Execution
STRUCTURED ASSET SECURITIES CORPORATION
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1998-ALS2
TERMS AGREEMENT
Dated: December 23, 1998
To: Structured Asset Securities Corporation, as Depositor under the Trust
Agreement dated as of December 1, 1998 (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 1998-ALS2.
Terms of the Series 1998-ALS1 Certificates: Structured Asset Securities
Corporation, Series 1998-ALS2 Mortgage Pass-Through Certificates, Class 1-A,
Class 1-AP, Class 2-A, Class 2-AP, 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
fixed rate, conventional, first lien residential mortgage loans (the "Mortgage
Loans"). Only the Class 1-A, Class 1-AP, Class 2-A, Class 2-AP, 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 333-47499.
Certificate Ratings: It is a condition of Closing that at the Closing Date:
the Class 1-A and Class 2-A Certificates be rated "AAA" by each of Duff &
Xxxxxx Credit Rating Co. ("DCR"), Fitch IBCA, Inc. ("Fitch"), and Standard &
Poor's Rating Services, a division of The XxXxxx-Xxxx Companies, Inc. ("S&P,"
which together with DCR and Fitch, the "Rating Agencies"); the Class 1-AP and
Class 2-AP Certificates be rated "AAA" by each of DCR and Fitch and "AAAr" by
S&P; the Class B1 Certificates be rated "AA" by each of DCR, Fitch and S&P;
the Class B2 Certificates be rated "A" by each of DCR and Fitch; and the Class
B3 Certificates be rated "BBB" by each of DCR 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 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: December 1, 1998.
Closing Date: 10:00 A.M., New York time, on or about December 30, 1998. On the
Closing Date, the Depositor will deliver the Offered Certificates to the
Underwriter against payment therefor for the account of the Underwriter.
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/ Xxxx Xxxxxxxxxx
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Name: Xxxx Xxxxxxxxxx
Title: Vice President
Accepted:
STRUCTURED ASSET SECURITIES
CORPORATION
By: /s/ Xxxxxx Xxxxx
----------------------
Name: Xxxxxx Xxxxx
Title: Vice President
Schedule 1
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Initial
Certificate Certificate Purchase
Principal Interest Price
Class Amount(1) Rate Percentage
----- ----------- ----------- ----------
Class 1-A $193,883,000 6.70% 100.0780%
Class 1-AP 705,935 0.00% 60.0000%
Class 2-A 41,477,000 6.70% 99.7000%
Class 2-AP 248,313 0.00% 70.0000%
Class B1 8,439,000 6.70% 97.1580%
Class B2 6,751,000 6.70% 95.0400%
Class B3 2,986,000 6.70% 89.6830%
Class R 100 6.70% 100.0000%
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(1) Approximate.
