AMENDMENT NO. 1
ASSET-BACKED
CERTIFICATES, SERIES 2007-HL1
AMENDMENT
NO. 1
Amendment
No. 1 (the “Amendment”), dated June 19, 2007 and effective as of June 1, 2007,
among Option One Mortgage Acceptance Corporation, as depositor (the
“Depositor”), Option One Mortgage Corporation, as servicer (the “Servicer”),
HSBC Bank USA, National Association, as trustee (the “Trustee”) and Xxxxx Fargo
Bank, N.A., as master servicer, trust administrator and custodian (the “Trust
Administrator”) to the Pooling and Servicing Agreement, relating to the
above-captioned Asset Backed Certificates (the “Agreement”), dated as of April
1, 2007, among the Depositor, the Servicer and the
Trustee. Capitalized terms used herein but not defined herein shall
have the meanings ascribed thereto in the Agreement.
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1.
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Amendment.
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In
consideration of the mutual agreements herein contained, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree to amend
the Agreement as follows:
Section
1.01 of the Agreement is hereby amended by replacing the definition of
“Overcollateralization Target Amount” with the following:
“Overcollateralization
Target Amount”: With respect to any Distribution
Date prior to the Stepdown Date an amount equal to 14.00% of the aggregate
Principal Balance of the Mortgage Loans as of the Cut-off Date. With respect
to
any Distribution Date, on or after the Stepdown Date, the lesser of the amount
set forth in the preceding sentence and 28.00% 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 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 to zero, the Overcollateralization Target Amount shall
be zero
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2.
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Counterparts.
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This
Amendment may be executed simultaneously in any number of counterparts, each
of
which counterparts shall be deemed to be an original, and such counterparts
shall constitute but one and the same instrument.
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3.
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Governing
Law.
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This
Amendment shall be 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.
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4.
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Severability
of Provisions.
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If
any
one or more of the covenants, agreements, provisions or terms of this Amendment
for any reason whatsoever shall be held invalid, then such covenants,
agreements, provisions or terms shall be deemed severable from the remaining
covenants, agreements, provisions or terms of this Amendment and shall in no
way
affect the validity or enforceability of the other provisions of this
Amendment.
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5.
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Successors
and Assigns.
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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 Certificateholders.
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6.
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Article
and Section Headings.
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The
article and section headings herein are for convenience of reference only,
and
shall not limit or otherwise affect the meaning hereof.
IN
WITNESS WHEREOF, the Depositor, the Servicer, the Trustee and the Trust
Administrator 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.
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OPTION
ONE MORTGAGE ACCEPTANCE
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CORPORATION
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as
Depositor
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By:
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/s/
Xxxxxxx X’Xxxxx
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Name:
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Xxxxxxx
X’Xxxxx
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Title:
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Treasurer
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OPTION
ONE MORTGAGE CORPORATION
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as
Servicer
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By:
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/s/
Xxxxxxx X’Xxxxx
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Name:
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Xxxxxxx
X’Xxxxx
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Title:
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Treasurer
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HSBC
BANK USA, NATIONAL ASSOCIATION as
Trustee
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By:
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/s/
Xxxxx Xxxxx
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Name:
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Xxxxx
Xxxxx
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Title:
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Assistant
Vice President
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XXXXX
FARGO BANK, N.A.
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as
Master Servicer, Trust Administrator and Custodian
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By:
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/s/
Xxxxxxxxx X. Xxxxxxx
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Name:
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Xxxxxxxxx
X. Xxxxxxx
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Title:
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Vice
President
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AGREED
AND ACKNOWLEDGED BY:
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OPTION
ONE MORTGAGE CAPITAL CORPORATION,
as
Holder of the Class C Certificates
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By:
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/s/
Xxxxxxx X’Xxxxx
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Name:
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Xxxxxxx
X’Xxxxx
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Title:
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Treasurer
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AGREED AND ACKNOWLEDGED BY:
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XL
CAPITAL ASSURANCE, INC.,
as
Certificate Insurer
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By:
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/s/
Xxxxx X. Xxxxxx
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Name:
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Xxxxx
X. Xxxxxx
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Title:
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Managing
Director
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AGREED
AND ACKNOWLEDGED BY:
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BEAR
XXXXXXX FINANCIAL PRODUCTS INC.,
as
Swap Provider
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By:
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/s/
Xxxxxxx Xxxxxxxxx
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Name:
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Xxxxxxx
Xxxxxxxxx
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Title:
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DPC
Manager
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