Exhibit 1.1
Execution
STRUCTURED ASSET SECURITIES CORPORATION
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2001-10A
TERMS AGREEMENT
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Dated: June 14, 2001
To: Structured Asset Securities Corporation, as Depositor under the Trust
Agreement dated as of June 1, 2001 (the "Trust Agreement").
Re: Underwriting Agreement Standard Terms dated as of April 16, 1996 (the
"Standard Terms," and together with this Terms Agreement, the "Agreement").
Series Designation: Series 2001-10A.
Terms of the Series 2001-10A Certificates: Structured Asset Securities
Corporation, Series 2001-10A Mortgage Pass-Through Certificates, Class 1-A1,
Class 1-A2, Class 1-A3, Class 2-A1, Class 2-A2, Class 2-A3, Class B1, Class B2,
Class B3, Class B4, Class B5, Class B6 and Class R (the "Certificates") will
evidence, in the aggregate, the entire beneficial ownership interest in a trust
fund (the "Trust Fund"). The primary assets of the Trust Fund consist of two
pools of adjustable rate, conventional, first lien, residential mortgage loans
(the "Mortgage Loans"). Only the Class 1-A1, Class 1-A3, Class 2-A1, Class
2-A2, Class 2-A3, Class B1, Class B2, Class B3 and Class R Certificates (the
"Offered Certificates") are being sold pursuant to the terms hereof.
Registration Statement: File Number 333-35026.
Certificate Ratings: It is a condition of Closing that at the Closing Date the
Class 1-A1, Class 1-A2, Class 1-A3, Class 2-A1, Class 2-A2, Class 2-A3 and
Class R Certificates be rated "AAA" by Standard & Poor's Credit Market Services
("S&P") and rated "AAA" by Fitch, Inc., ("Fitch" and collectively the "Rating
Agencies"); the Class B1 Certificates be rated "AA" by S&P and "AA" by Fitch;
the Class B2 Certificates be rated "A" by S&P and "A" by Fitch; and the Class
B3 Certificates be rated "BBB" by S&P and "BBB" by Fitch.
Terms of Sale of Offered Certificates: The Depositor agrees to sell to Xxxxxx
Brothers Inc., (the "Underwriter") and the Underwriter agrees to purchase from
the Depositor, the Offered Certificates in the principal amounts and prices set
forth on Schedule 1 annexed hereto. The purchase price for the Offered
Certificates shall be the Purchase Price Percentage set forth in Schedule 1
plus accrued interest at the initial interest rate per annum from and including
the Cut-off Date up to, but not including, the Closing Date.
The Underwriter will offer the Offered Certificates to the public from time to
time in negotiated transactions or otherwise at varying prices to be determined
at the time of sale.
Cut-off Date: June 1, 2001.
Closing Date: 10:00 A.M., New York time, on or about June 29, 2001. On the
Closing Date, the Depositor will deliver the Offered Certificates to the
Underwriter against payment therefor for the account of the Underwriter.
2
If the foregoing is in accordance with your understanding of our
agreement, please sign and return to us a counterpart hereof, whereupon this
instrument along with all counterparts will become a binding agreement between
the Depositor and the Underwriter in accordance with its terms.
XXXXXX BROTHERS INC.
By: /s/ Xxxxxxx Xxxxxxxxxx
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Name: Xxxxxxx Xxxxxxxxxx
Title: Senior Vice President
Accepted:
STRUCTURED ASSET SECURITIES
CORPORATION
By: /s/ Xxxxx X. Xxxxxxx
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Name: Xxxxx X. Xxxxxxx
Title: Vice President
Schedule 1
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Initial Certificate
Principal Certificate Purchase Price
Class Amount(1) Interest Rate Percentage
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1-A1 $210,508,000 6.25%(2) 100%
1-A2 336,559 0.00%(3) 100%
1-A3 (4) 6.25% 100%
2-A1 73,337,000 6.75%(5) 100%
2-A2 335,372 0.00%(3) 100%
2-A3 (4) 6.82% 100%
B1 7,526,000 Variable(6) 100%
B2 3,762,000 Variable(6) 100%
B3 2,257,000 Variable(6) 100%
R 100 Adjustable(2) 100%
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(1) These balances are approximate, as described in the prospectus supplement.
(2) The Class 1-A1 and R Certificates will accrue interest based on the
interest rate specified above until the end of the Accrual Period in
October 2005. Beginning with the Accrual Period in November 2005, the
Class 1-A1 and R Certificates will accrue interest at the WAC for pool 1,
as described in the prospectus supplement.
(3) The Class 1-A2 and 2-A3 Certificates will not be entitled to payments of
interest on or prior to the Distribution Dates in November 2005 and
December 2003, respectively. Thereafter, the Class 1-A2 and 2-A2
Certificates will accrue interest at the Net WAC for pool 1, as described
in the prospectus supplement.
(4) The Class 1-A3 and 2-A3 Certificates will be interest-only certificates;
they will not be entitled to payments of principal and will accrue
interest on a notional amount, as described in the prospectus supplement.
After the Distribution Dates in November 2005 and December 2003, the Class
1-A3 and 2-A3 Certificates, respectively, will no longer be entitled to
receive distributions of any kind.
(5) The Class 2-A1 Certificates will accrue interest based on the interest
rates specified above, until the end of the Accrual Period in November
2003. Beginning with the Accrual Period in December 2003, the Class 2-A1
Certificates will accrue interest at the Net WAC for pool 2, as described
in the prospectus supplement.
(6) The Class B1, B2 and B3 Certificates will accrue interest based on a
variable interest rate, as described in the prospectus supplement.
