Execution
WASHINGTON MUTUAL MORTGAGE LOAN TRUST
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2000-1
TERMS AGREEMENT
Dated: March 24, 2000
To: Structured Asset Securities Corporation, as Depositor under the Pooling
and Servicing Agreement dated as of March 1, 2000 (the "Pooling and
Servicing 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: Washington Mutual Mortgage Loan Trust Mortgage
Pass-Through Certificates, Series 2000-1.
Cut-off Date: March 1, 2000.
Closing Date: 10:00 A.M., New York time, on or about March 31, 2000.
Settlement Date: 10:00 A.M., New York time, on or about April 12, 2000.
Terms of the Series 2000-1 Certificates: Washington Mutual Mortgage Loan Trust
Mortgage Pass-Through Certificates, Series 2000-1, Class A1, Class A2, Class
M1, Class M2, Class M3, Class B1, Class B2, Class B3 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 17,816 conventional, adjustable rate, first lien
residential mortgage loans (the "Mortgage Loans") having a Scheduled Principal
Balance as of the Cut-off Date of $6,701,536,869.34. Only the Class A1, Class
M1, Class M2 and Class M3 Certificates (the "Offered Certificates") are being
sold pursuant to the terms hereof.
Form of Certificates: Through the book-entry facilities of The Depository
Trust Company, Clearstream Banking, societe anonyme (formerly Cedelbank) and
the Euroclear System..
Registration Statement: File Number 333-31252.
Certificate Ratings: It is a condition to the issuance of the Class A1
Certificates that they be rated "Aaa" by Xxxxx'x Investors Service, Inc.
("Moody's") and "AAA" by each of Standard & Poor's Rating Services, a division
of The XxXxxx-Xxxx Companies, Inc. ("S&P") and Fitch IBCA, Inc. ("Fitch," and
together with Moody's and S&P, the "Rating Agencies"). It is a condition to
the issuance of the Class M1 Certificates that they be rated "Aa2" by Moody's
and "AA" by each of S&P and Fitch. It is a condition to the issuance of the
Class M2 Certificates that they be rated "A2" by Moody's and "A" by each of
S&P and Fitch. It is a condition to the issuance of the Class M3 Certificates
that they be rated "Baa2" by Moody's and "BBB" by each of S&P and 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 Settlement 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.
If the foregoing is in accordance with your understanding of our
agreement, please sign and return to us a counterpart hereof, whereupon this
instrument along with all counterparts will become a binding agreement between
the Depositor and the Underwriter in accordance with its terms.
XXXXXX BROTHERS INC.
By:
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Name:
Title:
Accepted:
STRUCTURED ASSET SECURITIES
CORPORATION
By:
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Name:
Title:
Schedule 1
Initial Certificate
Principal Amount Purchase
(or Initial Component Certificate Price
Class Principal Amount) Interest Rate Percentage
Class A1 $4,799,976,000 (1) 100%
Class M1 100,523,000 (1) 100%
Class M2 83,769,000 (1) 100%
Class M3 33,508,000 (1) 100%
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(1) Interest will accrue on the Class X0, X0, X0 and M3 Certificates based
upon one-month LIBOR plus a specified margin, subject to limitation, as
described in the Prospectus Supplement.
