 78732 560,000.00 560,000.00 101057096 HUMBLE TX 77346 173,850.00 173,850.00 101057077 ARLINGTON TX 76002 119,900.00 119,900.00 101057075 HILLSBORO OH 45133 164,000.00 164,000.00 101057074 COPPELL TX 75019 192,500.00 192,500.00 101057071 DENHAM SPRINGS LA 70726 35,993.29 36,000.00 101057068 CHANDLER TX 75758 107,000.00 107,000.00 101057067 NORTH RICHLAND HILLS TX 76180 96,900.00 96,900.00 101057066 DENHAM SPRINGS LA 70726 143,926.13 144,000.00 101057064 FORT WORTH TX 76108 32,198.00 32,198.00 101057059 FORT WORTH TX 76108 128,791.00 128,791.00 101057057 PLAINVIEW TX 79072 121,125.00 121,125.00 101057051 WYLIE TX 75098 151,293.00 151,293.00 101057043 HOUSTON TX 77008 303,842.40 304,000.00 101057042 INDIANAPOLIS IN 46222 76,000.00 76,000.00 101057041 MESQUITE TX 75150 97,500.00 97,500.00 101057038 CEDAR PARK TX 78613 253,800.00 253,800.00 101057031 PLANO TX 75025 281,000.00 281,000.00 101057029 KILGORE TX 75662 106,460.93 106,500.00 101057025 ARLINGTON TX 76010 96,361.86 96,400.00 101057024 COLONIAL HEIGHTS VA 23834 194,320.00 194,320.00 101057023 MANSFIELD TX 76063 197,089.00 197,089.00 101057022 LAPORTE TX 77571 72,800.00 72,800.00 101057016 AUSTIN TX 78759 263,680.00 263,680.00 101057010 PEARLAND TX 77584 274,225.00 274,225.00 101057005 FORNEY TX 75126 148,400.00 148,400.00 101057003 SAVANNAH TX 76227 178,529.96 178,630.00 101057001 ARLINGTON TX 76002 190,570.00 190,570.00 101057000 PEACHTREE CITY GA 30269 124,000.00 124,000.00 101056999 HOUSTON TX 77049 126,516.59 126,550.00 101056995 GARLAND TX 75044 109,000.00 109,000.00 101056993 WINNSBORO TX 75494 107,496.00 107,496.00 101056989 ARLINGTON TX 76001 116,000.00 116,000.00 101056986 LANSING MI 48906 59,400.00 59,400.00 101056983 HOUSTON TX 77089 128,204.77 128,250.00 101056980 DESOTO TX 75115 129,946.06 130,000.00 101056979 CARTHAGE TX 75633 106,446.28 106,500.00 101056975 WATAUGA TX 76148 97,456.78 97,500.00 101056971 KYLE TX 78640 171,290.12 171,360.00 101056967 FORT WORTH TX 76118 156,992.94 157,080.00 101056964 SAN ANTONIO TX 78240 112,966.53 113,000.00 101056962 POTTSBORO TX 75076 173,570.26 173,650.00 101056959 GLENN HEIGHTS TX 75154 25,980.00 25,980.00 101056958 GLENN HEIGHTS TX 75154 103,920.00 103,920.00 101056956 ROCK SPRINGS WY 82901 146,250.00 146,250.00 101056949 WACO TX 76712 141,433.70 141,500.00 101056946 FORT WORTH TX 76108 112,633.31 112,648.00 101056945 DESOTO TX 75115 142,490.00 142,490.00 101056944 FERRIS TX 75125 211,500.00 211,500.00 101056931 FRISCO TX 75034 454,702.67 455,000.00 101056926 IRVING TX 75062 120,946.25 121,000.00 101056925 FORT WORTH TX 76131 136,421.96 136,500.00 101056922 EL PASO TX 79922 240,000.00 240,000.00 101056913 FLOYDADA TX 79235 60,000.00 60,000.00 101056912 HOUSTON TX 77066 75,969.01 76,000.00 101056907 FRANKLIN TX 77856 21,000.00 21,000.00 101056906 FRANKLIN TX 77856 84,000.00 84,000.00 101056903 HOUSTON TX 77006 306,798.15 307,000.00 101056901 CYPRESS TX 77433 102,923.65 102,990.00 101056898 OVILLA TX 75154 282,235.83 282,400.00 101056897 SAN ANTONIO TX 78230 118,750.00 118,750.00 101056894 GLENN HEIGHTS TX 75154 161,918.96 162,000.00 101056884 IRVING TX 75060 104,944.18 105,000.00 101056877 DALLAS TX 75227 83,195.39 83,220.00 101056874 GRAND PRAIRIE TX 75054 159,958.12 160,037.00 101056873 DALLAS TX 75217 113,486.39 113,500.00 101056870 LANCASTER TX 75134 111,956.91 112,000.00 101056859 HALTOM CITY TX 76117 75,977.37 76,000.00 101056856 ST JOSEPH MO 64507 61,568.40 61,600.00 101056855 GRANDVIEW MO 64030 166,190.07 166,250.00 101056854 HALLSVILLE TX 75650 27,165.00 27,165.00 101056853 HALLSVILLE TX 75650 108,660.00 108,660.00 101056843 DESOTO TX 75115 137,750.00 137,750.00 101056842 SUMMERVILLE SC 294 80,624.30 80,655.00 101056836 DUNCANVILLE TX 75116 119,951.80 120,000.00 101056834 ADDISON TX 75001 146,000.00 146,000.00 101056826 PALESTINE TX 75801 119,952.31 120,000.00 101056821 RICHMOND TX 77469 164,693.21 164,730.00 101056817 SPRING TX 77389 48,500.00 48,500.00 101056814 MESQUITE TX 75181 154,700.00 154,700.00 101056811 HOUSTON TX 77099 103,925.11 104,000.00 101056808 ROUND ROCK TX 78681 136,000.00 136,000.00 101056807 GLENN HEIGHTS TX 75154 167,937.43 168,000.00 101056798 DUNCANVILLE TX 75116 124,840.74 124,900.00 101056776 GARLAND TX 75041 23,174.39 23,180.00 101056768 WEEKI WACHEE FL 34613 188,858.32 189,000.00 101056766 FREDERICKSBURG TX 78624 154,931.29 155,000.00 101056765 GILBERT AZ 85296 219,863.96 220,000.00 101056764 WHITNEY TX 76692 104,597.62 104,625.00 101056762 GARLAND TX 75043 92,000.00 92,000.00 101056747 DALLAS TX 75253 136,990.00 136,990.00 101056739 WICHITA FALLS TX 76309 191,910.04 192,000.00 101056728 TRENTON TX 75490 140,927.36 141,000.00 101056727 GRAND PRAIRE TX 75052 102,938.25 103,000.00 101056726 FORT WORTH TX 76112 88,000.00 88,000.00 101056723 MCKINNEY TX 75071 170,185.00 170,185.00 101056715 DALLAS TX 75218 166,500.00 166,500.00 101056714 PEARLAND TX 77581 173,400.00 173,400.00 101056706 DALLAS TX 75217 80,704.49 80,750.00 101056697 FORT WORTH TX 76126 111,819.09 111,900.00 101056695 MESQUITE TX 75181 32,960.00 32,960.00 101056686 MESQUITE TX 75181 131,840.00 131,840.00 101056678 MESQUITE TX 75150 76,000.00 76,000.00 101056673 WEATHERFORD TX 76088 103,926.60 104,000.00 101056665 MAGNOLIA TX 77354 303,001.43 303,250.00 101056659 GARLAND TX 75041 122,242.65 122,300.00 101056658 PLANO TX 75025 247,082.20 247,200.00 101056647 KINGSTON TN 37763 89,958.45 90,000.00 101056643 AZLE TX 76020 89,545.16 89,600.00 101056636 BURLESON TX 76028 91,941.33 92,000.00 101056632 BLUE RIDGE TX 75424 115,440.12 115,500.00 101056629 DALLAS TX 75228 107,967.70 108,000.00 101056625 GARLAND TX 75040 105,954.58 106,000.00 101056616 WYLIE TX 75098 27,380.00 27,380.00 101056611 RICHARDSON TX 75080 133,055.21 133,120.00 101056606 SANGER TX 76266 141,949.09 142,000.00 101056602 RIO GRANDE CITY TX 78582 92,117.85 92,150.00 101056597 PINE GROVE LA 70453 99,708.62 99,750.00 101056595 DESOTO TX 75115 143,337.90 143,400.00 101056594 SAN MARCOS TX 78666 199,890.75 200,000.00 101056592 LAKE DALLAS TX 76065 171,612.80 172,000.00 101056589 AUBREY TX 76227 144,397.36 144,450.00 101056585 LITTLE ELM TX 75068 134,649.18 134,701.00 101056546 DALLAS TX 75217 65,572.19 65,600.00 101056545 GLADEWATER TX 75647 23,094.41 23,100.00 101056541 THE COLONY TX 75056 82,457.68 82,500.00 101056540 KINGWOOD TX 77345 79,975.80 80,000.00 101056524 MARIANNA FL 32448 71,970.45 72,000.00 101056521 BEAUMONT TX 77706 26,993.47 27,000.00 101056519 BEAUMONT TX 77706 107,928.99 108,000.00 101056518 SUGARLAND TX 77478 59,500.00 59,500.00 101056515 BROWNSVILLE TX 78526 81,561.93 81,600.00 101056494 WICHITA FALLS TX 76310 79,670.00 79,670.00 101056490 CHINA SPRING TX 76633 69,647.83 69,680.00 101056486 DECATUR OH 45115 63,593.96 63,600.00 101056482 WINTER HAVEN FL 33881 186,958.85 187,000.00 101056474 MESQUITE TX 75149 151,905.00 151,905.00 101056460 SAN ANGELO TX 76901 53,580.68 53,600.00 101056441 SULPHUR SPRINGS TX 75482 68,000.00 68,000.00 101056437 FORT WORTH TX 76107 99,972.33 100,000.00 101056430 GRANBURY TX 76049 60,774.78 60,800.00 101056422 LUBBOCK TX 79413 70,971.17 71,000.00 101056410 DALLAS TX 75229 33,992.22 34,000.00 101056408 DALLAS TX 75229 135,927.24 136,000.00 101056407 FORT WORTH TX 76108 148,800.00 148,800.00 101056390 DALLAS TX 75220 127,964.18 128,000.00 101056380 GAUTIER MS 39553 65,171.15 65,200.00 101056376 ARLINGTON TX 76015 96,453.03 96,500.00 101056368 WYLIE TX 75098 91,946.85 92,000.00 101056345 KNOXVILLE TN 37914 121,500.00 121,500.00 101056340 HEWITT TX 76643 59,479.25 59,500.00 101056330 DALLAS TX 75224 26,700.00 26,700.00 101056326 DALLAS TX 75224 106,800.00 106,800.00 101056300 MESQUITE TX 75181 103,137.48 103,200.00 101056286 DALLAS TX 75232 84,762.41 84,800.00 101056284 MCKINNEY TX 75070 220,649.01 220,752.00 101056283 MCKINNEY TX 75070 199,136.06 199,229.00 101056277 DUNCANVILLE TX 75137 175,812.97 175,875.00 101056275 PORT ST LUCIE FL 34983 182,361.04 182,400.00 101056244 JONESBOROUGH TN 37659 130,107.95 130,150.00 101056216 VAN TX 75790 83,962.04 84,000.00 101056200 COOPER TX 75432 59,275.00 59,275.00 101056182 CRANDALL TX 75114 80,587.09 80,655.00 101056180 LANCASTER TX 75134 28,186.15 28,198.00 101056176 TATUM TX 75691 21,566.87 21,600.00 101056158 FORT WORTH TX 76133 80,725.58 80,750.00 101056146 PLANO TX 75074 50,440.00 50,440.00 101056136 KATY TX 77449 82,446.18 82,505.00 101056122 WINSTON SALEM NC 27127 133,925.26 134,000.00 101056112 SAN ANTONIO TX 78223 30,986.98 31,000.00 101056101 ARLINGTON TX 76016 79,927.07 79,950.00 101056085 RIO VISTA TX 76093 239,109.56 239,178.00 101056058 WAXAHACHIE TX 75165 99,194.94 99,227.00 101056046 LANCASTER TX 75134 102,376.79 102,400.00 101056045 PLANO TX 75075 181,518.81 181,600.00 101056042 BROWNSVILLE TX 78521 271,826.55 272,000.00 101056017 KILLEEN TX 76543 58,865.37 58,900.00 101056004 FRISCO TX 75034 34,592.28 34,625.00 101055997 DALLAS TX 75241 22,421.53 22,432.00 101055970 PASADENA TX 77505 43,488.23 43,500.00 101055906 LANSING MI 48906 237,600.00 237,600.00 101055890 ATHENS TX 75751 28,384.56 28,400.00 101055883 HOUSTON TX 77089 118,620.97 118,655.00 101055861 CYPRESS TX 77433 31,567.84 31,590.00 101055852 CORINTH TX 76208 36,604.62 36,620.00 101055800 DALLAS TX 75249 221,659.59 221,677.00 101055784 DUNCANVILLE TX 75137 152,698.48 152,792.00 101055779 FLINT MI 48504 23,962.64 23,980.00 101055758 CORINTH TX 76210 32,584.15 32,600.00 101055750 EL PASO TX 79938 145,929.69 146,000.00 101055738 BEDFORD TX 76021 26,986.87 27,000.00 101055735 WACO TX 76710 87,157.58 87,200.00 101055707 LAREDO TX 78041 83,331.03 83,440.00 101055706 BEDFORD TX 76021 30,787.05 30,800.00 101055701 GRAPEVINE TX 76051 20,972.46 21,000.00 101055674 THE COLONY TX 75056 25,481.28 25,493.00 101055671 BLANCHARD OK 73010 48,953.35 48,980.00 101055667 MIDLOTHIAN TX 76065 27,582.59 27,596.00 101055666 MIDLOTHIAN TX 76065 110,203.23 110,384.00 101055664 SILSBEE TX 77656 90,360.86 90,400.00 101055663 MCKINNEY TX 75071 131,923.92 132,000.00 101055610 ROBINSON TX 76706 43,590.03 43,600.00 101055602 FLINT TX 75762 24,528.72 24,540.00 101055580 ANNA TX 75409 21,486.30 21,498.00 101055577 CEDAR HILL TX 75104 38,985.07 39,003.00 101055572 TUTWILER MS 38963 67,975.62 68,000.00 101055558 LAREDO TX 78046 26,285.21 26,298.00 101055534 TATUM TX 75691 28,186.28 28,200.00 101055532 WEST PALM BEACH FL 33413 180,000.00 180,000.00 101055528 ANGLETON TX 77515 31,782.71 31,800.00 101055446 WYLIE TX 75098 26,085.98 26,098.00 101055435 LANCASTER TX 75134 30,465.18 30,480.00 101055418 WINNIE TX 77665 22,988.82 23,000.00 101055355 PROSPER TX 75078 92,540.53 92,600.00 101055334 CRESTLINE CA 92325 41,778.73 41,800.00 101055323 GORDON TX 76453 209,918.33 210,000.00 101055302 FORT WORTH TX 76112 33,963.47 33,980.00 101055264 ARLINGTON TX 76001 26,986.87 27,000.00 101055227 INDIAN WELLS CA 92210 638,831.51 639,200.00 101055201 DIVIDE CO 80814 132,652.08 132,720.00 101055187 MESQUITE TX 75181 32,782.15 32,800.00 101055138 FRISCO TX 75034 47,973.86 48,000.00 101055040 JACKSON MI 49203 55,969.54 56,000.00 101054906 GARDNERS PA 17324 49,984.46 50,000.00 101054904 GARDNERS PA 17324 199,925.91 200,000.00 101054829 FORT WORTH TX 76108 21,388.36 21,400.00 101054818 KELLER TX 76248 327,400.00 327,750.00 101054813 HOUSTON TX 77082 21,981.94 22,000.00 101054779 GRAND PRAIRIE TX 75050 68,748.52 68,800.00 101054610 HOUSTON TX 77005 657,972.00 657,972.00 101054469 CAPE CORAL FL 33993 246,840.53 247,000.00 101054429 FORT WORTH TX 76123 112,662.89 112,788.00 101054399 MESQUITE TX 75150 112,683.42 112,800.00 101054249 EL PASO TX 79936 87,897.54 88,000.00 101054240 GARLAND TX 75042 83,769.04 84,000.00 101054183 WEATHERFORD TX 76086 55,298.11 56,000.00 101054048 SULPHUR SPRINGS TX 75482 68,911.64 69,200.00 101054037 ARLINGTON TX 76010 63,094.46 63,200.00 101054016 WESLACO TX 78596 56,732.06 56,800.00 101053962 UNIVERSITY PARK TX 75225 877,798.32 880,000.00 101053920 SAFETY HARBOR FL 34695 175,788.66 176,000.00 101053885 WEATHERFORD TX 76085 29,965.52 30,000.00 101053877 FORT WORTH TX 76120 33,946.24 34,000.00 101053750 DECATUR TX 76234 32,831.17 32,870.00 101053673 DALLAS TX 75208 187,725.19 188,000.00 101053659 EDGEWOOD TX 75117 36,047.88 36,100.00 101053629 DALLAS TX 75217 66,017.76 66,400.00 101053574 SPRINGDALE AR 72762 122,003.02 122,250.00 101053513 FORT WORTH TX 76248 126,988.14 127,251.00 101053334 IRVING TX 75060 128,044.97 128,250.00 101053322 ST PETERBURG FL 33705 142,908.13 143,000.00 101053308 OAKLAND CA 94605 299,115.27 300,000.00 101053257 TEMPLE TX 76502 20,843.71 20,900.00 101053213 ARLINGTON TX 76010 56,714.32 56,800.00 101053040 DE BERRY TX 75639 49,858.04 50,000.00 101053021 CHATTANOOGA TN 37411 67,907.10 68,000.00 101052985 SNYDER TX 79549 67,038.97 67,200.00 101052976 LANCASTER TX 75134 30,920.96 30,990.00 101052961 WEATHERFORD TX 76087 371,701.78 373,200.00 101052918 ELK GROVE CA 95624 746,293.29 747,500.00 101052866 MIDLOTHIAN TX 76065 180,104.02 180,500.00 101052846 DALLAS TX 75229 31,639.72 31,700.00 101052822 ROCKWALL TX 75087 62,394.03 62,503.00 101052809 CRANDALL TX 75114 50,311.21 50,400.00 101052715 ARMSTRONG MO 65230 75,762.07 76,000.00 101052649 NORTH RICHLAND HILLS TX 76180 27,352.06 27,428.00 101052533 FORT WORTH TX 76132 24,616.06 24,670.00 101052528 FORT WORTH TX 76262 128,591.23 128,700.00 101052522 FT WORTH TX 76248 27,515.13 27,570.00 101052460 FLOWER MOUND TX 75028 30,721.49 30,780.00 101052450 DEER PARK TX 77536 33,213.64 33,290.00 101052434 FOREST HILL TX 76119 27,934.91 27,980.00 101052422 BALCH SPRINGS TX 75180 21,760.61 21,800.00 101052316 ENNIS TX 75119 23,890.85 23,933.00 101052313 TEMPLE TX 76502 20,336.79 20,380.00 101052283 GILMER TX 75644 58,554.16 58,700.00 101052270 SUNNYVALE TX 75182 63,467.54 63,570.00 101052220 DALLAS TX 75229 131,622.99 132,000.00 101052158 ROCKWALL TX 75032 63,678.72 63,800.00 101052141 GLENN HEIGHTS TX 75154 22,539.02 22,598.00 101052119 MIDLOTHIAN TX 76065 41,920.14 42,000.00 101051935 GLENN HEIGHTS TX 75154 22,754.89 22,798.00 101051895 DALLAS TX 75237 124,795.45 125,138.00 101051635 FORT WORTH TX 76111 49,771.03 50,000.00 101051460 NAPLES FL 34113 111,251.54 112,000.00 101051328 SUNNYVALE TX 75182 198,166.44 198,735.00 101051301 ROWLETT TX 75089 26,761.32 26,800.00 101051294 DALLAS TX 75224 16,159.64 16,198.00 101051131 ARLINGTON TX 76010 89,570.87 90,000.00 101051004 HOUSTON TX 77073 21,285.10 21,365.00 101050873 DALLAS TX 75253 89,959.95 90,400.00 101050034 PLANO TX 75023 32,253.06 32,400.00 101047610 MARTIN KY 41649 80,250.52 80,700.00 101047069 DESOTO TX 75115 49,391.01 49,561.00 101046810 AUBREY TX 76227 52,277.43 52,630.00 101024130 DALLAS TX 75230 267,713.06 292,000.00 101023191 AUSTIN TX 78759 374,815.48 388,000.00 101022869 HEATH TX 75032 351,880.15 365,000.00 101021227 LAREDO TX 78046 96,474.15 100,000.00 101020158 WAVELAND MS 79576 331,126.26 346,500.00 101019599 MCKINNEY TX 75070 286,032.17 300,000.00 91008692 CROWN POINT IN 46307 355,787.92 369,000.00 91005898 FORT WAYNE IN 46825 27,621.37 30,000.00 81061226 NELSONIA VA 23414 36,572.87 36,600.00 81061124 ROANOKE VA 24018 149,811.76 150,000.00 81061035 PALMYRA VA 22963 136,670.85 136,800.00 81061030 RICHMOND VA 23228 152,317.75 152,600.00 81061021 ROANOKE VA 24014 22,560.80 22,590.00 81060823 FREDERICKSBURG VA 22407 179,770.33 180,000.00 81060751 CHRISTIANSBURG VA 24073 83,142.63 83,300.00 81060647 RICHMOND VA 23229 173,309.34 173,600.00 81060578 RICHMOND VA 23227 162,397.21 162,750.00 81060409 MONETA VA 24121 159,325.00 160,000.00 81060323 BUENA VISTA VA 24416 46,455.08 46,541.00 81060233 VIRGINIA BEACH VA 23457 551,200.00 551,200.00 81060209 LONG ISLAND VA 24577 130,836.84 131,100.00 81060140 PASADENA MD 21122 149,633.63 150,000.00 81060083 CAMDEN NC 27921 62,887.88 63,000.00 81059501 MADISON HEIGHTS VA 24572 52,075.12 52,250.00 81058246 HARRISONBURG VA 22802 190,271.57 191,520.00 81057614 NARROWS VA 24124 19,541.38 19,600.00 81057376 BRODNAX VA 23920 126,784.85 127,500.00 81056321 ROANOKE VA 24019 94,376.22 94,400.00 81024499 BETHESDA MD 20816 376,874.64 400,000.00 81023582 UPPER MARLBORO MD 20774 240,606.32 256,000.00 71072655 KISSIMMEE FL 34759 192,000.00 192,000.00 71072637 DELTONA FL 32738 43,800.00 43,800.00 71072601 PORT ST LUCIE FL 34953 55,000.00 55,000.00 71072564 KISSIMMEE FL 34744 50,400.00 50,400.00 71072553 TAMPA FL 33604 156,750.00 156,750.00 71072550 ORLANDO FL 32812 45,000.00 45,000.00 71072548 ORLANDO FL 32812 180,000.00 180,000.00 71072543 PORT ST LUCIE FL 34953 268,000.00 268,000.00 71072513 WEST PALM BEACH FL 33412 589,000.00 589,000.00 71072506 PORT SAINT LUCIE FL 34953 150,000.00 150,000.00 71072503 DAVENPORT FL 33896 180,000.00 180,000.00 71072499 PINELLAS PARK FL 33781 161,975.00 161,975.00 71072497 WEST PALM BEACH FL 33417 100,000.00 100,000.00 71072495 LARGO FL 33777 165,000.00 165,000.00 71072475 KISSIMMEE FL 34741 191,250.00 191,250.00 71072466 PLANTATION FL 33322 400,000.00 400,000.00 71072460 KISSIMMEE FL 34759 153,750.00 153,750.00 71072450 DAVIE FL 33325 149,000.00 149,000.00 71072449 MIAMI FL 33130 210,000.00 210,000.00 71072446 AMITYVILLE NY 11701 251,000.00 251,000.00 71072443 LAKE MARY FL 32746 113,000.00 113,000.00 71072442 LAKE MARY FL 32746 452,000.00 452,000.00 71072439 ORLANDO FL 32839 54,800.00 54,800.00 71072436 BOYNTON BEACH FL 33435 331,624.80 331,624.80 71072428 FT PIERCE FL 34950 37,980.00 37,980.00 71072423 POLK CITY FL 33868 255,000.00 255,000.00 71072407 ROYAL PALM BEACH FL 33411 296,000.00 296,000.00 71072401 PORT ST LUCIE FL 34983 256,500.00 256,500.00 71072399 PORT ST LUCIE FL 34953 270,000.00 270,000.00 71072394 SOUTH MIAMI FL 33143 200,000.00 200,000.00 71072392 MULBERRY FL 33860 130,000.00 130,000.00 71072386 DELTONA FL 32725 159,750.00 159,750.00 71072380 ORLANDO FL 32808 192,600.00 192,600.00 71072375 OCOEE FL 34761 672,400.00 672,400.00 71072364 TALLAHASSEE FL 32312 270,000.00 270,000.00 71072360 LAKE WORTH FL 33460 221,000.00 221,000.00 71072357 PORT ST LUCIE FL 34953 46,000.00 46,000.00 71072353 BOCA RATON FL 33486 425,000.00 425,000.00 71072343 DAVENPORT FL 33897 49,370.81 49,380.00 71072342 DAVENPORT FL 33897 197,470.37 197,520.00 71072337 DAVENPORT FL 33897 208,000.00 208,000.00 71072336 FORT PIERCE FL 34946 88,650.00 88,650.00 71072335 GULFPORT FL 33707 48,400.00 48,400.00 71072326 STUART FL 34997 150,000.00 150,000.00 71072319 POINCIANA FL 34759 193,600.00 193,600.00 71072303 NORTH PALM BEACH FL 33408 112,217.81 112,500.00 71072301 FT LAUDERDALE FL 33328 342,000.00 342,000.00 71072291 APOPKA FL 32712 32,992.02 33,000.00 71072286 UMATILLA FL 32784 114,316.78 114,400.00 71072273 SEMINOLE FL 33777 164,266.24 164,300.00 71072267 DAVENPORT FL 33837 121,000.00 121,000.00 71072256 TAMPA FL 33612 71,229.15 71,250.00 71072252 POMPANO BEACH FL 33062 855,000.00 855,000.00 71072249 LAKELAND FL 33810 86,201.03 86,240.00 71072242 LAKELAND FL 33811 160,000.00 160,000.00 71072209 TAMPA FL 33610 79,963.85 80,000.00 71072193 KISSIMMEE FL 34741 27,966.95 27,980.00 71072182 LANTANA FL 33462 105,373.71 105,400.00 71072156 JENSEN BEACH FL 34957 449,764.25 450,000.00 71072143 MIAMI FL 33167 119,950.22 120,000.00 71072135 PORT ST LUCIE FL 34984 167,200.00 167,200.00 71072113 ORLANDO FL 32822 89,945.48 90,000.00 71072099 TAMPA FL 33612 119,960.80 120,000.00 71072070 WINTER HAVEN FL 33880 190,857.91 190,959.00 71072026 LAKELAND FL 33810 140,957.83 141,000.00 71072004 PORT ST LUCIE FL 34953 119,867.05 120,000.00 71072002 LAKELAND FL 33809 169,077.51 169,120.00 71071989 CLERMONT FL 34711 287,855.32 288,000.00 71071975 ORMOND BEACH FL 32174 184,869.43 185,000.00 71071876 MIAMI FL 33185 395,731.21 396,000.00 71071816 WINTER HAVEN FL 33881 84,550.00 84,550.00 71071762 POMPANO BEACH FL 33066 51,375.00 51,400.00 71071751 MIAMI GARDENS FL 33056 191,250.00 191,250.00 71071747 ORLANDO FL 32824 37,581.70 37,600.00 71071690 PORT ST LUCIE FL 34983 44,575.74 44,600.00 71071686 KISSIMMEE FL 34758 35,537.55 35,550.00 71071671 KISSIMMEE FL 34743 27,136.60 27,149.00 71071415 LARGO FL 33770 42,964.36 43,000.00 71071346 ST PETERSBURG FL 33713 116,747.14 116,900.00 71071273 DELTONA FL 32725 116,190.92 116,250.00 71071163 MIAMI FL 33189 202,194.27 202,500.00 71071121 WINTER PARK FL 32792 81,459.87 81,600.00 71070773 ORLANDO FL 32812 223,618.91 224,000.00 71070541 LAKELAND FL 33803 31,348.83 31,400.00 71070333 NAPLES FL 34120 576,622.18 579,065.00 71070328 PT ST LUCIE FL 34953 68,266.43 68,400.00 71070282 ALTAMONTE SPRINGS FL 32714 20,742.43 20,800.00 71070188 FORT MYERS FL 33912 163,120.00 163,120.00 71070157 CAPE CORAL FL 33990 291,572.43 292,500.00 71070006 CAPE CORAL FL 33991 160,069.01 161,000.00 71069972 JACKSONVILLE FL 32257 65,453.82 65,600.00 71069909 NAPLES FL 34112 23,928.55 24,000.00 71068514 BRADENTON FL 34208 165,242.62 166,500.00 71068005 ALTAMONTE SPRING FL 32714 111,389.47 111,920.00 71067724 NAPLES FL 34113 79,441.25 80,000.00 61067930 SHEPHERDSVILLE KY 40165 27,980.00 27,980.00 61067929 SHEPHERDSVILLE KY 40165 111,920.00 111,920.00 61067916 THEALKA KY 41240 100,000.00 100,000.00 61067892 DANVILLE KY 40422 174,800.00 174,800.00 61067841 NORTH OLMSTED OH 44070 105,000.00 105,000.00 61067668 COLUMBUS OH 43229 60,000.00 60,000.00 61067661 SARDINIA OH 45171 28,600.00 28,600.00 61067646 LOUISVILLE KY 40241 204,250.00 204,250.00 61067616 CRESTLINE OH 44827 100,000.00 100,000.00 61067614 BRUNSWICK OH 44212 135,375.00 135,375.00 61067604 GROVE CITY OH 43123 237,830.00 237,830.00 61067599 YOUNGSTOWN OH 44515 52,500.00 52,500.00 61067584 COLUMBUS OH 43219 76,000.00 76,000.00 61067575 MT STERLING KY 40353 70,400.00 70,400.00 61067570 ST PETERSBURG FL 33713 35,980.00 35,980.00 61067568 ST PETERSBURG FL 33713 143,920.00 143,920.00 61067551 NEWARK OH 43055 66,320.00 66,320.00 61067540 COLUMBUS OH 43232 160,000.00 160,000.00 61067538 NORTHWOOD OH 43619 132,600.00 132,600.00 61067537 MONTGOMERY VILLAGE MD 20886 69,000.00 69,000.00 61067534 WEST LIBERTY KY 41472 96,500.00 96,500.00 61067525 MANSFIELD OH 44903 103,000.00 103,000.00 61067507 DEFIANCE OH 43512 125,000.00 125,000.00 61067480 COLUMBUS OH 43221 189,900.00 189,900.00 61067477 COLUMBUS OH 43204 100,800.00 100,800.00 61067467 EDDYVILLE KY 42038 75,000.00 75,000.00 61067455 BOWLING GREEN KY 42101 151,050.00 151,050.00 61067451 DAYTON OH 45408 66,500.00 66,500.00 61067442 LOUISVILLE KY 40258 90,400.00 90,400.00 61067434 MASSILLON OH 44647 78,300.00 78,300.00 61067429 COSHOCTON OH 43812 116,375.00 116,375.00 61067424 ALLIANCE OH 44601 50,000.00 50,000.00 61067414 CHILLICOTHE OH 45601 148,000.00 148,000.00 61067411 INDIANAPOLIS IN 46250 88,400.00 88,400.00 61067410 FAIRBORN OH 45324 154,000.00 154,000.00 61067409 HAMILTON OH 45013 64,000.00 64,000.00 61067401 TOLEDO OH 43620 73,500.00 73,500.00 61067400 FRANKLIN OH 45005 24,075.00 24,075.00 61067398 TOLEDO OH 43609 75,000.00 75,000.00 61067395 FRANKLIN OH 45005 96,300.00 96,300.00 61067391 COLUMBUS OH 43223 105,900.00 105,900.00 61067373 FLORENCE KY 41042 95,200.00 95,200.00 61067364 GEORGETOWN KY 40324 177,500.00 177,500.00 61067362 CANTON OH 44706 132,500.00 132,500.00 61067358 ADRIAN MI 49221 80,500.00 80,500.00 61067354 SOUTH SHORE KY 41175 58,000.00 58,000.00 61067352 LOUISVILLE KY 40214 90,961.43 91,000.00 61067346 NEW LEXINGTON OH 43764 198,900.00 198,900.00 61067337 FAIRFIELD OH 45014 50,000.00 50,000.00 61067332 LOVELAND OH 45140 94,468.45 94,500.00 61067329 INDIANAPOLIS IN 46237 146,400.00 146,400.00 61067322 TERRE HAUTE IN 47805 52,650.00 52,650.00 61067315 HAMERSVILLE OH 45130 95,000.00 95,000.00 61067303 MARTINSVILLE VA 24112 77,500.00 77,500.00 61067292 SOUTH EUCLID OH 44121 26,500.00 26,500.00 61067289 SOUTH EUCLID OH 44121 106,000.00 106,000.00 61067267 CANFIELD OH 44406 120,650.00 120,650.00 61067252 COLUMBUS OH 43204 74,100.00 74,100.00 61067250 MIAMI FL 33147 116,800.00 116,800.00 61067247 GERMANTOWN TN 38138 180,000.00 180,000.00 61067245 PLEASANTVILLE OH 43148 118,943.29 119,000.00 61067235 AKRON OH 44319 140,000.00 140,000.00 61067234 MARION OH 43302 70,971.32 71,000.00 61067233 ELYRIA OH 44035 25,900.00 25,900.00 61067231 ELYRIA OH 44035 103,600.00 103,600.00 61067215 CIRCLEVILLE OH 43113 92,150.00 92,150.00 61067208 GALION OH 44833 60,000.00 60,000.00 61067202 ADVANCE IN 46102 105,439.62 105,500.00 61067197 MENTOR OH 44060 158,105.00 158,105.00 61067184 DELAWARE OH 43015 72,800.00 72,800.00 61067179 RAVENNA OH 44266 23,000.00 23,000.00 61067176 COLUMBUS OH 43211 50,000.00 50,000.00 61067172 LAKE MILTON OH 44429 136,000.00 136,000.00 61067170 CINCINNATI OH 45251 20,800.00 20,800.00 61067169 CINCINNATI OH 45251 83,200.00 83,200.00 61067161 KENT OH 44240 43,000.00 43,000.00 61067157 GREENFIELD OH 45123 85,363.43 85,405.00 61067155 COLUMBUS OH 43230 179,396.72 179,500.00 61067152 BROWNSBURG IN 46112 132,000.00 132,000.00 61067148 DAYTON OH 45405 64,800.00 64,800.00 61067145 DEFIANCE OH 43512 69,112.00 69,112.00 61067144 MONTGOMERY VILLAGE MD 20886 276,000.00 276,000.00 61067141 MCROBERTS KY 41835 88,000.00 88,000.00 61067140 CANTON OH 44706 25,800.00 25,800.00 61067139 NAVARRE OH 44662 78,000.00 78,000.00 61067135 HOMOSASSA FL 34446 279,000.00 279,000.00 61067134 COLUMBUS OH 43204 67,978.27 68,000.00 61067129 LEIPSIC OH 45856 65,000.00 65,000.00 61067127 DAYTON OH 45418 81,605.00 81,605.00 61067125 LOUISVILLE KY 40211 90,000.00 90,000.00 61067122 LOUISVILLE KY 40229 90,400.00 90,400.00 61067113 WOOSTER OH 44691 60,800.00 60,800.00 61067112 LOUISVILLE KY 40229 64,000.00 64,000.00 61067109 SMITHSBURG MD 21783 174,510.00 174,510.00 61067094 BEREA OH 44017 54,000.00 54,000.00 61067081 NEW LEXINGTON OH 43764 67,450.00 67,450.00 61067071 YOUNGSTOWN OH 44509 57,600.00 57,600.00 61067067 NICHOLASVILLE KY 40356 85,471.76 85,500.00 61067059 NICHOLASVILLE KY 40356 112,460.76 112,500.00 61067052 PARADISE MI 49768 204,743.70 204,800.00 61067049 BEDFORD OH 44146 132,000.00 132,000.00 61067047 COLUMBUS OH 43207 84,000.00 84,000.00 61067045 COLUMBUS OH 43207 84,000.00 84,000.00 61067035 FAIRBORN OH 45324 63,750.00 63,750.00 61067032 GEORGETOWN OH 45121 63,600.00 63,600.00 61067023 MAPLE HEIGHTS OH 44137 104,846.75 104,900.00 61067022 CAMPBELLSVILLE KY 42718 71,957.27 72,000.00 61067018 DAYTON OH 45403 49,984.20 50,000.00 61066999 BRUNSWICK OH 44212 221,350.00 221,350.00 61066997 EVANSVILLE IN 47720 107,910.00 107,910.00 61066996 SOLON OH 44139 363,850.00 363,850.00 61066995 FREEDOM PA 15042 25,774.31 25,780.00 61066991 LOUISVILLE KY 40215 65,600.00 65,600.00 61066982 LONDON OH 43140 136,000.00 136,000.00 61066978 ANDOVER OH 44003 70,605.98 70,640.00 61066970 LEESBURG OH 45135 118,000.00 118,000.00 61066961 RAVENNA OH 44266 21,396.01 21,400.00 61066958 PIERCETON IN 46562 150,000.00 150,000.00 61066948 MADISON IN 47250 77,561.02 77,600.00 61066945 CAVE CITY KY 42127 87,951.93 88,000.00 61066944 BELLEFONTAINE OH 43311 136,800.00 136,800.00 61066941 COLUMBUS OH 43231 121,575.89 121,600.00 61066938 SUNBURY OH 43074 62,400.00 62,400.00 61066930 PONTIAC MI 48340 105,584.76 105,600.00 61066927 REYNOLDSBURG OH 43068 111,880.18 111,900.00 61066926 OAK PARK MI 48237 139,500.00 139,500.00 61066906 SELLERSBURG IN 47172 154,263.47 154,350.00 61066902 PLAIN CITY OH 43064 199,959.75 200,000.00 61066900 DAYTON OH 45415 91,500.00 91,500.00 61066899 BOWLING GREEN KY 42103 116,956.43 117,000.00 61066890 COLUMBUS OH 43207 67,120.00 67,120.00 61066889 SANDUSKY OH 44870 83,958.24 84,000.00 61066875 GARFIELD HEIGHTS OH 44125 92,959.08 93,000.00 61066870 LAKEWOOD OH 44107 116,350.00 116,350.00 61066858 CANAL WINCHESTER OH 43110 170,846.35 170,910.00 61066854 GLADE SPRINGS VA 24361 76,500.00 76,500.00 61066847 VIRGINIA BEACH VA 23456 306,300.00 306,300.00 61066844 TOLEDO OH 43612 75,650.00 75,650.00 61066837 PERRYSBURG OH 43551 25,813.76 25,820.00 61066829 LEECHBURG PA 15656 71,881.13 71,920.00 61066818 CANAL WINCHESTER OH 43110 27,700.00 27,700.00 61066814 DAYTON OH 45405 68,480.40 68,500.00 61066807 LYNDHURST OH 44124 33,970.04 34,000.00 61066806 VOLANT PA 16156 59,970.25 60,000.00 61066805 WEST CARROLLTON OH 45449 83,369.94 83,400.00 61066804 LYNDHURST OH 44124 135,848.74 136,000.00 61066803 CINCINNATI OH 45220 50,232.66 50,250.00 61066783 PITTSBURGH PA 15221 80,972.95 81,000.00 61066780 COLUMBUS OH 43205 104,449.14 104,500.00 61066779 SHELBYVILLE KY 40065 25,791.63 25,800.00 61066770 ST LOUIS MO 63136 93,566.63 93,600.00 61066758 N CANTON OH 44720 110,500.00 110,500.00 61066752 BUCHANAN MI 49107 278,226.07 278,400.00 61066750 COLUMBUS OH 43207 112,875.53 112,900.00 61066744 PITTSBURGH PA 15236 130,574.20 130,625.00 61066741 NEWPORT NEWS VA 23608 218,000.00 218,000.00 61066739 GREENVILLE PA 16125 93,952.78 94,000.00 61066735 ZANESVILLE OH 43701 230,000.00 230,000.00 61066725 FREDERICKSBURG VA 22405 260,935.37 261,000.00 61066721 PRESTONSBURG KY 41653 229,500.00 229,500.00 61066707 NORTON OH 44203 129,471.92 129,500.00 61066699 HOWARD OH 43028 107,939.14 108,000.00 61066696 AKRON OH 44307 58,378.02 58,400.00 61066688 SOUTH EUCLID OH 44121 125,910.82 126,000.00 61066682 COLUMBUS OH 43224 50,000.00 50,000.00 61066673 AKRON OH 44310 50,383.79 50,400.00 61066662 COLUMBUS OH 43224 60,991.47 61,000.00 61066660 CANAL WINCHESTER OH 43110 178,857.00 178,857.00 61066657 XENIA OH 45384 123,429.68 123,500.00 61066653 PITTSBURGH PA 15236 33,391.46 33,400.00 61066652 WEST UNION OH 45693 140,917.61 141,000.00 61066651 PITTSBURGH PA 15236 133,519.06 133,600.00 61066629 OWENSVILLE OH 45160 87,070.90 87,120.00 61066625 PERRYSBURG OH 43551 132,000.00 132,000.00 61066603 WEST CHESTER PA 19382 280,000.00 280,000.00 61066583 COLUMBUS OH 43207 129,500.00 129,500.00 61066581 FREEDOM PA 15042 103,061.28 103,120.00 61066575 ERIE PA 16507 52,800.00 52,800.00 61066552 KENT OH 44240 172,000.00 172,000.00 61066551 JAMESTOWN OH 45335 89,981.61 90,000.00 61066541 CARNEGIE PA 15106 76,905.63 76,950.00 61066535 MT GILEAD OH 43338 96,750.00 96,750.00 61066534 SHELBY OH 44875 85,477.49 85,520.00 61066492 SYLVANIA OH 43560 213,040.19 213,200.00 61066483 VALLEY CITY OH 44280 297,500.00 297,500.00 61066482 LOUISVILLE KY 40258 96,946.46 97,000.00 61066477 SCOTTSVILLE KY 42164 148,750.00 148,750.00 61066472 DEERFIELD OH 44411 182,400.00 182,400.00 61066465 SPARTA KY 41086 52,250.00 52,250.00 61066443 DOYLESTOWN PA 18901 402,146.61 402,500.00 61066437 PHILADELPHIA PA 19143 68,000.00 68,000.00 61066427 NORTH CANTON OH 44720 23,794.25 23,800.00 61066420 SOUTH EUCLID OH 44121 84,455.26 84,500.00 61066388 CHAGRIN FALLS OH 44022 239,954.51 240,000.00 61066373 FRANKFORT KY 40601 63,935.84 64,000.00 61066340 PEMBERVILLE OH 43450 132,050.00 132,050.00 61066322 TOLEDO OH 43602 89,965.00 90,000.00 61066295 RAVENNA OH 44266 75,571.85 75,600.00 61066285 MARBLEHEAD OH 43440 23,000.00 23,000.00 61066284 MARBLEHEAD OH 43440 92,000.00 92,000.00 61066254 CINCINNATI OH 45215 39,968.59 40,000.00 61066226 HAMILTON OH 45015 24,794.00 24,800.00 61066210 PAINTSVILLE KY 41240 102,800.00 102,800.00 61066159 CHARLOTTE MI 48813 234,878.17 235,000.00 61066132 ALLIANCE OH 44601 72,400.00 72,400.00 61066074 MIDLOTHIAN VA 23112 269,793.53 270,000.00 61066072 OAKWOOD VILLAGE OH 44146 71,250.00 71,250.00 61066069 AKRON OH 44305 51,975.48 52,000.00 61066020 WEST LAFAYETTE OH 43845 59,464.23 59,500.00 61066008 COLUMBUS OH 43229 116,000.00 116,000.00 61065995 SUMPTER TOWNSHIP MI 48111 102,510.00 102,510.00 61065906 AKRON OH 44306 103,936.14 103,999.80 61065866 HARDIN KY 42048 55,681.90 55,700.00 61065841 NAPOLEON OH 43545 23,230.56 23,240.00 61065828 SUNBURY OH 43074 24,183.13 24,200.00 61065756 ALLIANCE OH 44601 19,990.27 20,000.00 61065748 CLAY TWP MI 48001 123,925.65 124,000.00 61065739 NEWTON FALLS OH 44444 116,949.88 117,000.00 61065710 BRANDENBURG KY 40108 37,281.85 37,300.00 61065669 COLUMBUS OH 43206 80,750.00 80,750.00 61065594 EAST PITTSBURGH PA 15112 79,945.73 80,000.00 61065555 CANTON PA 17724 103,849.31 104,000.00 61065530 APOLLO BEACH FL 33572 42,961.60 43,000.00 61065528 LOVELAND OH 45140 27,587.73 27,600.00 61065503 WADSWORTH OH 44281 186,969.05 187,000.00 61065461 CANTON OH 44709 61,844.25 61,875.00 61065446 WESTON OH 43569 210,000.00 210,000.00 61065437 ELYRIA OH 44035 199,820.40 200,000.00 61065329 EAST LIVERPOOL OH 43920 55,482.84 55,500.00 61065277 STREETSBORO OH 44241 133,169.00 133,250.00 61065257 KENTON OH 43326 29,665.56 29,680.00 61065228 ALIQUIPPA PA 15001 90,250.00 90,250.00 61065162 COVINGTON KY 41015 106,485.10 106,500.00 61065083 CINCINNATI OH 45215 159,906.02 160,000.00 61065082 CUNNINGHAM TN 37052 70,916.30 71,000.00 61064990 CHESAPEAKE VA 23321 271,863.37 272,000.00 61064956 WILLOWICK OH 44095 30,785.02 30,800.00 61064669 BRUNSWICK HILLS OH 44212 152,152.00 152,152.00 61064579 EATON OH 45320 61,577.36 61,600.00 61064471 YOUNGSTOWN OH 44511 20,177.30 20,200.00 61064439 RICHMOND HTS OH 44143 191,877.86 192,000.00 61064431 ERIE PA 16504 106,326.62 106,500.00 61064051 HARDINSBURG KY 40143 50,290.21 50,400.00 61063938 SHERRODSVILLE OH 44675 103,274.50 103,500.00 61063926 NORFOLK VA 23503 140,088.82 140,325.00 61063893 KILL DEVIL HILLS NC 27948 287,241.85 288,000.00 61063873 NORTH HUNTINGDON PA 15642 50,004.00 50,004.00 61063815 MIDDLETOWN OH 45044 75,342.61 75,520.00 61063695 FOLCROFT PA 19032 72,043.52 72,150.00 61063676 VERMILION OH 44089 101,386.38 101,600.00 61063648 LORAIN OH 44052 52,712.37 52,800.00 61063533 WELLINGTON OH 44090 232,753.99 233,750.00 61063445 ERIE PA 16502 59,248.26 59,375.00 61062206 VANDERBILT MI 49795 51,878.22 52,000.00 61062015 TOLEDO OH 43615 103,866.54 104,000.00 61060613 ALGER OH 45812 57,392.68 57,600.00 61060612 EDINBORO PA 16412 129,547.02 130,000.00 61059986 FLORENCE KY 41042 21,909.67 22,000.00 61057433 AKRON OH 44306 52,197.11 52,500.00 51066018 MARIETTA GA 30066 196,000.00 196,000.00 51065915 BALDWYN MS 38824 59,700.00 59,700.00 51065746 FRANKLIN TN 37064 24,000.00 24,000.00 51065744 FRANKLIN TN 37064 96,000.00 96,000.00 51065709 TUSCALOOSA AL 35405 111,920.00 111,920.00 51065689 MCDONOUGH GA 30253 208,320.00 208,320.00 51065669 ARLINGTON TN 38017 64,980.00 64,980.00 51065668 ARLINGTON TN 38017 259,920.00 259,920.00 51065652 JACKSON MS 39213 60,300.00 60,300.00 51065626 MACON GA 31210 259,350.00 259,350.00 51065600 LITHONIA GA 30038 25,780.00 25,780.00 51065593 BUFORD GA 30519 165,750.00 165,750.00 51065578 ORLANDO FL 32808 166,400.00 166,400.00 51065569 MOBILE AL 36695 106,200.00 106,200.00 51065545 LITHONIA GA 30058 185,250.00 185,250.00 51065543 CARRIERE MS 39426 92,700.00 92,700.00 51065541 MEMPHIS TN 38116 24,000.00 24,000.00 51065540 MEMPHIS TN 38116 96,000.00 96,000.00 51065503 DALLAS GA 30157 152,000.00 152,000.00 51065499 ATLANTA GA 30331 324,000.00 324,000.00 51065489 STONE MOUNTAIN GA 30088 34,600.00 34,600.00 51065472 NEW ORLEANS LA 70130 59,800.00 59,800.00 51065468 STATESBORO GA 30461 256,500.00 256,500.00 51065463 LAWRENCEVILLE GA 30044 28,400.00 28,400.00 51065446 EAST POINT GA 30344 99,750.00 99,750.00 51065441 MILLINGTON TN 38053 127,800.00 127,800.00 51065432 MAYNARDVILLE TN 37807 365,750.00 365,750.00 51065431 NASHVILLE TN 37217 121,600.00 121,600.00 51065423 NEW ORLEANS LA 70130 239,200.00 239,200.00 51065422 SHEFFIELD AL 35660 60,000.00 60,000.00 51065413 DRY BRANCH GA 31217 88,200.00 88,200.00 51065411 JONESBORO GA 30236 28,900.00 28,900.00 51065399 MACON GA 31217 63,000.00 63,000.00 51065372 ATLANTA GA 30354 116,000.00 116,000.00 51065365 COLUMBUS GA 31907 110,500.00 110,500.00 51065359 CHATTANOOGA TN 37411 60,556.00 60,556.00 51065358 MEMPHIS TN 38134 100,800.00 100,800.00 51065354 MARIETTA GA 30064 43,400.00 43,400.00 51065353 MARIETTA GA 30062 247,445.54 247,500.00 51065352 MARIETTA GA 30064 173,600.00 173,600.00 51065344 CLAYTON GA 30525 64,000.00 64,000.00 51065338 NEW ORLEANS LA 70131 271,200.00 271,200.00 51065337 BIRMINGHAM AL 35235 137,938.69 138,000.00 51065335 ROOPVILLE GA 30170 76,000.00 76,000.00 51065330 BATON ROUGE LA 70816 114,498.72 114,560.00 51065328 HAMPTON GA 30228 31,180.00 31,180.00 51065327 HAMPTON GA 30228 124,720.00 124,720.00 51065323 FOREST PARK GA 30297 118,500.00 118,500.00 51065322 NASHVILLE TN 37208 91,000.00 91,000.00 51065319 POOLER GA 31322 25,893.74 25,900.00 51065311 DECATUR GA 30035 127,800.00 127,800.00 51065310 CHAPMANSBORO TN 37035 23,886.11 23,900.00 51065307 DENHAM SPRINGS LA 70726 99,858.10 99,900.00 51065305 UNION CITY GA 30291 39,781.13 39,788.80 51065300 ATLANTA GA 30315 57,950.00 57,950.00 51065288 ACWORTH GA 30101 55,960.58 55,980.00 51065285 POWDER SPRINGS GA 30127 128,198.48 128,250.00 51065280 ATLANTA GA 30312 45,374.96 45,385.00 51065270 LUDOWICI GA 31316 150,000.00 150,000.00 51065269 ROSWELL GA 30075 328,563.22 328,800.00 51065265 MC CALLA AL 35111 205,953.99 206,000.00 51065264 ANTIOCH TN 37013 87,980.64 88,000.00 51065262 MONTICELLO GA 31064 20,794.55 20,800.00 51065261 CHAPMANSBORO TN 37035 95,553.47 95,600.00 51065258 MONTICELLO GA 31064 83,152.14 83,200.00 51065254 ATLANTA GA 30311 180,881.00 181,000.00 51065248 HEPHZIBAH GA 30815 106,345.98 106,400.00 51065247 DOUGLASVILLE GA 30134 23,175.68 23,180.00 51065244 DOUGLASVILLE GA 30134 92,688.45 92,720.00 51065243 KNOXVILLE TN 37917 85,468.50 85,500.00 51065237 GRIFFIN GA 30224 26,214.40 26,220.00 51065236 GRIFFIN GA 30224 104,857.26 104,880.00 51065217 ACWORTH GA 30101 132,000.00 132,000.00 51065216 BONAIRE GA 31005 24,100.00 24,100.00 51065215 JACKSON TN 38305 66,474.28 66,500.00 51065213 BONAIRE GA 31005 96,400.00 96,400.00 51065191 CONLEY GA 30288 120,680.00 120,680.00 51065189 PINSON AL 35126 159,878.13 159,900.00 51065186 CLAYTON GA 30525 264,685.33 264,800.00 51065176 STONE MOUNTAIN GA 30088 96,823.79 96,850.00 51065173 MEMPHIS TN 38106 50,230.35 50,250.00 51065166 MACON GA 31217 75,964.54 76,000.00 51065165 ATLANTA GA 30318 108,000.00 108,000.00 51065159 SOMERVILLE TN 38068 131,200.00 131,200.00 51065158 ROME GA 30165 104,958.50 105,000.00 51065151 COVINGTON GA 30016 144,752.71 144,900.00 51065146 PLEASANT GROVE AL 35127 152,833.19 152,910.00 51065145 HIRAM GA 30141 180,968.70 181,002.00 51065143 JEFFERSON GA 30549 57,562.58 57,580.00 51065139 HERMITAGE TN 37076 52,684.58 52,700.00 51065138 PORT WENTWORTH GA 31407 113,000.00 113,000.00 51065131 LOGANVILLE GA 30052 25,375.10 25,380.00 51065121 ATLANTA GA 30316 147,750.00 147,750.00 51065112 CORDOVA TN 38016 107,232.33 107,256.00 51065110 ROSWELL GA 30076 251,550.00 251,550.00 51065102 SHREVEPORT LA 71118 66,000.00 66,000.00 51065097 ATLANTA GA 30319 119,952.31 120,000.00 51065077 ATLANTA GA 30310 140,000.00 140,000.00 51065069 MARIETTA GA 30066 152,900.00 152,900.00 51065052 STONE MOUNTAIN GA 30088 108,800.00 108,800.00 51065045 GALLATIN TN 37066 169,497.25 169,600.00 51065038 MOBILE AL 36605 183,316.24 183,400.00 51065033 RIVERDALE GA 30296 110,195.77 110,250.00 51065032 KNOXVILLE TN 37917 69,965.71 70,000.00 51065007 POWDER SPRINGS GA 30127 52,250.00 52,250.00 51065004 GUNTERSVILLE AL 35976 87,962.90 88,000.00 51064995 GRAYSON GA 30017 156,900.00 156,900.00 51064989 JACKSONVILLE AL 36265 129,679.76 129,760.00 51064984 WINTER SPRINGS FL 32708 233,493.31 233,600.00 51064979 CORRYTON TN 37721 81,250.00 81,250.00 51064966 NASHVILLE TN 37208 50,883.04 51,000.00 51064954 PHENIX CITY AL 36867 32,972.02 32,980.00 51064924 GRETNA LA 70056 208,000.00 208,000.00 51064918 SAUCIER MS 39574 80,000.00 80,000.00 51064912 JONESBORO GA 30236 19,996.15 20,000.00 51064901 JONESBORO GA 30236 79,978.69 80,000.00 51064898 MACON GA 31204 120,000.00 120,000.00 51064891 BIRMINGHAM AL 35217 98,362.95 98,400.00 51064878 SLIDELL LA 70460 128,924.24 129,000.00 51064863 ACWORTH GA 30102 172,834.91 172,900.00 51064855 FORT MEYERS FL 33916 116,250.00 116,250.00 51064851 ATLANTA GA 30350 57,494.09 57,510.00 51064850 CHATTANOOGA TN 37421 156,522.97 156,600.00 51064840 OLD HICKORY TN 37138 32,040.00 32,040.00 51064826 MOULTON AL 35650 26,993.47 27,000.00 51064820 COVINGTON LA 70433 173,850.00 173,850.00 51064816 CORDOVA TN 38016 139,139.40 139,200.00 51064815 MEMPHIS TN 38141 103,951.99 104,000.00 51064807 TALBOTT TN 37877 78,964.68 79,000.00 51064796 ATLANTA GA 30316 191,911.37 192,000.00 51064789 MATTHEWS GA 30818 81,226.49 81,250.00 51064788 BENTON TN 37307 50,350.00 50,350.00 51064782 JACKSON MS 39204 60,000.00 60,000.00 51064768 MARYVILLE TN 37803 184,679.73 184,800.00 51064759 ATLANTA GA 30317 198,310.34 198,400.00 51064756 LINCOLNTON GA 30817 59,200.00 59,200.00 51064703 MEMPHIS TN 38127 78,825.89 78,850.00 51064699 CAMDEN AL 36726 66,466.60 66,500.00 51064697 LAFAYETTE LA 70501 99,936.89 100,000.00 51064693 STONE MOUNTAIN GA 30087 227,837.45 228,000.00 51064691 LAWRENCEBURG TN 38464 102,902.46 103,000.00 51064690 CONYERS GA 30012 50,330.63 50,350.00 51064689 AUGUSTA GA 30906 67,178.52 67,200.00 51064539 BIRMINGHAM AL 35215 21,174.88 21,180.00 51064528 SEYMOUR TN 37865 164,000.00 164,000.00 51064515 LULING LA 70070 133,938.14 134,000.00 51064500 JACKSONSVILLE FL 32221 104,958.27 105,000.00 51064493 JACKSON MS 39204 69,000.00 69,000.00 51064491 DIAMONDHEAD MS 39525 149,926.99 150,000.00 51064458 MONROE LA 71201 64,940.38 65,000.00 51064452 NEW ORLEANS LA 70115 546,125.00 546,125.00 51064445 ROBERT LA 70455 109,130.37 109,200.00 51064389 BIRMINGHAM AL 35217 55,970.97 56,000.00 51064371 LA PLACE LA 70068 147,056.00 147,056.00 51064215 TEMPLE GA 30179 27,790.35 27,800.00 51064194 WINDER GA 30680 149,826.27 149,900.00 51064177 CLAXTON GA 30417 122,400.00 122,400.00 51064085 MACON GA 31220 102,900.00 102,900.00 51064074 NORCROSS GA 30093 30,792.55 30,800.00 51064071 NORCROSS GA 30093 123,169.04 123,200.00 51064050 ATLANTA GA 30315 182,307.40 182,400.00 51064042 COLUMBUS GA 31909 26,187.27 26,200.00 51063985 CONYERS GA 30094 119,352.03 119,417.00 51063974 LITHIA SPRINGS GA 30122 23,806.41 23,817.00 51063937 CANTON GA 30115 193,428.71 193,500.00 51063936 HAWKINSVILLE GA 31036 119,937.79 120,000.00 51063933 ATLANTA GA 30331 36,580.08 36,600.00 51063923 GARFIELD GA 30425 87,920.99 88,000.00 51063848 LITHONIA GA 30058 36,979.30 37,000.00 51063829 DECATUR GA 30032 54,969.24 55,000.00 51063768 ATLANTA GA 30314 45,977.62 46,000.00 51063716 COLUMBUS GA 31904 86,952.66 87,000.00 51063706 DECATUR GA 30035 29,585.60 29,600.00 51063695 BARTLETT TN 38135 35,759.25 35,800.00 51063686 NORCROSS GA 30093 30,984.94 31,000.00 51063664 OXFORD GA 30054 59,972.30 60,000.00 51063595 HAMPTON GA 30228 22,967.49 22,980.00 51063527 LARGO FL 33774 135,939.04 136,000.00 51063521 AUGUSTA GA 30906 75,942.93 76,000.00 51063334 CUMMING GA 30040 45,457.88 45,480.00 51063293 MARIETTA GA 30068 229,583.32 230,000.00 51063209 AUGUSTA GA 30904 70,292.39 70,400.00 51063204 MONROE GA 30655 49,455.80 49,500.00 51063115 KISSIMMEE FL 34744 145,322.90 145,600.00 51062955 PENSACOLA FL 32505 89,965.34 90,000.00 51062430 JONESBORO GA 30236 146,044.00 146,044.00 51062205 CARTERSVILLE GA 30121 91,828.01 92,000.00 51062124 REDDICK FL 32686 161,307.35 161,600.00 51062102 DALLAS GA 30157 49,465.24 50,000.00 51061939 CUMMING GA 30040 150,550.76 151,050.00 51061854 GRAYSON GA 30017 31,817.26 32,000.00 51061731 LAWRENCEVILLE GA 30044 176,992.75 177,650.00 51061629 ATLANTA GA 30314 35,895.65 36,000.00 51061077 CHATSWORTH GA 30705 54,646.99 55,500.00 51060998 SWAINSBORO GA 30401 91,936.29 92,400.00 51060482 POOLER GA 31322 24,156.48 24,251.25 51059696 LAWARENCEVILLE GA 30045 26,831.08 27,000.00 51059249 ATLANTA GA 30317 185,632.35 187,110.00 51057767 FAYETTEVILLE GA 30215 112,800.00 112,800.00 51031993 SMYRNA GA 30082 286,150.52 294,950.00 41074458 EVERGREEN PARK IL 60805 133,548.00 133,992.00 41074322 BARTLETT IL 60103 242,863.60 243,525.00 41074307 GARDNER KS 66030 45,887.15 45,990.00 41074234 PEORIA IL 61615 49,894.50 50,000.00 41074156 CHICAGO IL 60618 494,390.83 495,900.00 41074100 CHICAGO IL 60643 132,521.33 132,905.00 41074047 HOFFMAN ESTATES IL 60194 200,138.59 200,700.00 41073967 ST LOUIS MO 63136 49,885.73 50,000.00 41073733 DEKALB IL 60115 27,735.50 27,800.00 41073659 BLUE ISLAND IL 60406 27,922.52 28,000.00 41073639 CALUMET CITY IL 60409 123,147.17 123,500.00 41073625 CHICAGO IL 60628 103,746.53 104,000.00 41073597 NORTH LAS VEGAS NV 89032 260,000.00 260,000.00 41073173 CHICAGO IL 60623 183,900.42 184,500.00 41072878 BARRINGTON IL 60010 1,049,901.26 1,050,000.00 41072388 MAYWOOD IL 60153 72,521.11 72,800.00 41071615 MUNCIE IN 47302 53,368.76 53,550.00 41070852 CHICAGO IL 60628 122,964.22 123,500.00 41070787 BUFFALO MO 65622 147,187.49 148,000.00 41066079 CHICAGO IL 60639 138,131.42 139,000.00 41065023 WARRENSBURG IL 62573 49,902.88 50,350.00 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XX. XXXXXX XX 00000 115,552.92 115,900.00 781005348 XXXXXXXX XX 00000 175,212.30 175,750.00 31042245 XXXXXX XXXXXX XX 00000 306,141.86 306,400.00 571006687 NAGS XXXX XX 00000 626,364.26 627,000.00 51059878 XXXXXX XX 00000 15,478.17 15,580.00 101046114 XXXXXXXXXXX XX 00000 18,940.45 19,055.00 511039161 XXXXXXXXX XX 00000 126,980.49 127,500.00 321031980 XXXXXXXXX XX 00000 64,516.66 65,000.00 101052981 XXXXXXX XX 00000 121,890.84 122,075.00 211040292 XXXXXXXXXX XX 00000 1,098,983.69 1,100,001.00 581006737 XXXXXXX XX 00000 624,574.20 625,000.00 511043443 XXXXXXXXXX XX 00000 295,762.67 296,000.00 231077468 XXXXXXXXXX XX 0000 629,556.19 630,000.00 51062825 XXXXXX XX 00000 147,650.30 148,000.00 31041230 XXXXXXXXX XX 00000 223,038.92 223,250.00 521033776 XXXXXXXXX XXXX XX 00000 200,347.03 200,800.00 71071269 XXXXXXXXX XX 00000 164,749.38 165,000.00 551010492 XXXXXXX XX 00000 114,915.14 115,200.00 51062843 XXXXXXX XX 00000 99,010.63 99,200.00 521034036 XX.XXXXX XX 00000 81,442.40 81,600.00 51062622 XXXXXXX XX 00000 112,595.22 112,800.00 831056317 XXXXX XX 00000 511,574.84 513,000.00 151031788 XXXXXX XX 00000 87,873.82 88,000.00 161047609 PROVIDENCE RI 2907 296,699.57 297,500.00 841010937 XXXX XXXXX XX 00000 404,606.27 405,000.00 861000798 XXXXX XXXX XX 00000 49,951.06 50,000.00 831058021 XXXXXXX XX 0000 104,766.34 105,000.00 61064348 XXXXXX XX 00000 50,336.76 50,400.00 761013806 XXXXXXXXXX XX 00000 16,855.31 16,900.00 361026334 XXXXXXX XX 00000 15,342.67 15,400.00 581001494 XXXXXXX XX 00000 16,930.22 17,000.00 51061909 XXXXXXXX XX 00000 18,764.27 18,800.00 101051742 XX XXXXXXXX XX 00000 19,149.95 19,200.00 551009317 XXXXXXXXXX XX 00000 19,780.14 19,822.00 61062130 XXXXXXXXXX XX 00000 25,133.40 25,200.00 521030113 XXXXXXXXX XX 00000 14,946.13 15,000.00 711007427 XXXXXXXX XX 00000 17,530.84 18,000.00 571006688 NAGS XXXX XX 00000 115,433.57 115,500.00 721008546 XXXXXXX XX 00000 14,834.74 15,000.00 771007123 XXXXXXX XX 00000 14,934.97 15,000.00 651013297 XXXXXX XX 00000 14,942.60 15,000.00 101049349 XXXXXXXXX XX 00000 14,955.12 15,000.00 551009541 XXXXXXX XX 00000 15,308.34 15,340.00 351030029 XXXXXXX XX 00000 15,961.21 16,000.00 391016618 XXXXXXXX XX 00000 15,983.56 16,000.00 641013910 XXXXXXX XX 00000 16,291.38 16,620.00 41072419 XX XXXXX XX 00000 16,360.13 16,400.00 101050692 XXXXXX XX 00000 16,359.13 16,400.00 771007441 XXXXXX XX 00000 16,698.98 17,000.00 641014411 XXXX XXXXX XX 00000 16,936.07 16,960.00 581002277 XXXXXXXXX XX 00000 18,338.72 18,400.00 641012964 XXXXXXXX XXXX XX 00000 18,669.14 18,730.00 101051338 XXXXXX XX 00000 18,954.86 19,000.00 61063352 XXXXXXX XX 00000 51,683.76 51,800.00 571004952 XXXXX XXXXXXXX XX 00000 72,736.88 72,800.00 391015592 XXXXXXXXX XXXXXX XXXX XX 00000 14,908.42 15,000.00 391012155 XXXXXXXXX XX 00000 15,055.23 15,180.00 81061115 XXXXXXXXX XX 00000 15,304.76 15,320.00 351030507 XXXXXXXX XX 00000 15,755.39 15,800.00 551009271 XXXXXXX XX 00000 16,184.73 16,224.00 101051358 XXXXXX XX 00000 16,949.96 17,000.00 61060326 XXXXXXXXXX XX 00000 17,142.59 17,200.00 211036284 XXXXXX XX 00000 19,107.70 19,180.00 521029866 XXXXX XX 00000 19,247.81 19,300.00 551009230 XXXXX XXXX XX 00000 19,510.24 19,600.00 41067258 XXXXXXXX XX 00000 16,447.26 17,000.00 211035639 XXXXXXXX XX 00000 17,747.14 17,980.00 511044319 XXXXX XX 00000 478,039.48 478,400.00 581006716 XXXXXXX XX 00000 438,086.14 438,400.00 101055186 XXXXXXXX XX 00000 131,137.60 131,200.00 831060648 XXXXXXXXX XX 00000 233,432.78 233,600.00 101055051 XXXXXXX XX 00000 120,674.81 120,760.00 311029958 XXXXXXXXX XXX XX 00000 89,546.30 89,600.00 831060589 XXXXX XX 00000 271,799.47 272,000.00 831060845 XXXXXXXXXX XX XX 00000 190,263.68 190,400.00 511045322 XXXXXXXXXX XX 00000 379,819.29 380,000.00 551012567 XXXXX XXXXXX XX 00000 117,944.54 118,000.00 651017657 XXXXXXXXXX XX 00000 111,947.51 112,000.00 141054061 XXXXXXXXXXX XX 0000 123,063.98 123,120.00 51063694 XXXXXXXX XX 00000 143,134.85 143,200.00 511045722 XXXXXX XX 00000 164,186.91 164,260.00 101054825 XXXX XXXXX XX 00000 69,155.33 69,200.00 551012161 XXXXXXXXX XX 00000 64,763.70 64,800.00 171030757 XXXXXXX XX 00000 151,881.64 152,000.00 101054864 XXXXXX XX 00000 236,314.28 236,440.00 341030973 XXXXXXXXXXX XX 00000 70,363.82 70,400.00 381027064 XXXXXX XXXXXX XX 00000 355,864.58 356,250.00 831061479 XXXXXXX XX 00000 166,328.44 166,400.00 841011380 XXXXXXXXXX XX 00000 214,581.95 214,731.20 841011700 XXXXXXXX XX 00000 17,185.89 17,200.00 841011668 XXXXXXXX XX 00000 17,587.08 17,600.00 831050334 XXXXXXXXX XX 00000 181,500.00 181,500.00 691008522 XXXXXXXXXXX XX 00000 180,000.00 180,000.00 661015824 XXX XXXXXXX XX 00000 263,600.00 263,600.00 661014604 XXXXXX XX 00000 253,800.78 254,000.00 651018662 XXXXXXXX XX 00000 385,000.00 385,000.00 651018364 XXXXXXX XX 00000 108,250.00 108,250.00 511043293 XXX XXXXXXX XX 00000 194,641.08 195,000.00 391015610 XXXXXXX XX 00000 15,265.90 15,300.00 371030979 XXXXXXXXXX XX 00000 19,738.09 19,780.00 51065419 XXXXXX XXXXXXX XX 00000 133,500.00 133,500.00 341027306 XXXXXXX XX 00000 59,287.56 60,450.00 651011400 XXXXXX XXXXX XX 00000 93,285.83 93,750.00 161045326 XXXXXXX XX 00000 179,378.97 180,500.00 611017218 XXXXXXX XXXXX XX 00000 305,864.33 306,000.00 671003130 XXXXXXXXXX XX 00000 395,109.27 399,000.00 91004847 XX. XXXXX XX 00000 38,701.42 40,000.00 761009211 XXXXXXXXXX XX 00000 183,050.79 184,500.00 261052568 XXXXXXXXXX XX 00000 52,365.65 52,650.00 101048418 XXXXXXX XXXXXXX XX 00000 14,944.03 15,000.00 101049869 XXXXXXX XX 00000 14,899.68 15,000.00 121043180 XXXXXXXXX XX 00000 87,942.10 88,350.00 781004562 XXXXXXXXX XX 00000 14,952.66 15,000.00 171027235 XXXXXXX XX 00000 16,943.27 17,000.00 741013473 XXXXXXXXXX XX 00000 16,135.67 16,200.00 641012087 XXXXXXXXXXX XX 00000 15,946.74 16,000.00 761012836 XXXXXXXXXX XX 00000 15,750.14 15,800.00 351030303 XXXXXXX XX 00000 15,307.84 15,400.00 771007111 XXXXXX XX 00000 14,942.43 15,000.00 71069500 XXXXXXXXX XX 00000 16,443.55 16,500.00 741013527 XXXX XX 00000 65,965.82 67,450.00 621012590 XXXX XXXX XX 00000 37,885.67 38,000.00 611019580 XXXXXXXXX XX 00000 109,758.50 110,000.00 401004685 XXXXXXXX XXXX XX 00000 13,676.67 13,727.00 41073265 XXXX XXXXX XX 00000 16,167.64 16,200.00 121044152 PEQUOT XXXXX XX 00000 129,048.78 129,600.00 351030873 XXXXXXX XX 00000 16,951.94 17,000.00 101052293 XXXXX XX 00000 19,560.89 19,600.00 741011698 XXXXXX XX 00000 78,241.82 78,850.00 581008153 XXXXXXXX XX 00000 1,049,446.77 1,050,000.00 371031222 XXXXXXXXXXXX XX 00000 64,647.99 64,800.00 61064432 XXXXXXXXXX XX 00000 53,237.39 53,300.00 741015213 XXXXXXXX XX 00000 95,744.94 96,000.00 LOAN NUMBER CURRENT GROSS INTEREST RATE P&I CUTOFF DATE DATE OF LOAN ORIGINATION FIRST PAYMENT DATE ----------- --------------------------- --- ----------- ------------------------ ------------------ 871004896 7.3 2,193.83 6/1/2006 5/12/2006 7/1/2006 871004877 8.85 6,747.75 6/1/2006 5/15/2006 7/1/2006 871004872 8.3 3,532.39 6/1/2006 5/19/2006 7/1/2006 871004830 8.8 1,628.76 6/1/2006 5/17/2006 7/1/2006 871004812 8.975 3,154.69 6/1/2006 5/9/2006 7/1/2006 871004793 10.45 3,261.39 6/1/2006 5/11/2006 7/1/2006 871004776 9.075 1,117.83 6/1/2006 5/5/2006 7/1/2006 871004775 9.53 2,444.83 6/1/2006 5/9/2006 7/1/2006 871004764 9.5 1,681.71 6/1/2006 5/3/2006 7/1/2006 871004760 8.3 2,911.88 6/1/2006 5/5/2006 7/1/2006 871004759 8.65 2,088.39 6/1/2006 5/8/2006 7/1/2006 871004755 8.25 2,674.51 6/1/2006 5/2/2006 7/1/2006 871004744 9.4 4,245.72 6/1/2006 5/5/2006 7/1/2006 871004743 9.35 1,278.10 6/1/2006 5/5/2006 7/1/2006 871004739 8.99 1,547.51 6/1/2006 4/30/2006 6/1/2006 871004736 8 2,618.07 6/1/2006 5/10/2006 7/1/2006 871004729 9.25 4,319.05 6/1/2006 4/21/2006 6/1/2006 871004722 8.375 4,115.79 6/1/2006 5/15/2006 7/1/2006 871004704 9.55 7,178.29 6/1/2006 4/26/2006 6/1/2006 871004697 9.15 2,759.82 6/1/2006 5/8/2006 7/1/2006 871004687 12.75 521.61 6/1/2006 4/26/2006 6/1/2006 871004685 8.15 1,428.96 6/1/2006 4/26/2006 6/1/2006 871004666 7.6 2,573.72 6/1/2006 5/1/2006 7/1/2006 871004664 7.05 3,482.67 6/1/2006 5/2/2006 7/1/2006 871004663 9 1,174.75 6/1/2006 4/24/2006 6/1/2006 871004659 7.65 1,593.75 6/1/2006 4/28/2006 6/1/2006 871004657 10.42 3,635.05 6/1/2006 4/24/2006 6/1/2006 871004656 7.75 2,868.87 6/1/2006 5/1/2006 7/1/2006 871004650 8.7 2,619.96 6/1/2006 5/9/2006 7/1/2006 871004625 8.2 2,077.81 6/1/2006 5/11/2006 7/1/2006 871004585 9.15 1,875.51 6/1/2006 5/1/2006 7/1/2006 871004577 9.3 1,181.61 6/1/2006 4/26/2006 6/1/2006 871004551 9.1 1,477.37 6/1/2006 4/4/2006 6/1/2006 871004542 8.2 1,398.30 6/1/2006 4/25/2006 6/1/2006 871004525 9.75 233.06 6/1/2006 4/6/2006 6/1/2006 871004513 8.2 3,364.90 6/1/2006 4/12/2006 6/1/2006 871004506 10.25 1,713.79 6/1/2006 4/26/2006 6/1/2006 871004494 7.35 1,584.64 6/1/2006 4/12/2006 6/1/2006 871004400 9 1,788.02 6/1/2006 4/21/2006 6/1/2006 871004357 8.2 3,940.67 6/1/2006 3/31/2006 5/1/2006 871004338 11.75 1,211.29 6/1/2006 3/22/2006 5/1/2006 871004329 8.75 1,022.71 6/1/2006 4/21/2006 6/1/2006 871004298 9.9 1,261.78 6/1/2006 5/2/2006 7/1/2006 871004285 12.75 326.01 6/1/2006 3/20/2006 5/1/2006 871004231 8.75 3,358.44 6/1/2006 3/15/2006 5/1/2006 871004224 9.25 2,532.19 6/1/2006 3/14/2006 5/1/2006 871003959 8.75 6,136.26 6/1/2006 2/6/2006 4/1/2006 871003885 8.55 2,549.12 6/1/2006 1/31/2006 3/1/2006 871003856 7.39 2,079.86 6/1/2006 1/31/2006 3/1/2006 871003825 10.05 4,478.64 6/1/2006 1/25/2006 3/1/2006 871003824 11.7 1,920.66 6/1/2006 1/19/2006 3/1/2006 871003795 8.95 1,938.49 6/1/2006 1/24/2006 3/1/2006 871003760 10.2 3,329.78 6/1/2006 2/8/2006 4/1/2006 871003657 7.99 1,762.80 6/1/2006 1/17/2006 3/1/2006 871003413 10.95 1,848.62 6/1/2006 2/3/2006 3/1/2006 871003266 7.725 2,910.20 6/1/2006 11/21/2005 1/1/2006 871003069 8.1 1,407.42 6/1/2006 12/16/2005 2/1/2006 861002398 7.975 1,451.36 6/1/2006 5/25/2006 7/1/2006 861002334 8 1,736.09 6/1/2006 5/22/2006 7/1/2006 861002303 9.35 1,436.34 6/1/2006 5/19/2006 7/1/2006 861002252 13.9 334.26 6/1/2006 5/15/2006 7/1/2006 861002251 8.95 871.9 6/1/2006 5/15/2006 7/1/2006 861002240 7.5 3,146.47 6/1/2006 5/9/2006 7/1/2006 861002214 8.6 1,585.00 6/1/2006 5/11/2006 7/1/2006 861002213 12.2 1,336.36 6/1/2006 5/11/2006 7/1/2006 861002208 10.05 777.28 6/1/2006 5/10/2006 7/1/2006 861002194 11.4 1,166.92 6/1/2006 5/12/2006 7/1/2006 861002193 8.9 1,295.19 6/1/2006 5/17/2006 7/1/2006 861002183 8.3 2,105.85 6/1/2006 5/11/2006 7/1/2006 861002175 7.5 1,482.33 6/1/2006 5/16/2006 7/1/2006 861002155 7.2 985.82 6/1/2006 5/15/2006 7/1/2006 861002151 8.63 2,266.15 6/1/2006 5/12/2006 7/1/2006 861002133 7.55 2,304.66 6/1/2006 5/12/2006 7/1/2006 861002129 12 1,902.93 6/1/2006 5/8/2006 7/1/2006 861002128 9.775 2,668.21 6/1/2006 5/12/2006 7/1/2006 861002120 8.15 1,960.79 6/1/2006 5/5/2006 7/1/2006 861002119 9.1 3,354.88 6/1/2006 5/11/2006 7/1/2006 861002115 9.7 1,231.90 6/1/2006 5/12/2006 7/1/2006 861002108 9.35 1,090.53 6/1/2006 5/8/2006 7/1/2006 861002107 11.35 768.28 6/1/2006 5/5/2006 7/1/2006 861002104 11.55 685.93 6/1/2006 5/9/2006 7/1/2006 861002096 8.95 1,461.88 6/1/2006 5/9/2006 7/1/2006 861002092 7.975 2,049.66 6/1/2006 5/8/2006 7/1/2006 861002090 9.95 1,436.03 6/1/2006 5/2/2006 7/1/2006 861002076 9.1 1,292.43 6/1/2006 4/27/2006 6/1/2006 861002072 10.18 815.18 6/1/2006 5/1/2006 6/1/2006 861002058 9 894.78 6/1/2006 5/12/2006 7/1/2006 861002053 9.7 1,454.32 6/1/2006 5/8/2006 7/1/2006 861002047 10.525 1,228.26 6/1/2006 4/25/2006 6/1/2006 861002046 10.35 1,050.37 6/1/2006 5/1/2006 6/1/2006 861002044 8.05 1,081.46 6/1/2006 5/2/2006 6/1/2006 861002043 7.6 1,686.97 6/1/2006 5/8/2006 7/1/2006 861002036 9.8 6,212.37 6/1/2006 5/15/2006 7/1/2006 861002031 8.15 1,446.22 6/1/2006 4/25/2006 6/1/2006 861002022 10.75 1,213.53 6/1/2006 5/3/2006 6/1/2006 861002019 7.95 2,517.29 6/1/2006 4/27/2006 6/1/2006 861002015 12.25 937.87 6/1/2006 5/1/2006 6/1/2006 861002013 7 2,224.72 6/1/2006 5/1/2006 6/1/2006 861002011 7.9 872.17 6/1/2006 5/15/2006 7/1/2006 861002001 9.85 4,523.17 6/1/2006 4/28/2006 6/1/2006 861001998 8.475 1,338.08 6/1/2006 4/28/2006 6/1/2006 861001995 8.45 1,429.41 6/1/2006 5/5/2006 7/1/2006 861001984 10.65 920.42 6/1/2006 4/21/2006 6/1/2006 861001977 6.5 2,436.96 6/1/2006 5/9/2006 7/1/2006 861001970 12.1 1,475.71 6/1/2006 5/10/2006 7/1/2006 861001965 11.125 526.86 6/1/2006 4/28/2006 6/1/2006 861001961 7.84 1,583.45 6/1/2006 4/28/2006 6/1/2006 861001952 12.75 289.06 6/1/2006 4/28/2006 6/1/2006 861001949 8.475 886.05 6/1/2006 5/12/2006 7/1/2006 861001936 12.75 597.68 6/1/2006 4/26/2006 6/1/2006 861001933 8.1 1,629.64 6/1/2006 4/26/2006 6/1/2006 861001930 6.75 1,582.58 6/1/2006 4/20/2006 6/1/2006 861001928 9.85 1,615.17 6/1/2006 4/26/2006 6/1/2006 861001919 9.1 1,396.34 6/1/2006 4/24/2006 6/1/2006 861001909 8.4 761.84 6/1/2006 5/1/2006 6/1/2006 861001904 8 1,526.23 6/1/2006 5/16/2006 7/1/2006 861001884 9.75 256.03 6/1/2006 4/28/2006 6/1/2006 861001873 9.8 1,063.00 6/1/2006 5/2/2006 6/1/2006 861001872 7.85 1,340.80 6/1/2006 4/27/2006 6/1/2006 861001849 11.25 3,813.56 6/1/2006 4/17/2006 6/1/2006 861001837 6.5 792.61 6/1/2006 4/26/2006 6/1/2006 861001812 10.55 1,526.23 6/1/2006 4/25/2006 6/1/2006 861001811 8.65 1,548.61 6/1/2006 5/15/2006 7/1/2006 861001809 12.75 1,036.71 6/1/2006 4/13/2006 6/1/2006 861001802 9.4 1,125.32 6/1/2006 5/8/2006 6/1/2006 861001801 7.95 899.03 6/1/2006 5/1/2006 7/1/2006 861001791 10.35 1,170.09 6/1/2006 4/28/2006 6/1/2006 861001786 7.25 2,244.36 6/1/2006 4/12/2006 6/1/2006 861001776 13.15 541.98 6/1/2006 4/28/2006 6/1/2006 861001774 8.12 656.06 6/1/2006 4/12/2006 6/1/2006 861001771 9.75 1,331.69 6/1/2006 4/28/2006 6/1/2006 861001742 6.35 1,303.89 6/1/2006 5/1/2006 6/1/2006 861001699 10.95 1,088.46 6/1/2006 4/26/2006 6/1/2006 861001681 11.19 2,146.09 6/1/2006 4/14/2006 6/1/2006 861001619 8.65 1,422.04 6/1/2006 4/25/2006 6/1/2006 861001600 12.25 261.97 6/1/2006 3/31/2006 5/1/2006 861001586 12.75 429.24 6/1/2006 3/24/2006 5/1/2006 861001584 12.25 375.15 6/1/2006 4/4/2006 6/1/2006 861001556 10 4,923.18 6/1/2006 5/11/2006 7/1/2006 861001546 12.25 354.19 6/1/2006 3/31/2006 5/1/2006 861001542 12.25 282.93 6/1/2006 3/27/2006 5/1/2006 861001533 9.75 747.46 6/1/2006 5/1/2006 6/1/2006 861001488 9.15 636.04 6/1/2006 5/3/2006 6/1/2006 861001478 10.34 1,038.22 6/1/2006 4/21/2006 6/1/2006 861001448 11.5 782.33 6/1/2006 3/17/2006 5/1/2006 861001322 12.25 1,037.42 6/1/2006 3/24/2006 5/1/2006 861001096 12.75 455.87 6/1/2006 3/21/2006 5/1/2006 861000981 8.15 1,575.70 6/1/2006 2/6/2006 4/1/2006 861000668 8.59 822.23 6/1/2006 1/6/2006 2/1/2006 861000565 8.55 1,245.59 6/1/2006 12/22/2005 2/1/2006 861000429 10.74 2,084.65 6/1/2006 1/24/2006 3/1/2006 861000296 11.15 553.15 6/1/2006 11/21/2005 1/1/2006 861000258 11.65 440.77 6/1/2006 11/17/2005 1/1/2006 861000243 12.15 282.93 6/1/2006 11/17/2005 1/1/2006 861000183 10.4 529.85 6/1/2006 11/16/2005 1/1/2006 861000032 11.9 295.7 6/1/2006 11/15/2005 1/1/2006 861000008 10.2 1,533.43 6/1/2006 12/5/2005 2/1/2006 851003272 8.75 4,941.76 6/1/2006 3/29/2006 5/1/2006 851003093 12.75 912.82 6/1/2006 3/20/2006 5/1/2006 851003073 8.5 3,079.00 6/1/2006 2/21/2006 4/1/2006 851003069 8.4 1,269.62 6/1/2006 2/21/2006 4/1/2006 851003015 8.5 2,199.28 6/1/2006 2/15/2006 4/1/2006 851002975 7.8 3,102.38 6/1/2006 2/23/2006 4/1/2006 851002960 7.99 1,516.13 6/1/2006 2/3/2006 3/1/2006 851002958 9.35 2,954.11 6/1/2006 2/14/2006 4/1/2006 851002946 7.6 2,006.40 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