ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
EXECUTION
ASSIGNMENT,
ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”) made as of the
1st
day of
May 2007, among PHH Mortgage Corporation (formerly known as Cendant Mortgage
Corporation), as servicer (the “Servicer”) and seller (the “Seller”),
Deutsche
Bank National Trust Company, not in its individual capacity, but solely as
trustee on behalf of GSR Mortgage Loan Trust 2007-AR2 (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, and Amendment No. 2, dated September 1, 2006 (the “Sale
and Servicing Agreement”) and the related Purchase, Price and Terms Letter dated
as of July 26, 2006 (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 May
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 (the “GSMC Assignment
Agreement”);
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 May
1,
2007
(the “Trust Agreement”), between the Assignor, as depositor, Deutsche Bank
National Trust Company, as trustee (the “Trustee”), Xxxxx Fargo Bank, N.A., as
securities administrator and Master Servicer, and each of Xxxxx Fargo Bank,
N.A.
and Deutsche Bank National Trust Company as custodians, the Assignor will
transfer the Mortgage Loans to the Assignee,
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 rights, title and obligations under the Sale and Servicing
Agreement, to the extent relating to the Mortgage Loans from and after the
date
hereof;
provided,
however,
it is understood and agreed upon by the parties hereto, that the Assignee shall
not be liable for (i) any breach of any obligation or representation of the
Assignor pursuant to the GSMC Assignment Agreement or (ii) any breach of any
obligation, covenant, representation or warranty of the Assignor, or be
responsible for any indemnification amounts owed by the Assignor, pursuant
to
the Sale and Servicing Agreement arising prior to the
date
hereof.
The Assignor shall remain liable for all such liability arising prior to
the
date
hereof
and for its own actions and omissions apart from those assumed by the
Assignee.
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 or the GSMC Assignment Agreement from and after the date hereof,
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
Assignee, 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 Assignee 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 Assignee
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 Assignee, 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
Assignee, 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 Assignee, 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-AR2 Acct# 53151000
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,
or another mutually agreed-upon format and content, 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,
or another mutually agreed-upon format and content, 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 proceed-ing 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
May 24, 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
May 24, 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 May
24, 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 May
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
May
24,
2007.
(i) Predatory
Lending.
As of
May 24, 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 Assignee 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 or notice of any breach by the Assignor of any representation,
warranty, or covenant under this 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), 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 6.2 of the Sale and Servicing Agreement, the words “5th
calendar
day” shall be replaced with the words “10th
calendar
day.”
(c)
Sections 7.04, 7.05 and 7.07 shall be deleted and replaced with:
[RESERVED]
(d)
Sections 13.4 and 13.5(a) shall be amended by replacing the phrase “commencing
in 2007” with the phrase “commencing in 2008”.
(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;
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(b)
|
in
the case of the Assignee,
|
Deutsche
Bank National Trust Company
0000
Xxxx
Xx. Xxxxxx Xxxxx
Xxxxx
Xxx, Xxxxxxxxxx 00000
Attention:
GSR 2007-AR2
Telephone:
(000) 000-0000
Facsimile:
(000) 000-0000
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
Services Manager (GSR 2007-AR2)
(or
in the case of overnight deliveries,
0000
Xxx Xxxxxxxxx Xxxx
Xxxxxxxx,
Xxxxxxxx 21045)
Telephone:
(000) 000-0000
Facsimile:
(000) 000-0000
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 Deutsche Bank National Trust Company, not
individually or personally but solely as Assignee on behalf of the GSR Mortgage
Loan Trust 2007-AR2 (the “Trust”), in the exercise of the powers and authority
conferred and vested in it, (ii) each of the representations, undertakings
and
agreements by Deutsche Bank National Trust Company, is made and intended for
the
purpose of binding only the GSR Mortgage Loan Trust 2007-AR2, (iii) nothing
herein shall be construed as creating any liability on the part of Deutsche
Bank
National Trust Company, 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 Deutsche Bank National Trust Company be personally liable
for the payment of any indebtedness or expenses (including but not limited
to
any amounts to be paid under the Purchase and Servicing Agreements) of the
Trust, or be liable for the breach or failure of any obligation, representation,
warranty or covenant made or undertaken by the Trust under this Assignment
Agreement, the GSMC Assignment Agreement, the Sale and Servicing Agreement
or
any related document.
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:
DEUTSCHE
BANK NATIONAL TRUST COMPANY,
not in its individual capacity but solely as Trustee on behalf of GSR Mortgage
Loan Trust 2007-AR2, as Assignee
By:
/s/ Xxxxxx Xxxxx
Name:
Xxxxxx Xxxxx
Title: Authorized Signer
ASSIGNOR:
GS
MORTGAGE SECURITIES CORP.
By:
/s/ Xxxxxxxx Xxxx
Name:
Xxxxxxxx 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 Xxxx
Name:
Xxxxxx Xxxx
Title:
Vice President
EXHIBIT
1
MORTGAGE
LOAN SCHEDULE
EXHIBIT
2
SALE
AND
SERVICING AGREEMENT
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 3rd
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 3rd
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)
|
4-1
|
(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)
|
$________________
|
(23)
|
|
4-2
Escrow
Disbursement Detail
|
Type
(Tax
/Ins.)
|
Date
Paid
|
Period
of
Coverage
|
Total
Paid
|
Base
Amount
|
Penalties
|
Interest
|
|
|
||||||
|
|
||||||
|
|
||||||
|
|
||||||
|
|
||||||
|
|
||||||
|
|
||||||
|
|
EXHIBIT
5
Standard
File Layout - Scheduled/Scheduled
|
Standard
Loan Level File Layout - Master Servicing
|
|
|
|
|
|
|
|
|
||
|
Column
Name
|
Description
|
Decimal
|
Format
Comment
|
Max
Size
|
|
Each
file requires the following fields:
|
|
|
|
|
|
SER_INVESTOR_NBR
|
A
value assigned by the Servicer to define a group of loans.
|
|
Text
up to 20 digits
|
20
|
|
LOAN_NBR
|
A
unique identifier assigned to each loan by the investor.
|
|
Text
up to 10 digits
|
10
|
|
SERVICER_LOAN_NBR
|
A
unique number assigned to a loan by the Servicer. This may be different
than the LOAN_NBR.
|
|
Text
up to 10 digits
|
10
|
|
SCHED_PAY_AMT
|
Scheduled
monthly principal and scheduled interest payment that a borrower
is
expected to pay, P&I constant.
|
2
|
No
commas(,) or dollar signs ($)
|
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
|
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 ($)
|
11
|
|
Column
Name
|
Description
|
Decimal
|
Format
Comment
|
Max
Size
|
5-2
|
MOD_DATE
|
The
Effective Payment Date of the Modification for the loan.
|
|
MM/DD/YYYY
|
10
|
|
MOD_TYPE
|
The
Modification Type.
|
|
Varchar
- value can be alpha or numeric
|
30
|
|
DELINQ_P&I_ADVANCE_AMT
|
The
current outstanding principal and interest advances made by
Servicer.
|
2
|
No
commas(,) or dollar signs ($)
|
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
|
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 ($)
|
|
OFFER_DATE_TIME
|
The
date an offer is received by DA Admin or by the Servicer.
|
MM/DD/YYYY
|
6-1
|
REO_CLOSING_DATE
|
The
date the REO sale of the property is scheduled to close.
|
MM/DD/YYYY
|
|
|
REO_ACTUAL_CLOSING_DATE
|
Actual
Date Of REO Sale
|
MM/DD/YYYY
|
|
|
OCCUPANT_CODE
|
Classification
of how the property is occupied.
|
|
|
|
PROP_CONDITION_CODE
|
A
code that indicates the condition of the property.
|
|
|
|
PROP_INSPECTION_DATE
|
The
date a property inspection is performed.
|
MM/DD/YYYY
|
|
|
APPRAISAL_DATE
|
The
date the appraisal was done.
|
MM/DD/YYYY
|
|
|
CURR_PROP_VAL
|
The
current "as is" value of the property based on brokers price
opinion or
appraisal.
|
2
|
|
|
REPAIRED_PROP_VAL
|
The
amount the property would be worth if repairs are completed pursuant
to a
broker's price opinion or appraisal.
|
2
|
|
|
If
applicable:
|
|
|
|
|
DELINQ_STATUS_CODE
|
FNMA
Code Describing Status of Loan
|
||
|
DELINQ_REASON_CODE
|
The
circumstances which caused a borrower to stop paying on a loan.
Code
indicates the reason why the loan is in default for this
cycle.
|
||
|
MI_CLAIM_FILED_DATE
|
Date
Mortgage Insurance Claim Was Filed With Mortgage Insurance
Company.
|
MM/DD/YYYY
|
|
|
MI_CLAIM_AMT
|
Amount
of Mortgage Insurance Claim Filed
|
No
commas(,) or dollar signs ($)
|
|
|
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 ($)
|
|
VA_CLAIM_FILED_DATE
|
Date
VA Claim Was Filed With the Veterans Admin
|
MM/DD/YYYY
|
|
|
VA_CLAIM_PAID_DATE
|
Date
Veterans Admin. Disbursed VA Claim Payment
|
MM/DD/YYYY
|
|
|
VA_CLAIM_PAID_AMT
|
Amount
Veterans Admin. Paid on VA Claim
|
2
|
No
commas(,) or dollar signs
($)
|
6-2
|
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
|
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
|
6-3
The
Property
Condition
field should show the last reported condition of the property as follows:
|
·
|
Damaged
|
|
·
|
Excellent
|
|
·
|
Fair
|
|
·
|
Gone
|
|
·
|
Good
|
|
·
|
Poor
|
|
·
|
Special
Hazard
|
|
·
|
Unknown
|
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
|
6-4
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
|
6-5
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
|
7-1
|
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
|
7-2
|
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.
|
|
|
|
|
|
7-3
