ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

EXECUTION

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”) made as of the 1^st day of April 2007, among PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation), as servicer (the “Servicer”) and seller (the “Seller”), U.S. Bank National Association, not in its individual capacity, but solely as trustee on behalf of GSR Mortgage Loan Trust 2007-3F (the “Assignee”), GS Mortgage Securities Corp., a Delaware corporation, as assignor (the “Assignor”), and is acknowledged by Xxxxx Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”).

RECITALS

WHEREAS Xxxxxxx Sachs Mortgage Company (“GSMC”) and the Seller have entered into a certain Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, as amended by Amendment No. 1, dated August 1, 2006 (the “Sale and Servicing Agreement”) and the related Purchase, Price and Terms Letter dated as of February 27, 2007 (the “PPTL”), pursuant to which GSMC has acquired certain Mortgage Loans pursuant to the terms of the Sale and Servicing Agreement and the Servicer has agreed to service such Mortgage Loans;

WHEREAS, GSMC, the Assignor and the Servicer have entered into an Assignment, Assumption and Recognition Agreement dated as of April 1, 2007, pursuant to which GSMC assigned its right title and interest in and to the Mortgage Loans (as defined below) and the Sale and Servicing Agreement, to the extent relating to the Mortgage Loans, to the Assignor;

WHEREAS, the Assignee has agreed on certain terms and conditions to purchase from the Assignor the mortgage loans it acquired from GSMC, each of which is subject to the provisions of the Sale and Servicing Agreement and is listed on the mortgage loan schedule attached as Exhibit 1 hereto (the “Mortgage Loans”);

WHEREAS, pursuant to a Master Servicing and Trust Agreement, dated as of April 1, 2007 (the “Trust Agreement”), between the Assignor, as depositor, Xxxxx Fargo Bank, N.A., as securities administrator and Master Servicer, Deutsche Bank National Trust Company, as a custodian and U.S. Bank National Association, as trustee (the “Trustee”), the Assignor will transfer the Mortgage Loans to the Trustee, together with the Assignor’s rights in the Sale and Servicing Agreement; and

NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Assignment and Assumption. (a) The Assignor hereby assigns to the Assignee, as of the date hereof, all of its right, title and interest in and to the Sale and Servicing Agreement, to the extent relating to the Mortgage Loans, and the Assignee hereby assumes all of the Assignor’s obligations under the Sale and Servicing Agreement, to the extent relating to the Mortgage Loans from and after April 1, 2007, and the Seller hereby acknowledges such assignment and assumption and hereby agrees to the release of the Assignor from any obligations under the Sale and Servicing Agreement from and after April 1, 2007, to the extent relating to the Mortgage Loans.

(b) The Assignor represents and warrants to the Assignee that the Assignor has not taken any action which would operate to impair or encumber the Assignor’s ownership interest in the Mortgage Loans since the date of the Sale and Servicing Agreement and the PPTL.

(c) The Seller and the Assignor shall have the right to amend, modify or terminate the Sale and Servicing Agreement or the PPTL without the joinder of the Assignee with respect to mortgage loans serviced under the Sale and Servicing Agreement but not conveyed to the Assignee hereunder; provided, however, that such amendment, modification or termination shall not affect or be binding on the Assignee.

(d) The Assignor hereby assigns to the Assignee, any rights of the Assignor with respect to early payment defaults or first payment defaults in the PPTL, but only to the extent such provision relates to the Mortgage Loans. The foregoing shall constitute the Assignor’s consent to the assignment of the PPTL (to the extent required by the terms of each PPTL).

(e) Notwithstanding any provision of the PPTL to the contrary, in the event any Mortgage Loan is repurchased by the Seller pursuant to any early payment default or first payment default provisions of the PPTL, the “Repurchase Price” payable to the Assignee shall be an amount equal to the sum of: (a) the outstanding principal balance of such Mortgage Loan as of the date of such repurchase, (b) accrued interest on such outstanding principal balance at the applicable Mortgage Interest Rate from the date interest was last paid through the last day of the month in which such repurchase takes place, (c) the amount of any outstanding advances owed to the servicer (so long as PHH is not the servicer), and (d) any reasonable costs and expenses incurred by any servicer (so long as PHH is not the servicer) or the Trustee, including without limitation costs and expenses incurred in the enforcement of the Seller’s repurchase obligation under the PPTL. It is hereby understood that the right to any excess over such amount set forth in the definition of “Repurchase Price” set forth in any PPTL is not being sold or assigned hereunder and is being retained by the Assignor.

(f) The Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) shall have all the rights and remedies available to the Assignor, insofar as they relate to the Mortgage Loans, under any early payment default or first payment default provisions of the PPTL including, without limitation, the enforcement of the repurchase requirements set forth therein, and shall be entitled to enforce all the obligations of the Seller thereunder insofar as they relate to the Mortgage Loans.

2. Accuracy of the Sale and Servicing Agreement. The Seller and the Assignor represent and warrant to the Assignee that (i) attached hereto as Exhibit 2 is a true, accurate and complete copy of the Sale and Servicing Agreement, (ii) the Sale and Servicing Agreement and the PPTL are in full force and effect as of the date hereof, (iii) the Sale and Servicing Agreement and the PPTL have not been amended or modified in any respect, other than by any amendment described in the recitals hereto and appended to the Sale and Servicing Agreement and (iv) no notice of termination has been given to the Servicer under the Sale and Servicing Agreement or the PPTL. The Seller, in its capacity as seller and/or servicer under the Sale and Servicing Agreement, further represents and warrants that the representations and warranties contained in Sections 3.01 and 3.02 of the Sale and Servicing Agreement are true and correct as of the Closing Date (as defined in the Trust Agreement).

3. Recognition of Assignee; Recognition of Master Servicer. (a) From and after the date hereof, (i) the Assignor shall note the transfer of the Mortgage Loans to the Assignee in its books and records, (ii) shall recognize the Assignee as the owner of the Mortgage Loans and (iii) the Servicer shall, subject to clause (b) below, service the Mortgage Loans for the benefit of the Assignee pursuant to the Sale and Servicing Agreement. It is the intention of the Assignor, the Servicer and the Assignee through the execution of this Agreement that the Sale and Servicing Agreement shall be binding upon, and inure to the benefit of, the Assignee and its successors and assigns.

(b) The Servicer further acknowledges that, from and after the date hereof, it (and any of its successors under the Sale and Servicing Agreement) will be subject to the supervision of the Master Servicer (except that the Master Servicer shall not be responsible for supervising the servicing of defaulted Mortgage Loans and REO Properties) and that the Master Servicer, acting on behalf of the Trustee as the owner of the Mortgage Loans, shall have the same rights as were assigned by GSMC, in its capacity as the original purchaser under the Sale and Servicing Agreement, to the Assignor under the GSMC Assignment Agreement, and further assigned by the Assignor to the Trustee, on behalf of the Trust, hereunder. Such rights will include, without limitation, the right to terminate the Servicer under the Sale and Servicing Agreement upon the occurrence of an event of default thereunder, the right to receive all remittances required to be made by the Servicer under the Sale and Servicing Agreement, the right to receive all monthly reports and other data required to be delivered by the Servicer under the Sale and Servicing Agreement, indemnification rights and the right to exercise certain rights of consent and approval relating to actions taken by the Servicer.

(c) All reports, notices and other written information required to be delivered to the Trustee, as the successor in interest to GSMC and the Assignor under the Sale and Servicing Agreement, shall also be delivered to the Master Servicer at the address set forth in Section 9 hereof, provided, however, that any reports required to be delivered under the Sale and Servicing Agreement (as modified hereby) shall be transmitted by magnetic tape, electronic mail, or other similar media mutually acceptable to the Master Servicer and Servicer. All remittances required to be made to the Trustee, as the successor in interest to GSMC and the Assignor under the Sale and Servicing Agreement, shall be made instead to the Master Servicer by wire transfer to the following account:

Xxxxx Fargo Bank, N.A.

ABA# 000000000

For credit to: SAS Clearing

Acct #: 0000000000

FFC to: GSR 2007-3F Acct# 53145900

Notwithstanding anything to the contrary in the Servicing Agreement, with respect to the Mortgage Loans, not later than the tenth calendar day of each month (or if such tenth calendar day is not a Business Day, the immediately succeeding Business Day), the Servicer shall furnish to the Master Servicer (i)(a) monthly loan data in the form of Exhibit 5 hereto or another mutually agreed-upon format and content, (b) default loan data in the mutually agreed upon format and content set forth in Exhibit 6 hereto and (c) information regarding the realized losses and gains in the mutually agreed upon format and content set forth in Exhibit 3 and Exhibit 4 hereto, in each case relating to the period ending on the last day of the preceding calendar month and (ii) all supporting documentation with respect to the information required under the preceding paragraph.

4. Representations and Warranties of the Assignee. The Assignee hereby represents and warrants as follows:

(a) Authority. The Assignee is duly and legally authorized to enter into this Agreement and to perform its obligations hereunder and under the Sale and Servicing Agreement and the PPTL.

(b) Enforceability. This Agreement has been duly authorized, executed and delivered by the Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, 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 equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).

5. Representations and Warranties of the Assignor. The Assignor hereby represents and warrants as of the date hereof, unless otherwise stated below, as follows:

(a) Organization. The Assignor has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware with full power and authority (corporate and other) to enter into and perform its obligations under the Sale and Servicing Agreement, the PPTL and this Agreement.

(b) Enforceability. This Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors’ rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

(c) No Consent. The execution, delivery and performance by the Assignor of this Agreement and the consummation of the transactions contemplated thereby do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except such as has been obtained, given, effected or taken prior to the date hereof.

(d) Authorization; No Breach. The execution and delivery of this Agreement have been duly authorized by all necessary corporate action on the part of the Assignor; neither the execution and delivery by the Assignor of this Agreement, nor the consummation by the Assignor of the transactions herein contemplated, nor compliance by the Assignor with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of the governing documents of the Assignor or any law, governmental rule or regulation or any material judgment, decree or order binding on the Assignor or any of its properties, or any of the provisions of any material indenture, mortgage, deed of trust, contract or other instrument to which the Assignor is a party or by which it is bound.

(e) Actions; Procedures. There are no actions, suits or proceedings pending or, to the knowledge of the Assignor, threatened, before or by any court, administrative agency, arbitrator or governmental body (A) with respect to any of the transactions contemplated by this Agreement or (B) with respect to any other matter that in the judgment of the Assignor will be determined adversely to the Assignor and will if determined adversely to the Assignor materially adversely affect its ability to perform its obligations under this Agreement.

(f) Prior Assignments; Pledges. As of April 30, 2007, except for the sale to the Assignee, the Assignor has not assigned or pledged any Mortgage Note or the related Mortgage or any interest or participation therein.

(g) Releases. As of April 30, 2007, the Assignor has not satisfied, cancelled, or subordinated in whole or in part, or rescinded any Mortgage, and the Assignor has not released any Mortgaged Property from the lien of the related Mortgage, in whole or in part, nor has the Assignor executed an instrument that would effect any such release, cancellation, subordination, or rescission. The Assignor has not released any Mortgagor, in whole or in part, except in connection with an assumption agreement or other agreement approved by the related Federal Insurer, to the extent such approval was required.

(h) Mortgage Loans. With respect to each Mortgage Loan, the representations and warranties contained in Section 3.03 of the Sale and Servicing Agreement, to the extent they relate to matters arising on or after the related Closing Date (as defined in the applicable Sale and Servicing Agreement), are true and correct as of April 30, 2007. For purposes of making the representations and warranties contemplated in the foregoing sentence, each reference in Section 3.03 of the applicable Sale and Servicing Agreement to (i) the “Cut-off Date” shall be deemed to be a reference to April 1, 2007, (ii) the “Mortgage Loan Schedule” shall be deemed to be a reference to Exhibit 1 hereto and (iii) the “Closing Date” shall be deemed to be a reference to April 30, 2007.

(i) Predatory Lending. As of April 30, 2007, each Mortgage Loan, at the time it was originated, complied in all material respects with applicable local, state and federal laws, including, but not limited to, all applicable predatory and abusive lending laws; and none of the Mortgage Loans are “high-cost,” “high-cost home” or “covered” loans under any applicable federal, state or local predatory or abusive lending law.

(j) No High Cost or Covered Loans. No Transferred Mortgage Loan is a “High Cost Loan” or “Covered Loan,” as applicable, as such terms are defined in the then current Standard & Poor’s LEVELSâ Glossary. In addition, no Transferred Mortgage Loan is a “high-cost,” “high-cost home,” “covered,” “high-risk home,” or “predatory” loan under any applicable federal, state or local predatory or abusive lending 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), and no Mortgage Loan originated on or after October 1, 2002 through March 6, 2003 is governed by the Georgia Fair Lending Act.

It is understood and agreed that the representations and warranties set forth in this Section 5 shall survive the sale of the Mortgage Loans to the Assignee and the delivery of the respective Mortgage Files to the Custodian and shall inure to the benefit of the Assignee and its assigns notwithstanding any restrictive or qualified endorsement or assignment. Upon the discovery by the Assignor, the Master Servicer or the Trustee of a breach of the foregoing representations and warranties, the party discovering such breach shall give prompt written notice thereof to the other parties to this Agreement, and in no event later than two (2) Business Days from the date of such discovery. It is understood and agreed that the obligations of the Assignor set forth in Section 6 below to repurchase a Mortgage Loan constitute the sole remedies available to the Assignee and its assigns on their behalf respecting a breach of the representations and warranties contained in this Section 5.

6. Repurchase of Mortgage Loans. Upon discovery by any party to this Assignment Agreement or notice to any such party of any breach by the Assignor of any representation, warranty or covenant under this Assignment Agreement that materially and adversely affects the value of any Mortgage Loan or the interest of the Assignee therein (it being understood that any such defect or breach shall be deemed to have materially and adversely affected the value of the related Mortgage Loan or the interest of the Assignee therein if the Assignee incurs a loss as a result of such defect or breach), such party shall notify the Assignee and the Assignee promptly shall request that the Assignor cure such breach and, if the Assignor does not cure such breach in all material respects within 60 days from the date on which it is notified of the breach, the Assignee may enforce the Assignor’s obligation hereunder to purchase such Mortgage Loan from the Assignee at the Purchase Price (as defined in the Trust Agreement). Notwithstanding the foregoing, however, if such breach is a Qualification Defect, such cure or repurchase must take place within 45 days of the Defect Discovery Date.

Except as specifically set forth herein, the Assignor shall have no responsibility to enforce any provision of this Agreement, to oversee compliance hereof, or to take notice of any breach or default thereof.

7. Amendment of the Sale and Servicing Agreement. In connection with the transfer of the Mortgage Loans hereunder, the Servicer agrees that, from and after the date hereof, each Mortgage Loan transferred hereunder will be subject to, and serviced under, the Sale and Servicing Agreement, provided that, solely with respect to the Mortgage Loans transferred hereunder, the following modifications shall be made:

(a) The definition of “Business Day” shall be replaced with the following: “Any day other than (i) a Saturday or Sunday, (ii) a day on which the Federal Reserve is closed or (iii) a day on which banking and savings and loan institutions in the states where the parties are located and Maryland and Minnesota are authorized or obligated by law or executive order to be closed.”

(b) In Section 6.02 of the Sale and Servicing Agreement, the words “5^th business day” shall be replaced with the words “10^th calendar day.”

(c) Sections 7.04 and 7.05 of the Sale and Servicing Agreement are hereby deleted and replaced with [Reserved].

(d) Section 10.01(2) shall be amended by adding the following words at the end of such Section: “provided, further, that the cure period for any failure on the part of the Servicer to deliver the required report or certification under Sections 13.04 and 13.05 shall be 15 calendar days from March 1.”

(e) Exhibit 13 of the Sale and Servicing Agreement shall be replaced with Exhibit 7 hereto.

For the avoidance of doubt, the Sale and Servicing Agreement is not hereby amended with respect to any other mortgage loans serviced thereunder and shall remain in full force and effect in accordance with its terms with respect to such other mortgage loans.

8. Continuing Effect. Except as contemplated hereby, the Sale and Servicing Agreement shall remain in full force and effect in accordance with its respective terms.

9. Governing Law. THIS ASSIGNMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY AND ALL RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH, THIS AGREEMENT, OR ANY OTHER DOCUMENTS AND INSTRUMENTS EXECUTED IN CONNECTION HEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN), OR ACTIONS OF SUCH PARTY. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE PARTIES TO ENTER INTO THIS AGREEMENT.

10. Notices. Any notices or other communications permitted or required hereunder or under the Sale and Servicing Agreement shall be in writing and shall be deemed conclusively to have been given if personally delivered at or mailed by registered mail, postage prepaid, and return receipt requested or transmitted by facsimile and confirmed by a similar mailed writing, to:

(a) in the case of the Servicer and Seller,

  PHH Mortgage Corporation

  0000 Xxxxxxxxxx Xxxx

  Xx. Xxxxxx, Xxx Xxxxxx 00000

  Attention: Xxx Xxxxxx

  Telephone: (000) 000-0000

  Facsimile: (000) 000-0000

  or such address as may hereafter be furnished by the Servicer;

(b) in the case of the Assignee,

  U.S. Bank National Association

  000 Xxxx Xxxxxx, 00^xx Xxxxx

  Xxx Xxxx, Xxx Xxxx 00000

  Attention: Structured Finance Department - GSR 2007-3F

  or such other address as may hereafter be furnished by the Assignee,

(c) in the case of the Assignor,

  GS Mortgage Securities Corp.

  00 Xxxxx Xxxxxx

  Xxx Xxxx, Xxx Xxxx 00000

  Attention: Xxxxx Xxxxxxxx

  Facsimile: (000) 000-0000

  or such other address as may hereafter be furnished by the Assignor, and

(d) in the case of the Master Servicer,

  Xxxxx Fargo Bank, N.A.

  X.X. Xxx 00

  Xxxxxxxx, Xxxxxxxx 00000

  Attn: Client Manager (GSR 2007-3F)

  (or in the case of overnight deliveries,

  0000 Xxx Xxxxxxxxx Xxxx

  Xxxxxxxx, Xxxxxxxx 00000)

or such other address as may hereafter be furnished by the Master Servicer.

11. Counterparts. This Agreement may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument.

12. Definitions. Any capitalized term used but not defined in this Agreement has the meaning assigned thereto in the Sale and Servicing Agreement.

13. Trustee Capacity. It is expressly understood and agreed by the parties hereto that insofar as this Assignment Agreement is executed by the Trustee: (i) this Assignment Agreement is executed and delivered by U.S. Bank National Association, not individually or personally but solely on behalf of the Trust, in the exercise of the powers and authority conferred and vested in it, (ii) each of the representations, undertakings and agreements by U.S. Bank National Association is made and intended for the purpose of binding only the Trust, (iii) nothing herein shall be construed as creating any liability on the part of U.S. Bank National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and such waiver shall bind any third party making a claim by or through one of the parties hereto, and (iv) under no circumstances shall U.S. Bank National Association in its individual capacity be personally liable for the payment of any indebtedness or expenses undertaken under this Assignment Agreement.

14. Third Party Beneficiary. The Master Servicer shall be considered a Third-Party Beneficiary to this Assignment entitled to all rights and benefits hereof as if it were a direct party to this Assignment.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written.

	ASSIGNEE: U.S. BANK NATIONAL ASSOCIATION not in its individual capacity but solely as Trustee
	By:	/s/ Xxxxxxxx X’Xxxxx
		Name: Xxxxxxxx X’Xxxxx Title: Vice President

	ASSIGNOR: GS MORTGAGE SECURITIES CORP.
	By:	/s/ X. Xxxx
		Name: X. Xxxx Title: Vice President

	SERVICER AND SELLER: PHH MORTGAGE CORPORATION
	By:	/s/ Xxxxx Xxxxxxx
		Name: Xxxxx Xxxxxxx Title: Asst. Vice President

Acknowledged by:

MASTER SERVICER:

XXXXX FARGO BANK, N.A.

By:   /s/ Xxxxxx Xxxxxx

Name: Xxxxxx Xxxxxx

Title: Vice President

EXHIBIT 1

MORTGAGE LOAN SCHEDULE

[To be retained in a separate closing binder entitled “GSR 2007-3F Mortgage Loan Schedules” at the Washington D.C. Offices of XxXxx Xxxxxx LLP]

EXHIBIT 2

SALE AND SERVICING AGREEMENT

[Tab #42]

EXHIBIT 3

Calculation of Realized Loss/Gain Form 332- Instruction Sheet

NOTE: Do not net or combine items. Show all expenses individually and all credits as separate line items. Claim packages are due on the remittance report date. Late submissions may result in claims not being passed until the following month. The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

The numbers on the 332 form correspond with the numbers listed below.

Liquidation and Acquisition Expenses:

1. The Actual Unpaid Principal Balance of the Mortgage Loan. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

2. The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

3. Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly basis. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

4-12. Complete as applicable. Required documentation:

· For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

 of coverage, base tax, interest, penalty. Advances prior to default require evidence of servicer efforts to recover advances.

· For escrow advances - complete payment history

(to calculate advances from last positive escrow balance forward)

· Other expenses -  copies of corporate advance history showing all payments

· REO repairs > $1500 require explanation

· REO repairs >$3000 require evidence of at least 2 bids.

· Short Sale or Charge Off require P&L supporting the decision and WFB’s approved Officer Certificate

· Unusual or extraordinary items may require further documentation.

13. The total of lines 1 through 12.

Credits:

14-21. Complete as applicable. Required documentation:

· Copy of the HUD 1 from the REO sale. If a 3^rd Party Sale, bid instructions and Escrow Agent / Attorney

Letter of Proceeds Breakdown.

· Copy of EOB for any MI or gov't guarantee

· All other credits need to be clearly defined on the 332 form            

22. The total of lines 14 through 21.

Please Note: For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part B/Supplemental proceeds.

Total Realized Loss (or Amount of Any Gain)

23. The total derived from subtracting line 22 from 13. If the amount represents a realized gain, show the amount in parenthesis ( ).

EXHIBIT 4

Calculation of Realized Loss/Gain Form 332

XXXXX FARGO BANK, N.A.

CALCULATION OF REALIZED LOSS/GAIN

Prepared by: __________________ Date: _______________

Phone: ______________________ Email Address: _____________________

Servicer Loan No. Servicer Name Servicer Address

XXXXX FARGO BANK, N.A. Loan No._____________________________

Borrower's Name: _________________________________________________________

Property Address: _________________________________________________________

Liquidation Type: REO Sale  3^rd Party Sale Short Sale Charge Off

Was this loan granted a Bankruptcy deficiency or cramdown Yes No

If “Yes”, provide deficiency or cramdown amount _______________________________

Liquidation and Acquisition Expenses:

(1)		Actual Unpaid Principal Balance of Mortgage Loan	$ ______________	(1)
(2)		Interest accrued at Net Rate	________________	(2)
(3)		Accrued Servicing Fees	________________	(3)
(4)		Attorney's Fees	________________	(4)
(5)		Taxes (see page 2)	________________	(5)
(6)		Property Maintenance	________________	(6)
(7)		MI/Hazard Insurance Premiums (see page 2)	________________	(7)
(8)		Utility Expenses	________________	(8)
(9)		Appraisal/BPO	________________	(9)
(10)		Property Inspections	________________	(10)
(11)		FC Costs/Other Legal Expenses	________________	(11)
(12)		Other (itemize)	________________	(12)
		Cash for Keys__________________________	________________	(12)
		HOA/Condo Fees_______________________	________________	(12)
		______________________________________	________________	(12)
		Total Expenses	$ _______________	(13)

		Credits:
(14)		Escrow Balance	$ _______________	(14)
(15)		HIP Refund	________________	(15)
(16)		Rental Receipts	________________	(16)
(17)		Hazard Loss Proceeds	________________	(17)
(18)		Primary Mortgage Insurance / Gov’t Insurance	________________	(18a)
		HUD Part A
			________________	(18b)
		HUD Part B
(19)		Pool Insurance Proceeds	________________	(19)
(20)		Proceeds from Sale of Acquired Property	________________	(20)
(21)		Other (itemize)	________________	(21)
		_________________________________________	________________	(21)
		Total Credits	$________________	(22)
		Total Realized Loss (or Amount of Gain)	$________________	(23)

4-1

Escrow Disbursement Detail

Type (Tax /Ins.) Date Paid Period of Coverage Total Paid Base Amount Penalties Interest

4-2

EXHIBIT 5

Standard File Layout - Scheduled/Scheduled

		Standard Loan Level File Layout - Master Servicing
Exhibit 1: Layout
Column Name		Description		Decimal		Format Comment		Max Size
Each file requires the following fields:
SER_INVESTOR_NBR		A value assigned by the Servicer to define a group of loans.				Text up to 20 digits		20
LOAN_NBR		A unique identifier assigned to each loan by the investor.				Text up to 10 digits		10
SERVICER_LOAN_NBR		A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR.				Text up to 10 digits		10
SCHED_PAY_AMT		Scheduled monthly principal and scheduled interest payment that a borrower is expected to pay, P&I constant.		2		No commas(,) or dollar signs ($)		11
NOTE_INT_RATE		The loan interest rate as reported by the Servicer.		4		Max length of 6		6
NET_INT_RATE		The loan gross interest rate less the service fee rate as reported by the Servicer.		4		Max length of 6		6
SERV_FEE_RATE		The servicer's fee rate for a loan as reported by the Servicer.		4		Max length of 6		6
SERV_FEE_AMT		The servicer's fee amount for a loan as reported by the Servicer.		2		No commas(,) or dollar signs ($)		11
NEW_PAY_AMT		The new loan payment amount as reported by the Servicer.		2		No commas(,) or dollar signs ($)		11
NEW_LOAN_RATE		The new loan rate as reported by the Servicer.		4		Max length of 6		6
ARM_INDEX_RATE		The index the Servicer is using to calculate a forecasted rate.		4		Max length of 6		6
ACTL_BEG_PRIN_BAL		The borrower's actual principal balance at the beginning of the processing cycle.		2		No commas(,) or dollar signs ($)		11
ACTL_END_PRIN_BAL		The borrower's actual principal balance at the end of the processing cycle.		2		No commas(,) or dollar signs ($)		11
BORR_NEXT_PAY_DUE_DATE		The date at the end of processing cycle that the borrower's next payment is due to the Servicer, as reported by Servicer.				MM/DD/YYYY		10
SERV_CURT_AMT_1		The first curtailment amount to be applied.		2		No commas(,) or dollar signs ($)		11
SERV_CURT_DATE_1		The curtailment date associated with the first curtailment amount.				MM/DD/YYYY		10
CURT_ADJ_ AMT_1		The curtailment interest on the first curtailment amount, if applicable.		2		No commas(,) or dollar signs ($)		11
SERV_CURT_AMT_2		The second curtailment amount to be applied.		2		No commas(,) or dollar signs ($)		11
SERV_CURT_DATE_2		The curtailment date associated with the second curtailment amount.				MM/DD/YYYY		10
CURT_ADJ_ AMT_2		The curtailment interest on the second curtailment amount, if applicable.		2		No commas(,) or dollar signs ($)		11

5-1

Exhibit 1: Continued		Standard Loan Level File Layout
Column Name		Description		Decimal		Format Comment		Max Size
SERV_CURT_AMT_3		The third curtailment amount to be applied.		2		No commas(,) or dollar signs ($)		11
SERV_CURT_DATE_3		The curtailment date associated with the third curtailment amount.				MM/DD/YYYY		10
CURT_ADJ_AMT_3		The curtailment interest on the third curtailment amount, if applicable.		2		No commas(,) or dollar signs ($)		11
PIF_AMT		The loan "paid in full" amount as reported by the Servicer.		2		No commas(,) or dollar signs ($)		11
PIF_DATE		The paid in full date as reported by the Servicer.				MM/DD/YYYY		10
ACTION_CODE		The standard FNMA numeric code used to indicate the default/delinquent status of a particular loan.				Action Code Key: 15=Bankruptcy, 00xXxxxxxxxxxx, , 00xXXX, 63=Substitution, 65=Repurchase,70=REO		2
INT_ADJ_AMT		The amount of the interest adjustment as reported by the Servicer.		2		No commas(,) or dollar signs ($)		11
SOLDIER_SAILOR_ADJ_AMT		The Soldier and Sailor Adjustment amount, if applicable.		2		No commas(,) or dollar signs ($)		11
NON_ADV_LOAN_AMT		The Non Recoverable Loan Amount, if applicable.		2		No commas(,) or dollar signs ($)		11
LOAN_LOSS_AMT		The amount the Servicer is passing as a loss, if applicable.		2		No commas(,) or dollar signs ($)		11
Plus the following applicable fields:
SCHED_BEG_PRIN_BAL		The scheduled outstanding principal amount due at the beginning of the cycle date to be passed through to investors.		2		No commas(,) or dollar signs ($)		11
SCHED_END_PRIN_BAL		The scheduled principal balance due to investors at the end of a processing cycle.		2		No commas(,) or dollar signs ($)		11
SCHED_PRIN_AMT		The scheduled principal amount as reported by the Servicer for the current cycle -- only applicable for Scheduled/Scheduled Loans.		2		No commas(,) or dollar signs ($)		11
SCHED_NET_INT		The scheduled gross interest amount less the service fee amount for the current cycle as reported by the Servicer -- only applicable for Scheduled/Scheduled Loans.		2		No commas(,) or dollar signs ($)		11
ACTL_PRIN_AMT		The actual principal amount collected by the Servicer for the current reporting cycle -- only applicable for Actual/Actual Loans.		2		No commas(,) or dollar signs ($)		11
ACTL_NET_INT		The actual gross interest amount less the service fee amount for the current reporting cycle as reported by the Servicer -- only applicable for Actual/Actual Loans.		2		No commas(,) or dollar signs ($)		11
PREPAY_PENALTY_ AMT		The penalty amount received when a borrower prepays on his loan as reported by the Servicer.		2		No commas(,) or dollar signs ($)		11
PREPAY_PENALTY_ WAIVED		The prepayment penalty amount for the loan waived by the servicer.		2		No commas(,) or dollar signs ($)		11

5-2

Exhibit 1: Continued		Standard Loan Level File Layout
Column Name		Description		Decimal		Format Comment		Max Size
MOD_DATE		The Effective Payment Date of the Modification for the loan.				MM/DD/YYYY		10
MOD_TYPE		The Modification Type.				Varchar - value can be alpha or numeric		30
DELINQ_P&I_ADVANCE_AMT		The current outstanding principal and interest advances made by Servicer.		2		No commas(,) or dollar signs ($)		11
BREACH_FLAG		Flag to indicate if the repurchase of a loan is due to a breach of Representations and Warranties				Y=Breach N=NO Breach Let blank if N/A		1

5-3

EXHIBIT 6

Standard File Layout - Delinquency Reporting

Exhibit : Standard File Layout - Delinquency Reporting

*The column/header names in bold are the minimum fields Xxxxx Fargo must receive from every Servicer

Column/Header Name		Description			Decimal		Format Comment
SERVICER_LOAN_NBR		A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR
LOAN_NBR		A unique identifier assigned to each loan by the originator.
CLIENT_NBR		Servicer Client Number
SERV_INVESTOR_NBR		Contains a unique number as assigned by an external servicer to identify a group of loans in their system.
BORROWER_FIRST_NAME		First Name of the Borrower.
BORROWER_LAST_NAME		Last name of the borrower.
PROP_ADDRESS		Street Name and Number of Property
PROP_STATE		The state where the property located.
PROP_ZIP		Zip code where the property is located.
BORR_NEXT_PAY_DUE_DATE		The date that the borrower's next payment is due to the servicer at the end of processing cycle, as reported by Servicer.					MM/DD/YYYY
LOAN_TYPE		Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE		The date a particular bankruptcy claim was filed.					MM/DD/YYYY
BANKRUPTCY_CHAPTER_CODE		The chapter under which the bankruptcy was filed.
BANKRUPTCY_CASE_NBR		The case number assigned by the court to the bankruptcy filing.
POST_PETITION_DUE_DATE		The payment due date once the bankruptcy has been approved by the courts					MM/DD/YYYY
BANKRUPTCY_DCHRG_DISM_DATE		The Date The Loan Is Removed From Bankruptcy. Either by Dismissal, Discharged and/or a Motion For Relief Was Granted.					MM/DD/YYYY
LOSS_MIT_APPR_DATE		The Date The Loss Mitigation Was Approved By The Servicer					MM/DD/YYYY
LOSS_MIT_TYPE		The Type Of Loss Mitigation Approved For A Loan Such As;
LOSS_MIT_EST_COMP_DATE		The Date The Loss Mitigation /Plan Is Scheduled To End/Close					MM/DD/YYYY
LOSS_MIT_ACT_COMP_DATE		The Date The Loss Mitigation Is Actually Completed					MM/DD/YYYY
FRCLSR_APPROVED_DATE		The date DA Admin sends a letter to the servicer with instructions to begin foreclosure proceedings.					MM/DD/YYYY
ATTORNEY_REFERRAL_DATE		Date File Was Referred To Attorney to Pursue Foreclosure					MM/DD/YYYY
FIRST_LEGAL_DATE		Notice of 1st legal filed by an Attorney in a Foreclosure Action					MM/DD/YYYY
FRCLSR_SALE_EXPECTED_DATE		The date by which a foreclosure sale is expected to occur.					MM/DD/YYYY
FRCLSR_SALE_DATE		The actual date of the foreclosure sale.					MM/DD/YYYY
FRCLSR_SALE_AMT		The amount a property sold for at the foreclosure sale.			2		No commas(,) or dollar signs ($)
EVICTION_START_DATE		The date the servicer initiates eviction of the borrower.					MM/DD/YYYY
EVICTION_COMPLETED_DATE		The date the court revokes legal possession of the property from the borrower.					MM/DD/YYYY
LIST_PRICE		The price at which an REO property is marketed.			2		No commas(,) or dollar signs ($)
LIST_DATE		The date an REO property is listed at a particular price.					MM/DD/YYYY
OFFER_AMT		The dollar value of an offer for an REO property.			2		No commas(,) or dollar signs ($)

OFFER_DATE_TIME		The date an offer is received by DA Admin or by the Servicer.					MM/DD/YYYY
REO_CLOSING_DATE		The date the REO sale of the property is scheduled to close.					MM/DD/YYYY
REO_ACTUAL_CLOSING_DATE		Actual Date Of REO Sale					MM/DD/YYYY
OCCUPANT_CODE		Classification of how the property is occupied.
PROP_CONDITION_CODE		A code that indicates the condition of the property.
PROP_INSPECTION_DATE		The date a property inspection is performed.					MM/DD/YYYY
APPRAISAL_DATE		The date the appraisal was done.					MM/DD/YYYY
CURR_PROP_VAL		The current "as is" value of the property based on brokers price opinion or appraisal.			2
REPAIRED_PROP_VAL		The amount the property would be worth if repairs are completed pursuant to a broker's price opinion or appraisal.			2
If applicable:
DELINQ_STATUS_CODE		FNMA Code Describing Status of Loan
DELINQ_REASON_CODE		The circumstances which caused a borrower to stop paying on a loan. Code indicates the reason why the loan is in default for this cycle.
MI_CLAIM_FILED_DATE		Date Mortgage Insurance Claim Was Filed With Mortgage Insurance Company.					MM/DD/YYYY
MI_CLAIM_AMT		Amount of Mortgage Insurance Claim Filed					No commas(,) or dollar signs ($)
MI_CLAIM_PAID_DATE		Date Mortgage Insurance Company Disbursed Claim Payment					MM/DD/YYYY
MI_CLAIM_AMT_PAID		Amount Mortgage Insurance Company Paid On Claim			2		No commas(,) or dollar signs ($)
POOL_CLAIM_FILED_DATE		Date Claim Was Filed With Pool Insurance Company					MM/DD/YYYY
POOL_CLAIM_AMT		Amount of Claim Filed With Pool Insurance Company			2		No commas(,) or dollar signs ($)
POOL_CLAIM_PAID_DATE		Date Claim Was Settled and The Check Was Issued By The Pool Insurer					MM/DD/YYYY
POOL_CLAIM_AMT_PAID		Amount Paid On Claim By Pool Insurance Company			2		No commas(,) or dollar signs ($)
FHA_PART_A_CLAIM_FILED_DATE		Date FHA Part A Claim Was Filed With HUD					MM/DD/YYYY
FHA_PART_A_CLAIM_AMT		Amount of FHA Part A Claim Filed			2		No commas(,) or dollar signs ($)
FHA_PART_A_CLAIM_PAID_DATE		Date HUD Disbursed Part A Claim Payment					MM/DD/YYYY
FHA_PART_A_CLAIM_PAID_AMT		Amount HUD Paid on Part A Claim			2		No commas(,) or dollar signs ($)
FHA_PART_B_CLAIM_FILED_DATE		Date FHA Part B Claim Was Filed With HUD					MM/DD/YYYY
FHA_PART_B_CLAIM_AMT		Amount of FHA Part B Claim Filed			2		No commas(,) or dollar signs ($)
FHA_PART_B_CLAIM_PAID_DATE		Date HUD Disbursed Part B Claim Payment					MM/DD/YYYY
FHA_PART_B_CLAIM_PAID_AMT		Amount HUD Paid on Part B Claim			2		No commas(,) or dollar signs ($)
VA_CLAIM_FILED_DATE		Date VA Claim Was Filed With the Veterans Admin					MM/DD/YYYY
VA_CLAIM_PAID_DATE		Date Veterans Admin. Disbursed VA Claim Payment					MM/DD/YYYY
VA_CLAIM_PAID_AMT		Amount Veterans Admin. Paid on VA Claim			2		No commas(,) or dollar signs ($)
MOTION_FOR_RELIEF_DATE		The date the Motion for Relief was filed			10		MM/DD/YYYY
FRCLSR_BID_AMT		The foreclosure sale bid amount			11		No commas(,) or dollar signs ($)
FRCLSR_SALE_TYPE		The foreclosure sales results: REO, Third Party, Conveyance to HUD/VA

REO_PROCEEDS		The net proceeds from the sale of the REO property.					No commas(,) or dollar signs ($)
BPO_DATE		The date the BPO was done.
CURRENT_FICO		The current FICO score
HAZARD_CLAIM_FILED_DATE		The date the Hazard Claim was filed with the Hazard Insurance Company.		10			MM/DD/YYYY
HAZARD_CLAIM_AMT		The amount of the Hazard Insurance Claim filed.		11			No commas(,) or dollar signs ($)
HAZARD_CLAIM_PAID_DATE		The date the Hazard Insurance Company disbursed the claim payment.		10			MM/DD/YYYY
HAZARD_CLAIM_PAID_AMT		The amount the Hazard Insurance Company paid on the claim.		11			No commas(,) or dollar signs ($)
ACTION_CODE		Indicates loan status					Number
NOD_DATE							MM/DD/YYYY
NOI_DATE							MM/DD/YYYY
ACTUAL_PAYMENT_PLAN_START_DATE							MM/DD/YYYY
ACTUAL_PAYMENT_ PLAN_END_DATE
ACTUAL_REO_START_DATE							MM/DD/YYYY
REO_SALES_PRICE							Number
REALIZED_LOSS/GAIN		As defined in the Servicing Agreement					Number

Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:

·   ASUM-Approved Assumption

·   BAP-Borrower Assistance Program

·   CO- Charge Off

·   DIL- Deed-in-Lieu

·   FFA- Formal Forbearance Agreement

·   MOD- Loan Modification

·   PRE- Pre-Sale

·   SS- Short Sale

·   MISC-Anything else approved by the PMI or Pool Insurer

NOTE: Xxxxx Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry standards. If Loss Mitigation Types other than those above are used, the Servicer must supply Xxxxx Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:

·   Mortgagor

·   Tenant

·   Unknown

·   Vacant

The Property Condition field should show the last reported condition of the property as follows:

·   Damaged

·   Excellent

·   Fair

·   Gone

·   Good

·   Poor

·   Special Hazard

·   Unknown

Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

Delinquency Code		Delinquency Description
001		FNMA-Death of principal mortgagor
002		FNMA-Illness of principal mortgagor
003		FNMA-Illness of mortgagor’s family member
004		FNMA-Death of mortgagor’s family member
005		FNMA-Marital difficulties
006		FNMA-Curtailment of income
007		FNMA-Excessive Obligation
008		FNMA-Abandonment of property
009		FNMA-Distant employee transfer
011		FNMA-Property problem
012		FNMA-Inability to sell property
013		FNMA-Inability to rent property
014		FNMA-Military Service
015		FNMA-Other
016		FNMA-Unemployment
017		FNMA-Business failure
019		FNMA-Casualty loss
022		FNMA-Energy environment costs
023		FNMA-Servicing problems
026		FNMA-Payment adjustment
027		FNMA-Payment dispute
029		FNMA-Transfer of ownership pending
030		FNMA-Fraud
031		FNMA-Unable to contact borrower
INC		FNMA-Incarceration

Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

Status Code		Status Description
09		Forbearance
17		Pre-foreclosure Sale Closing Plan Accepted
24		Government Seizure
26		Refinance
27		Assumption
28		Modification
29		Charge-Off
30		Third Party Sale
31		Probate
32		Military Indulgence
43		Foreclosure Started
44		Deed-in-Lieu Started
49		Assignment Completed
61		Second Lien Considerations
62		Veteran’s Affairs-No Bid
63		Veteran’s Affairs-Refund
64		Veteran’s Affairs-Buydown
65		Chapter 7 Bankruptcy
66		Chapter 11 Bankruptcy
67		Chapter 13 Bankruptcy

EXHIBIT 7

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by PHH Mortgage Corporation [Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”:

Servicing Criteria				Applicable Servicing Criteria
Reference		Criteria
		General Servicing Considerations
1122(d)(1)(i)		Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.		X
1122(d)(1)(ii)		If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.		X
1122(d)(1)(iii)		Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)		A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.		X
		Cash Collection and Administration
1122(d)(2)(i)		Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.		X
1122(d)(2)(ii)		Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.		X
1122(d)(2)(iii)		Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.		X
1122(d)(2)(iv)		The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.		X
1122(d)(2)(v)		Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.		X
1122(d)(2)(vi)		Unissued checks are safeguarded so as to prevent unauthorized access.		X
1122(d)(2)(vii)		Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.		X

		Servicing Criteria		Applicable Servicing Criteria
Reference		Criteria
		Investor Remittances and Reporting
1122(d)(3)(i)		Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.		X
1122(d)(3)(ii)		Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.		X
1122(d)(3)(iii)		Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.		X
1122(d)(3)(iv)		Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.		X
		Pool Asset Administration
1122(d)(4)(i)		Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.		X
1122(d)(4)(ii)		Mortgage loan and related documents are safeguarded as required by the transaction agreements		X
1122(d)(4)(iii)		Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.		X
1122(d)(4)(iv)		Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.		X
1122(d)(4)(v)		The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.		X
1122(d)(4)(vi)		Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.		X
1122(d)(4)(vii)		Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.		X
1122(d)(4)(viii)		Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).		X
1122(d)(4)(ix)		Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.		X

		Servicing Criteria		Applicable Servicing Criteria
Reference		Criteria
1122(d)(4)(x)		Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.		X
1122(d)(4)(xi)		Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.		X
1122(d)(4)(xii)		Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.		X
1122(d)(4)(xiii)		Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.		X
1122(d)(4)(xiv)		Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.		X
1122(d)(4)(xv)		Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.