AMENDMENT NO. 1 Dated as of June 30, 2006 to POOLING AND SERVICING AGREEMENT Dated as of April 1, 2006 among ACE SECURITIES CORP., Depositor OCWEN LOAN SERVICING, LLC Servicer WELLS FARGO BANK, NATIONAL ASSOCIATION Master Servicer and Securities...
AMENDMENT
NO. 1
Dated
as
of June 30, 2006
to
Dated
as
of April 1, 2006
among
ACE
SECURITIES CORP.,
Depositor
OCWEN
LOAN SERVICING,
LLC
Servicer
XXXXX
FARGO BANK, NATIONAL ASSOCIATION
Master
Servicer and Securities Administrator
and
HSBC
BANK
USA, NATIONAL ASSOCIATION
Trustee
______________________________________
ASSET
BACKED PASS-THROUGH CERTIFICATES
______________________________________
THIS
AMENDMENT NO. 1, dated as of June 30, 2006 (this “Amendment”), to the Pooling
and Servicing Agreement, dated as of April 1, 2006, among ACE SECURITIES CORP.,
as depositor (the “Depositor”), OCWEN LOAN SERVICING, LLC, as servicer (the
“Servicer”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, as master servicer (the
“Master Servicer”) and securities administrator (the “Securities Administrator”)
and HSBC BANK USA, NATIONAL ASSOCIATION (the “Trustee”) (the “Pooling and
Servicing Agreement”).
W
I T N E
S S E T H
WHEREAS,
the Depositor, the Servicer, the Master Servicer, the Securities Administrator
and the Trustee entered into the Pooling and Servicing Agreement;
WHEREAS,
the Depositor desires to amend certain provisions of the Pooling and Servicing
Agreement as set forth in this Amendment;
WHEREAS,
Section 12.01 of the Pooling and Servicing Agreement provides that the Pooling
and Servicing Agreement may be amended from time to time by the Depositor,
the
Servicer, the Master Servicer, the Securities Administrator and the Trustee,
without the consent of any of the Certificateholders, to supplement any
provision contained therein upon the satisfaction of certain conditions set
forth therein; and
WHEREAS,
Section 12.01 of the Pooling and Servicing Agreement provides that the Pooling
and Servicing Agreement may be amended from time to time with the consent of
the
Swap Provider.
NOW,
THEREFORE, the parties hereto agree as follows:
SECTION
1. Defined
Terms.
For
purposes of this Amendment, unless the context clearly requires otherwise,
all
capitalized terms which are used but not otherwise defined herein shall have
the
respective meanings assigned to such terms in the Pooling and Servicing
Agreement.
SECTION
2. The
Amendments.
1. Section
1.01 of the Pooling and Servicing Agreement is hereby amended by deleting the
table in the definition of “Swap Notional Amount” in its entirety and replacing
such table with the following:
|
From
and including:
|
To
but excluding:
|
Swap
Notional
Amount
($):
|
|
4/28/2006
|
5/25/2006
|
939,558,075.00
|
|
5/25/2006
|
6/25/2006
|
925,238,275.00
|
|
6/25/2006
|
7/25/2006
|
908,157,620.00
|
|
7/25/2006
|
8/25/2006
|
888,621,269.00
|
|
8/25/2006
|
9/25/2006
|
866,697,810.00
|
|
9/25/2006
|
10/25/2006
|
842,476,415.00
|
|
10/25/2006
|
11/25/2006
|
816,067,412.00
|
|
11/25/2006
|
12/25/2006
|
787,610,130.00
|
|
12/25/2006
|
1/25/2007
|
757,326,672.00
|
|
1/25/2007
|
2/25/2007
|
725,933,462.00
|
|
2/25/2007
|
3/25/2007
|
695,628,424.00
|
|
3/25/2007
|
4/25/2007
|
666,576,299.00
|
|
4/25/2007
|
5/25/2007
|
638,739,830.00
|
|
5/25/2007
|
6/25/2007
|
612,068,058.00
|
|
6/25/2007
|
7/25/2007
|
586,512,162.00
|
|
7/25/2007
|
8/25/2007
|
562,025,372.00
|
|
8/25/2007
|
9/25/2007
|
538,562,881.00
|
|
9/25/2007
|
10/25/2007
|
516,069,751.00
|
|
10/25/2007
|
11/25/2007
|
494,357,743.00
|
|
11/25/2007
|
12/25/2007
|
472,551,810.00
|
|
12/25/2007
|
1/25/2008
|
443,918,679.00
|
|
1/25/2008
|
2/25/2008
|
379,337,554.00
|
|
2/25/2008
|
3/25/2008
|
322,198,314.00
|
|
3/25/2008
|
4/25/2008
|
274,897,678.00
|
|
4/25/2008
|
5/25/2008
|
239,053,129.00
|
|
5/25/2008
|
6/25/2008
|
226,086,095.00
|
|
6/25/2008
|
7/25/2008
|
215,615,733.00
|
|
7/25/2008
|
8/25/2008
|
205,783,181.00
|
|
8/25/2008
|
9/25/2008
|
196,409,297.00
|
|
9/25/2008
|
10/25/2008
|
187,469,118.00
|
|
10/25/2008
|
11/25/2008
|
178,942,017.00
|
|
11/25/2008
|
12/25/2008
|
170,808,622.00
|
|
12/25/2008
|
1/25/2009
|
163,050,658.00
|
|
1/25/2009
|
2/25/2009
|
155,651,155.00
|
|
2/25/2009
|
3/25/2009
|
148,595,950.00
|
|
3/25/2009
|
4/25/2009
|
141,866,050.00
|
|
4/25/2009
|
5/25/2009
|
135,445,729.00
|
|
5/25/2009
|
6/25/2009
|
129,320,568.00
|
|
6/25/2009
|
7/25/2009
|
123,476,820.00
|
|
7/25/2009
|
8/25/2009
|
117,901,541.00
|
|
8/25/2009
|
9/25/2009
|
112,582,799.00
|
|
9/25/2009
|
10/25/2009
|
107,508,003.00
|
|
10/25/2009
|
11/25/2009
|
102,665,697.00
|
|
11/25/2009
|
12/25/2009
|
98,045,081.00
|
|
12/25/2009
|
1/25/2010
|
93,635,863.00
|
SECTION
3. Effect
of Amendment.
Upon
execution of this Amendment, the Pooling and Servicing Agreement shall be,
and
be deemed to be, modified and amended in accordance herewith and the respective
rights, limitations, obligations, duties, liabilities and immunities of the
Depositor, the Servicer, the Master Servicer, the Securities Administrator
and
the Trustee shall hereafter be determined, exercised and enforced subject in
all
respects to such modifications and amendments, and all the terms and conditions
of this Amendment shall be deemed to be part of the terms and conditions of
the
Pooling and Servicing Agreement for any and all purposes. Except as modified
and
expressly amended by this Amendment, the Pooling and Servicing Agreement is
in
all respects ratified and confirmed, and all the terms, provisions and
conditions thereof shall be and remain in full force and effect.
SECTION
4. Binding
Effect.
The
provisions of this Amendment shall be binding upon and inure to the benefit
of
the respective successors and assigns of the parties hereto, and all such
provisions shall inure to the benefit of the Depositor, the Servicer, the Master
Servicer, the Securities Administrator and the Trustee.
SECTION
5. Governing
Law.
This
Amendment shall be construed in accordance with the substantive laws of the
State of New York (without regard to conflict of law principles other than
Section 5-1401 of the New York General Obligations Law) and the obligations,
rights and remedies of the parties hereto shall be determined in accordance
with
such laws.
SECTION
6. Severability
of Provisions.
If
any
one or more of the provisions or terms of this Amendment shall be for any reason
whatsoever held invalid, then such provisions or terms shall be deemed severable
from the remaining provisions or terms of this Amendment and shall in no way
affect the validity or enforceability of the other provisions or terms of this
Amendment.
SECTION
7. Section
Headings.
The
section headings herein are for convenience of reference only, and shall not
limit or otherwise affect the meaning hereof.
SECTION
8. Counterparts.
This
Amendment may be executed in several counterparts, each of which shall be an
original and all of which shall constitute but one and the same
instrument.
[signature
pages follow]
IN
WITNESS WHEREOF, the Depositor, the Servicer, the Master Servicer, the
Securities Administrator and the Trustee have caused their names to be signed
hereto by their respective officers thereunto duly authorized as of the day
and
year first above written.
ACE
SECURITIES CORP.,
as
Depositor
By:
/s/
Xxxxxx Xxxxxxxxxx
Name:
Xxxxxx Xxxxxxxxxx
Title:
Vice President
By:
/s/
Xxxxx X. Xxxxx
Name:
Xxxxx X. Xxxxx
Title:
Vice President
OCWEN
LOAN SERVICING, LLC,
as
Servicer
By:
/s/
Xxxxxxx Xxxxxxx
Name:
Xxxxxxx Xxxxxxx
Title:
Authorized Representative
XXXXX
FARGO BANK, NATIONAL ASSOCIATION,
as
Master
Servicer and Securities Administrator
By:
/s/
Xxxxxxx Xxx Xxxxxx
Name:
Xxxxxxx Xxx Xxxxxx
Title:
Vice President
HSBC
BANK
USA, NATIONAL ASSOCIATION,
as
Trustee
By:
/s/
Xxxxx Xxxxx
Name:
Xxxxx Xxxxx
Title:
Assistant Vice President
Consented
to by:
DEUTSCHE
BANK AG NEW YORK BRANCH,
as
Swap
Provider
By:
/s/
Xxxxxx Xxxxxxx
Name:
Xxxxxx Xxxxxxx
Title:
Director
By:
/s/
Xxxxxxxx Xxxx
Name:
Xxxxxxxx Xxxx
Title:
Vice President
