1998-C2
Daiwa Finance Corp.
MORTGAGE LOAN PURCHASE AGREEMENT
This Mortgage Loan Purchase Agreement, dated as of March 1, 1998 (the
"Agreement"), is between Xxxxxxx Xxxxx Mortgage Investors, Inc., a Delaware
corporation (the "Company"), and Daiwa Finance Corp., a New York corporation
(the "Mortgage Loan Seller"). The Mortgage Loan Seller agrees to sell, and the
Company agrees to purchase, the mortgage loans (the "Mortgage Loans") described
in, and set forth in, the Mortgage Loan Schedule attached as Exhibit A to this
Agreement (the "Mortgage Loan Schedule"). The Company intends to deposit the
Mortgage Loans and other assets into a trust (the "Trust") and cause the
creation of a series of certificates to be known as Xxxxxxx Xxxxx Mortgage
Investors, Inc., Mortgage Pass-Through Certificates, Series 1998-C2 (the
"Certificates"), evidencing beneficial ownership interests in the Mortgage Loans
and other assets (including, without limitation, other mortgage loans), under a
Pooling and Servicing Agreement, to be dated as of March 1, 1998 (the "Pooling
and Servicing Agreement"), among the Company, as depositor, First Union National
Bank, as master servicer (the "Servicer"), CRIIMI MAE Services Limited
Partnership, as special servicer (the "Special Servicer"), and Norwest Bank
Minnesota, National Association, as trustee (the "Trustee"). Capitalized terms
used but not otherwise defined herein shall have the respective meanings given
to them in the Pooling and Servicing Agreement without giving effect to any
amendment thereto unless the Mortgage Loan Seller has given its consent to such
amendment in writing and signed by a duly authorized officer of the Mortgage
Loan Seller.
1. Purchase Price; Purchase and Sale. The purchase price (the "Purchase
Price") for the Mortgage Loans shall consist of a cash amount equal to (i) 100%
of the outstanding principal balance of the Mortgage Loans as of the Cut-Off
Date plus (ii) interest accrued on the Mortgage Loans at the related Mortgage
Rate up to but excluding the Closing Date. The Purchase Price amount shall be
payable by the Company to the Mortgage Loan Seller on March 27, 1998 or such
other date as shall be mutually acceptable to the parties hereto (the "Closing
Date") in immediately available funds. The closing for the purchase and sale of
the Mortgage Loans shall take place at the offices of Xxxxxxx Xxxx & Xxxxxxxxx,
000 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, at 10:00 a.m. (New York time),
on the Closing Date.
On the Closing Date, the Mortgage Loan Seller shall sell, transfer, assign,
set over and convey to the Company, without recourse, and the Company shall
purchase, all the right, title and interest of the Mortgage Loan Seller in and
to the Mortgage Loans, including all interest and principal due on or with
respect to the Mortgage Loans after the Cut-Off Date, together with all of the
Mortgage Loan Seller's right, title and interest in and to the proceeds of any
related title, hazard, primary mortgage or other insurance policies. All
scheduled payments of interest and principal due before the Cut-Off Date
but collected on or after the Cut-Off Date, and recoveries of interest and
principal collected before the Cut-Off Date, shall belong to, and be promptly
remitted to the Mortgage Loan Seller. The Company hereby directs the Mortgage
Loan Seller, and the Mortgage Loan Seller hereby agrees, to deliver to each of
the Trustee, the Master Servicer and the Special Servicer all documents,
instruments and agreements required to be delivered by the Company to the
Trustee, the Master Servicer and the Special Servicer under Section 2.01 of the
Pooling and Servicing Agreement, and meeting all the requirements of such
Section 2.01 and such other documents, instruments and agreements as the Company
or the Trustee, the Master Servicer and the Special Servicer shall reasonably
request. The Mortgage Loan Schedule may be amended to reflect the actual
Mortgage Loans.
2. Representations and Warranties. (a) The Mortgage Loan Seller hereby
represents and warrants to the Company as of the date hereof and as of Closing
Date that:
(i) The Mortgage Loan Seller is a New York corporation duly organized,
validly existing and in good standing under the laws of the State of New
York, with the necessary corporate power and authority to own its assets
and conduct its business as now being conducted, is duly qualified as a
foreign corporation in good standing in all jurisdictions in which the
ownership or lease of its property or the conduct of its business requires
such qualification, except where the failure to be so qualified would not
have a material adverse effect on the value of the Mortgage Loans and the
ability of the Mortgage Loan Seller to perform its obligations hereunder,
and the Mortgage Loan Seller has taken all necessary corporate action to
authorize the execution, delivery and performance of this Agreement by it,
and has the necessary corporate power and authority to execute, deliver and
perform this Agreement and all the transactions contemplated hereby,
including, but not limited to, the power and authority to sell, assign,
transfer, set over and convey the Mortgage Loans in accordance with this
Agreement;
(ii) This Agreement has been duly authorized, executed and delivered by the
Mortgage Loan Seller and assuming the due authorization, execution and
delivery by the Company, will constitute a legal, valid and binding
obligation of the Mortgage Loan Seller, enforceable against the Mortgage
Loan Seller in accordance with the terms of this Agreement, except as such
enforcement may be limited by bankruptcy, insolvency, reorganization,
moratorium or other similar laws affecting the
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enforcement of creditors' rights generally, and by general principles of
equity (regardless of whether such enforceability is considered in a
proceeding in equity or at law), or by public policy considerations
underlying the securities laws, to the extent that such public policy
considerations limit the enforceability of the provisions of this Agreement
which purport to provide indemnification from liabilities under applicable
securities laws;
(iii) The execution and delivery of this Agreement by the Mortgage Loan
Seller and the performance of its obligations hereunder (1) will not
conflict with any provision of any law or regulation to which the Mortgage
Loan Seller is subject, or conflict with, result in a breach of or
constitute a default under any of the terms, conditions or provisions of
any of the Mortgage Loan Seller's organizational documents or any agreement
or instrument to which the Mortgage Loan Seller is a party or by which it
is bound, or any order or decree applicable to the Mortgage Loan Seller, or
result in the creation or imposition of any lien on any of the Mortgage
Loan Seller's assets or property, in each case which would materially and
adversely affect the ability of the Mortgage Loan Seller to carry out the
transactions contemplated by this Agreement; and (2) does not require the
consent of any third party or such consent has been obtained.
(iv) There is no action, suit, proceeding or investigation pending or, to
the knowledge of the Mortgage Loan Seller, threatened against the Mortgage
Loan Seller in any court or by or before any other governmental agency or
instrumentality which, in the Mortgage Loan Seller's good faith and
reasonable judgment, would materially and adversely affect the validity of
the Mortgage Loans or the ability of the Mortgage Loan Seller to enter
into, or which would be likely to impair materially and adversely the
ability of the Mortgage Loan Seller to carry out the transactions
contemplated by, this Agreement;
(v) The Mortgage Loan Seller is not in default with respect to any order or
decree of any court or any order, regulation or demand of any federal,
state, municipal or governmental agency, which default might have
consequences that, in the Mortgage Loan Seller's good faith and reasonable
judgment, would materially and adversely affect the condition (financial or
other) or operations
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of the Mortgage Loan Seller or its properties or might have consequences
that would materially and adversely affect its performance hereunder;
(vi) No consent, approval, authorization or order of any court or
governmental agency or body is required for the execution, delivery and
performance by the Mortgage Loan Seller of or compliance by the Mortgage
Loan Seller with this Agreement or the consummation of the transactions
contemplated by this Agreement, other than those which have been obtained
by the Mortgage Loan Seller;
(vii) The transfer, assignment and conveyance of the Mortgage Loans by the
Mortgage Loan Seller to the Company is not subject to bulk transfer laws or
any similar statutory provisions in effect in any applicable jurisdiction;
and
(viii) Under generally accepted accounting principles ("GAAP") and for
federal income tax purposes, the Mortgage Loan Seller will report the
transfer of the Mortgage Loans to the Company as a sale of the Mortgage
Loans to the Company. The consideration received by the Mortgage Loan
Seller upon the sale of the Mortgage Loans to the Company will constitute
reasonably equivalent value and fair consideration for the Mortgage Loans.
The Mortgage Loan Seller will be solvent at all relevant times prior to,
and will not be rendered insolvent by, the sale of the Mortgage Loans to
the Company. The Mortgage Loan Seller is not selling the Mortgage Loans to
the Company with any intent to hinder, delay or defraud any of the
creditors of the Mortgage Loan Seller.
(b) The Mortgage Loan Seller hereby makes the representations and
warranties contained Schedule I, Schedule II and Schedule III with respect to
each Mortgage Loan as of the date specified therein or, if no such date is
specified, as of the Closing Date.
3. Notice of Breach; Cure and Repurchase.
(a) Pursuant to the Pooling and Servicing Agreement, the Mortgage Loan
Seller and the Company shall be given notice of any Breach or Document Defect
that materially and adversely affects the value of such Mortgage Loan or the
interests of the holders of the Certificates therein.
(b) Upon notice pursuant to Section 3(a) herein, the Mortgage Loan Seller
shall, not later than 90 days from the Mortgage Loan Seller's receipt of notice
of such Breach or
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Document Defect (or, in the case of a Document Defect or Breach relating to a
Mortgage Loan not being a "qualified mortgage" within the meaning of Section
860G(a)(3) of the Internal Revenue Code of 1986, as amended (a "Qualified
Mortgage"), not later than 90 days of any party to this Agreement or to the
Pooling and Servicing Agreement discovering such Document Defect or Breach), if
such Breach or Document Defect shall materially and adversely affect the value
of such Mortgage Loan or the interests of the holders of the Certificates
therein, cure such Document Defect or Breach, as the case may be, in all
material respects or, if such Document Defect or Breach (other than omissions
solely due to a document not having been returned by the related recording
office) cannot be cured within the periods hereinafter set forth, repurchase the
affected Mortgage Loan at the applicable Repurchase Price (as defined below);
provided, however, that if such Document Defect or Breach is capable of being
cured but not within such 90-day period, such Document Defect or Breach does not
relate to any Mortgage Loan not being treated as a Qualified Mortgage, and the
Mortgage Loan Seller has commenced and is diligently proceeding with the cure of
such Document Defect or Breach within such 90-day period, the Mortgage Loan
Seller shall (A) with respect to any Breach, have an additional 90-day period to
complete such cure (or failing such cure, to complete such repurchase) and (B)
with respect to any Document Defect, have additional 90-day periods up to but
not exceeding the second anniversary of the Closing Date to complete such cure
(or failing such cure, to complete such repurchase); provided, further, that
with respect to each additional 90-day period, the Mortgage Loan Seller shall
have delivered an Officer's Certificate to the Trustee setting forth the reason
such Document Defect or Breach is not capable of being cured within the initial
90-day period or additional 90-day period, as applicable, and what actions the
Mortgage Loan Seller is pursuing in connection with the cure thereof and stating
that the Mortgage Loan Seller anticipates that such Document Defect or Breach
will be cured within such additional 90-day period. If the affected Mortgage
Loan is to be repurchased, Mortgage Loan Seller shall remit the Repurchase Price
in immediately available funds to the Trustee. The delivery of a binding
commitment to issue a policy of lender's title insurance in lieu of the delivery
of the actual policy of lender's title insurance shall not be considered a
Document Defect with respect to any Mortgage File if such actual policy of
insurance is delivered to the Trustee or a Custodian on its behalf not later
than the 90th day following the Closing Date.
The "Repurchase Price" with respect to any Mortgage Loan or REO Loan to be
repurchased pursuant to this Agreement and Section 2.03 of the Pooling and
Servicing Agreement, shall have the meaning given to the term "Purchase Price"
in the Pooling and Servicing Agreement without giving effect to any amendment
thereto unless the Mortgage Loan Seller has given its consent to such amendment
in writing and signed by a duly authorized officer of the Mortgage Loan Seller.
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(c) Upon any repurchase of a Mortgage Loan contemplated by Section 3(b)
above, the Trustee, the Servicer and the Special Servicer shall each tender to
the Mortgage Loan Seller, all portions of the Mortgage File and other documents
pertaining to such Mortgage Loan possessed by it, and each document that
constitutes a part of the Mortgage File that was endorsed or assigned to the
Trustee shall be endorsed or assigned, as the case may be, to the Mortgage Loan
Seller.
(d) This Section 3 of this Agreement provides the sole and exclusive remedy
available to the Company, the Trustee, the Certificateholders, or the Trustee on
behalf of the Certificateholders or any other party, respecting any Document
Defect or any Breach.
(e) Subject to the terms of this Agreement, the Mortgage Loan Seller hereby
acknowledges the assignment by the Company to the Trustee, as trustee under the
Pooling and Servicing Agreement, for the benefit of the Certificateholders, of
the representations and warranties contained herein and of the obligation of the
Mortgage Loan Seller to repurchase a Mortgage Loan pursuant to this Section. The
Trustee or its designee may enforce such obligations as provided in Section 8
hereof.
4. Representations, Warranties and Agreements of Company.
(a) The Company hereby represents and warrants to the Mortgage Loan Seller,
as of the date hereof (or such other date as is specified in the related
representation or warranty), as follows:
(i) The Company is a corporation duly organized, validly existing and in
good standing under the laws of the State of Delaware, with full corporate
power and authority to own its assets and conduct its business, is duly
qualified as a foreign corporation in good standing in all jurisdictions in
which the ownership or lease of its property or the conduct of its business
requires such qualification, except where the failure to be so qualified
would not have a material adverse effect on the ability of the Company to
perform its obligations hereunder, and the Company has taken all necessary
action to authorize the execution, delivery and performance of this
Agreement by it, and has the power and authority to execute, deliver and
perform this Agreement and all the transactions contemplated hereby;
(ii) This Agreement has been duly authorized, executed and delivered by the
Company and constitutes a valid and binding obligation of the
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Company, enforceable against the Company in accordance with its terms,
except as such enforcement may be limited by bankruptcy, reorganization,
insolvency, moratorium and other similar laws affecting the enforcement of
creditors' rights generally and to general principles of equity (regardless
of whether such enforceability is considered in a proceeding in equity or
at law);
(iii) The execution and delivery of this Agreement by the Company and the
performance of its obligations hereunder will not conflict with any
provision of any law or regulation to which the Company is subject, or
conflict with, result in a breach of or constitute a default under any of
the terms, conditions or provisions of any of the Company's organizational
documents or any agreement or instrument to which the Company is a party or
by which it is bound, or any law, rule, regulation, judgment, writ,
injunction, order or decree applicable to the Company, or result in the
creation or imposition of any lien on any of the Company's assets or
property, in each case which would materially and adversely affect the
ability of the Company to carry out the transactions contemplated by this
Agreement;
(iv) There is no action, suit, proceeding or investigation pending or to
the knowledge of the Company, threatened against the Company in any court
or by or before any other governmental agency or instrumentality which
would materially and adversely affect the validity of this Agreement or any
action taken in connection with the obligations of the Company contemplated
herein, or which would be likely to impair materially the ability of the
Company to perform under the terms of this Agreement;
(v) The Company is not in default with respect to any order or decree of
any court or any order, regulation or demand of any federal, state,
municipal or governmental agency, which default might have consequences
that would materially and adversely affect the condition (financial or
other) or operations of the Company or its properties or might have
consequences that would materially and adversely affect its performance
hereunder;
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(vi) No consent, approval, authorization or order of any court or
governmental agency or body is required for the execution, delivery and
performance by the Company of or compliance by the Company with this
Agreement or the consummation of the transactions contemplated by this
Agreement other than those that have been obtained by the Company; and
(vii) Under GAAP and for federal income tax purposes, the Company will
report the transfer of the Mortgage Loans by the Mortgage Loan Seller to
the Company as a sale of the Mortgage Loans to the Company.
5. Company's Conditions to Closing.
The obligations of the Company under this Agreement shall be subject to the
satisfaction, on the Closing Date, or such other date specified herein, of the
following conditions:
(a) The obligations of the Mortgage Loan Seller required to be performed by
it at or prior to the Closing Date pursuant to the terms of this Agreement shall
have been duly performed and complied with and all of the representations and
warranties of the Mortgage Loan Seller under this Agreement shall be true and
correct in all material respects, and no event shall have occurred which, with
notice or the passage of time, or both, would constitute a material default
under this Agreement.
(b) The Company or its designee shall have received all of the following
closing documents, in such forms as are agreed upon and acceptable to the
Company and in form and substance satisfactory to the Company, the Underwriters
and their respective counsel, duly executed by all signatories other than the
Company as required pursuant to the respective terms thereof:
(i) with respect to each Mortgage Loan, the related Mortgage File, which
Mortgage Files shall be delivered to and held by the Trustee on behalf of
the Company;
(ii) the final Mortgage Loan Schedule;
(iii) an officer's certificate from the Mortgage Loan Seller dated as of
the Closing Date, in the form attached hereto as Exhibit B;
(iv) an opinion of Mortgage Loan Seller's counsel, subject to customary
exceptions and carve-outs, in form and substance reasonably acceptable to
the Company and its counsel and the Rating Agencies, which states in
substance the opinions set forth on Exhibit C hereto; and
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(v) such other documents, certificates and opinions as the Company may
reasonably request to effectuate the transactions contemplated by this
Agreement.
(c) The Mortgage Loan Seller hereby agrees to furnish such other
information, documents, certificates, letters or opinions with respect to the
Mortgage Loans or itself as may be reasonably requested by the Company in order
for the Company to perform any of its obligations or satisfy any of the
conditions on its part to be performed or satisfied pursuant to the Underwriting
Agreement, the Pooling and Servicing Agreement or this Agreement.
6. Indemnification and Contribution.
(a) The Mortgage Loan Seller shall indemnify and hold harmless the Company,
the Underwriter, their respective officers and directors, and each person, if
any, who controls the Company or the Underwriter within the meaning of either
Section 15 of the Securities Act of 1933, as amended (the "1933 Act") or Section
20 of the Securities Exchange Act of 1934, as amended (the "1934 Act"), against
any and all losses, claims, damages or liabilities, joint or several, to which
they or any of them may become subject under the 1933 Act, the 1934 Act or other
federal or state statutory law or regulation, at common law or otherwise,
insofar as such losses, claims, damages or liabilities (or actions in respect
thereof) (i) arise out of or are based upon any untrue statement or alleged
untrue statement of a material fact relating to the Mortgage Loans, the related
Mortgagors, the related Mortgaged Properties or the Mortgage Loan Seller
contained in (A) the Prospectus Supplement and the Memorandum (insofar as the
following are incorporated as part of the Memorandum) under the headings
"Summary of the Prospectus Supplement-The Mortgage Pool" or "Summary of the
Prospectus Supplement-Mortgage Loan Sellers", "Risk Factors-The Mortgage Loans"
and "Description of the Mortgage Pool" and on Annex A to the Prospectus
Supplement, the Diskette or, insofar as they are required to be filed as part of
the Registration Statement pursuant to the No-Action Letters, any Computational
Materials or ABS Term Sheets with respect to the Registered Certificates, or in
any revision or amendment of or supplement to any of the foregoing or (B) any
items similar to Computational Materials and ABS Term Sheets forwarded to
prospective investors in the Non-Registered Certificates, or (ii) arise out of
or are based upon the omission or alleged omission to state therein a material
fact required to be stated therein or necessary to make the statements therein,
in the light of the circumstances under which they were made, not misleading;
but, in the case of (i) and (ii), only if and to the extent that any such untrue
statement or alleged untrue statement or omission or alleged omission (I) arises
out of or is based upon an untrue statement or omission with respect to the
Mortgage Loans, the related Mortgagors or the related Mortgaged Properties
contained in the Master Tape (it being
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herein acknowledged that the Master Tape was used to prepare the Prospectus
Supplement including without limitation Annex A thereto, the Memorandum, the
Diskette, the Computational Materials and ABS Term Sheets with respect to the
Registered Certificates and any items similar to Computational Materials and ABS
Term Sheets forwarded to prospective investors in the Non-Registered
Certificates), (II) is contained in the information regarding the Mortgage
Loans, the related Mortgagor, the related Mortgaged Property or the Mortgage
Loan Seller set forth in the Prospectus Supplement and the Memorandum (insofar
as the following are incorporated as part of the Memorandum) under the headings
"Summary of the Prospectus Supplement-The Mortgage Pool" or "Summary of the
Prospectus Supplement-Mortgage Loan Sellers", "Risk Factors-The Mortgage Loans"
and "Description of the Mortgage Pool" or on Annex A to the Prospectus
Supplement; provided that the foregoing were provided to the Mortgage Loan
Seller for its review, or (III) arises out of or is based upon a breach of the
representations and warranties of the Mortgage Loan Seller set forth in or made
pursuant to Section 2 (such representations and warranties, together with the
information described in the preceding clauses I and II, the "Mortgage Loan
Seller Information"); provided that the indemnification provided by this Section
6 shall not apply to the extent that such untrue statement or omission was made
as a result of an error in (x) the manipulation of, or (y) any calculations
based upon, or (z) any aggregation (other than an aggregation made in the Master
Tape by the Mortgage Loan Seller) of, the information regarding the Mortgage
Loans, the related Mortgagor, the related Mortgaged Property or the Mortgage
Loan Seller set forth in the Master Tape and Annex A to the Prospectus
Supplement, including without limitation the aggregation of such information
with comparable information relating to the mortgage loans conveyed to the Trust
Fund by Xxxxxxx Xxxxx Mortgage Capital Inc. and Daiwa Real Estate Finance Corp.
(the "Other Mortgage Loans"). This indemnity agreement will be in addition to
any liability which the Mortgage Loan Seller may otherwise have.
For purposes of this Agreement, "Registration Statement" shall mean the
registration statement No. 333-38073 filed by the Company on Form S-3, including
without limitation exhibits thereto and information incorporated therein by
reference; "Prospectus" shall mean the prospectus dated February 25, 1998, as
supplemented by the prospectus supplement dated March 24, 1998 (the "Prospectus
Supplement"), relating to the Registered Certificates, including all annexes
thereto; "Memorandum" shall mean the private placement memorandum dated March
27, 1998, relating to the Non-Registered Certificates; "Registered Certificates"
shall mean the Class A-1, Class A-2, Class B, Class C, Class D, Class E and
Class IO Certificates; "Non-Registered Certificates" shall mean the Certificates
other than the Registered Certificates; "Computational Materials" shall have the
meaning assigned thereto in the no-action letter dated May 20, 1994 issued by
the Division of Corporation Finance of the Securities and Exchange Commission
(the "Commission") to Xxxxxx,
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Xxxxxxx Xxxxxxxxxx Corporation I, Xxxxxx, Xxxxxxx & Co. Incorporated, and Xxxxxx
Structured Asset Corporation and the no-action letter dated May 27, 1994 issued
by the Division of Corporation Finance of the Commission to the Public
Securities Association (together, the "Xxxxxx Letters"); "ABS Term Sheets" shall
have the meaning assigned thereto in the no-action letter dated February 17,
1995 issued by the Division of Corporation Finance of the Commission to the
Public Securities Association (the "PSA Letter" and, together with the Xxxxxx
letters, the "No-Action Letters"); "Diskette" shall mean the diskette attached
to each of the Prospectus and the Memorandum; and "Master Tape" shall mean the
compilation of information and data regarding the Other Mortgage Loans and the
Mortgage Loans covered by the Independent Accountants' Report on Applying
Agreed-Upon Procedures dated March 24, 1998 and rendered by Deloitte & Touche
LLP (a "hard copy" of which Master Tape was initialed on behalf of the Mortgage
Loan Seller and the Company).
(b) Promptly after receipt by an indemnified party under this Section 6 of
notice of the commencement of any action, such indemnified party will, if a
claim in respect thereof is to be made against the indemnifying party under this
Section 6, notify the indemnifying party in writing of the commencement thereof;
but the omission so to notify the indemnifying party will not relieve the
indemnifying party from any liability which it may have to any indemnified party
under this Section 6, except to the extent that it has been prejudiced in any
material respect, or from any liability which it may have, otherwise than under
this Section 6. In case any such action is brought against any indemnified party
and it notifies the indemnifying party of the commencement thereof, the
indemnifying party will be entitled to participate therein, and to the extent
that it may elect by written notice delivered to the indemnified party promptly
after receiving the aforesaid notice from such indemnified party, to assume the
defense thereof, with counsel reasonably satisfactory to such indemnified party;
provided that if the defendants in any such action include both the indemnified
party and the indemnifying party and the indemnified party or parties shall have
reasonably concluded that there may be legal defenses available to it or them
and/or other indemnified parties which are different from or additional to those
available to the indemnifying party, the indemnified party or parties shall have
the right to select separate counsel to assert such legal defenses and to
otherwise participate in the defense of such action on behalf of such
indemnified party or parties. Upon receipt of notice from the indemnifying party
to such indemnified party of its election so to assume the defense of such
action and approval by the indemnified party of counsel, the indemnifying party
will not be liable to such indemnified party for legal or other expenses
incurred by the indemnified party in connection with the defense thereof unless
(i) the indemnified party shall have employed separate counsel in connection
with the assertion of legal defenses in accordance with the proviso to the next
preceding sentence (it being understood, however, that the
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indemnifying party shall not be liable for the expenses of more than one
separate counsel (together with one local counsel, if applicable), approved by
the Company representing the indemnified parties under subsection (a) of this
Section 6 who are parties to such action), (ii) the indemnifying party shall not
have employed counsel reasonably satisfactory to the indemnified party to
represent the indemnified party within a reasonable time after notice of
commencement of the action or (iii) the indemnifying party has authorized in
writing the employment of counsel for the indemnified party at the expense of
the indemnifying party; and except that, if clause (i) or (iii) is applicable,
such liability shall be only in respect of the counsel referred to in such
clause (i) or (iii).
(c) If the indemnification provided for in this Section 6 shall for any
reason be unavailable in accordance with its terms to an indemnified party under
this Section 6, then the Mortgage Loan Seller and the Company shall contribute
to the amount paid or payable by such indemnified party as a result of the
losses, claims, damages or liabilities referred to in subsection (a) or (b)
above, in such proportion as is appropriate to reflect the relative fault of the
Mortgage Loan Seller on the one hand and the Company on the other in connection
with the statement or omission that resulted in such losses, claims, damages or
liabilities, as well as any other relevant equitable considerations. The
relative fault shall be determined by reference to, among other things, whether
the untrue or alleged untrue statement of a material fact or the omission or
alleged omission to state a material fact relates to information supplied by the
Mortgage Loan Seller or the Company and the parties' relative intent, knowledge,
access to information and opportunity to correct or prevent such untrue
statement or omission. The Mortgage Loan Seller and the Company agree that it
would not be just and equitable if contribution pursuant to this subsection (d)
were to be determined by per capita allocation or by any other method of
allocation that does not take account of the equitable considerations referred
to herein. The amount paid or payable by an indemnified party as a result of the
losses, claims, damages or liabilities referred to in the first sentence of this
subsection (d) shall be deemed to include any legal or other expenses reasonably
incurred by such indemnified party in connection with investigating or defending
against any action or claim which is the subject of this subsection (d) subject
to the limitations therein provided under subsection (c). No person guilty of
fraudulent misrepresentation (within the meaning of Section 11(f) of the Act)
shall be entitled to contribution from any person who was not also guilty of
such fraudulent misrepresentation.
7. Notices. All communications hereunder shall be in writing and effective
only upon receipt and, if sent to the Company, will be mailed, hand delivered,
couriered or sent by facsimile transmission to it at World Xxxxxxxxx Xxxxxx, Xxx
Xxxx, Xxx Xxxx 00000, attention: Xxxxx X. Xxxxxxxx fax number: (212)
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449-7684, or, if sent to the Mortgage Loan Seller, will be mailed, hand
delivered, couriered or sent by facsimile transmission to it at Financial
Square, 00 Xxx Xxxx, Xxx Xxxx, Xxx Xxxx 00000-0000, attention: Xxxxxx Xxxxxxxxx,
fax number: (000) 000-0000, with a copy to the attention of the General Counsel,
fax number: (000) 000-0000.
8. Trust as Beneficiary. The representations, warranties and agreements
made by the Mortgage Loan Seller in this Agreement are made for the benefit of,
and, to the extent they are assigned by the Company to the Trustee under the
Pooling and Servicing Agreement, may be enforced by or on behalf of, the
Trustee, the Servicer or the Special Servicer, as provided in the Pooling and
Servicing Agreement, to the same extent that the Company has rights against the
Mortgage Loan Seller under this Agreement in respect of representations,
warranties and agreements made by the Mortgage Loan Seller herein.
9. Miscellaneous. THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO
CONFLICTS OF LAWS PRINCIPLES. This Agreement may be executed in any number of
counterparts, each of which shall for all purposes be deemed to be an original
and all of which shall together constitute but one and the same instrument. This
Agreement will inure to the benefit of and be binding upon the parties hereto
and their respective successors and assigns, and no other person will have any
right or obligation hereunder, other than as provided herein.
10. Representations, Warranties and Agreements to Survive Delivery. All
representations, warranties and agreements contained in this Agreement, or in
certificates of officers of the Mortgage Loan Seller and the Company submitted
pursuant hereto, shall remain operative and in full force and effect and shall
survive the transfer and sale of the Mortgage Loans to the Company and by the
Company to the Trustee notwithstanding any language to the contrary contained in
any endorsement of any Mortgage Loan; provided that the representations,
warranties and agreements shall terminate upon the termination of the Pooling
and Servicing Agreement.
11. Severability. If any provision of this Agreement shall be prohibited or
invalid under applicable law, this Agreement shall be ineffective only to such
extent, without invalidating the remainder of this Agreement.
12. Further Assurances. The Mortgage Loan Seller and the Company agree to
execute and deliver such instruments and take such actions as the other party
may, from time to time, reasonably request in order to effectuate the purpose
and to carry out the terms of this Agreement.
13. Amendments. Neither this Agreement nor any term hereof may be changed,
waived, discharged or terminated except by
-13-
a writing signed by a duly authorized officer of the party against whom
enforcement of such change, waiver, discharge or termination is sought to be
enforced. This Agreement may not be changed or waived in any manner which would
have a material adverse effect on Certificateholders without the prior written
consent of the Trustee.
[Signature page follows]
-14-
IN WITNESS WHEREOF, the Company and the Mortgage Loan Seller have caused
this Agreement to be duly executed by their respective officers as of the day
and year first above written.
DAIWA FINANCE CORP.
By: /s/ XXXXXX XXXXXX
----------------------------------------
Name: Xxxxxx Xxxxxx
Title: Authorized Signatory
XXXXXXX XXXXX MORTGAGE INVESTORS, INC.
By: /s/ XXXXX XXXXXXXX
----------------------------------------
Name: Xxxxx Xxxxxxxx
Title: Authorized Signatory
EXHIBIT A
MORTGAGE LOAN SCHEDULE
A-1
Daiwa Finance
CONTROL
NUMBER PROPERTY NAME ADDRESS CITY STATE ZIP CODE
------------------------------------------------------------------------------------------------------------------------------------
000 Xxxxxx Xxxxxx Xxxxxxx Apartments 0000 Xxxxxxx Xxxx Xxxxxxx XX 00000
301 Holiday Inn Cortland 0 Xxxxx Xxxxxx Xxxxxxxx XX 00000
000 Xxxxxx Xxxxxx Xxxxxxx 0000 Xxxxx Xxxxxxx Xxxxxx Xxx Xxxxxx Xxxxxxxx XX 00000
303 Waters Edge Apartments 000 Xxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxxxxxx Xxxxxx 1000 - 0000 Xxxxxxxx Xxxxx Xxxxxxxx XX 00000
305 Ebbets Field Apartments 0000-0000 Xxxxxxx Xxxxxx Xxxxxxxx XX 00000
306 The Grand Hotel 0000 Xxxxx Xxxxx Xxxx Xxx XX 00000
307 Windrush Apartments 0000 Xxxxxxxx Xxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxxx Apartments 000 Xxxxx Xxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxx Xxxxxx -
Xxxx Xxxxx Xxxxxxx 9810 - 0000 Xxxxx Xxxxxxxxx X-0X Xxxx Xxxxx Xxxxxxx XX 00000
310 Ramada Inn Foothills 0000 Xxxx Xxxxxx Xxxxx Xxxx Xxxxxx XX 00000
311 Days Inn Coliseum 0000 Xxxx Xxxxxx Xxxx Xxxxxxx XX 00000
000 Xxxxxx Xxx - Xxxxxxxxxx 0000 Xxxxx 000 Xxxxxxxxxx XX 00000
313 Comfort Inn - Maingate 0000 X. Xxxx Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxx Shopping Center 0000-0000 Xxxxx Xxxx Xxxx Xxxxx XX 00000
316 Rockledge Apartments 0000 Xxxxx Xxxxx Xxxxxxxx Xxxxxxx XX 00000
317 Carmel Apartments 0000 Xxxxxx Xxxxx Xxxxxxxx Xxxxxxx XX 00000
318 Napa Town Center 0000 Xxxx Xxxx Xxxxxx Xxxx XX 00000
319 Days Inn Xxxxx Gardens 0000 X. Xxxxx Xxxx Xxxxx XX 00000
320 Mill Village 000 Xxxxxx Xxxx Xxxx (Xxxxx 00) Xxxxxxx XX 00000
321 Cedar Professional Building 000 Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000
000 Xxxxx Xxxxx Xxxxxx 0 Xxxxx Xxxxx Xxxxxx Xxxxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxxxxx 000-000 Xxxxxxxxxx Xxxxxx Xxxxxxxxx XX 00000
328 The Majestic Hotel 0000 Xxxxxx Xxxxxx Xxx Xxxxxxxxx XX 00000
000 Xxxx Xxx - Xxxx Xxxxxxxxxx 0000 Xxxx Xxxxxxx Xxxx Xxxx. Xxxx Xxxxxxxxxx XX 00000
000 Xxxxxxx Xxxxx & Xxxxxxx Xxxxxx 3637 & 0000 Xxxx Xxxxxxx Xxxxxxx XX 00000
332 Shops at Fairlane Xxxxxxx 15901 - 00000 Xxxx Xxxx Xxxxxxxx XX 00000
333 Palm Xxxx Shopping Center 0000-0000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxx XX 00000
334 Fairway Shopping Center 0000 Xxxx Xxxxxx Xxxxxx Xxxx Xxxxxxx XX 00000
000 Xxxxxxxxxx Xxxx Xxxxx 0000 Xxxxx Xxxxxxxxxx Xxxxx Xxxxx XX 00000
336 Timbers North Apartments 0000 Xxxxx 00xx Xxxxxx Xxxxx Xxxx XX 00000
337 Corporate Center at Beaumeade 44633 & 00000 Xxxxxxxx Xxxxx,
00000 Xxxxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxx Xxxxxxx Xxxx Xxxxxxxx Xxxxxx 0000 Xxxx 00xx Xxxxxx Xxxxx Xxxx XX 00000
000 Xxxxx Xxxx Xxxxxxx Xxxxxxxx 000 & 000 Xxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxx Xxxxxx -
Xxxxxxxxx Xxxxx, Xxxxxxxx 2660 - 0000 Xxxx Xxxxxx Xxxx Xxxx Xxxxxxxxx Xxxxx XX 00000
535 Atrium Apartments 0000 Xxxxxxxxx 0xx Xxxxxx Xxxxxxx Xxxxx XX 00000
000 Xxxx Xxxxxxxx Xxxxxx Shopping Center 1351-1389 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx XX 00000
000 Xxxxx Xxxxxxx Apartments 1307 thru 0000 Xxxxx, 00xx,
xxx Xxxxxxx Xxxx Xxxxxxxxx XX 00000
343 000 Xxxx 00xx Xxxxxx 000 Xxxx 00xx Xxxxxx Xxx Xxxx XX 00000
344 Pines Apartments 0000 Xxxxxxxx Xxxxx Xxxxxxxxxx XX 00000
345 Golden Arms Apartments 0000 Xxxx Xxxxxx Xxxxxx XX 00000
346 Le Chateau Apartments 0000 Xxxxxxx Xxxxxxxxx Xxxx Xxxxx XX 00000
000 Xxxxxxx Xxxx Apartments 0000 Xxxx Xxxxxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxxxx 000 Xxxxxx Xxxxxx Xxxxxxxx XX 00000
000 Xxxxxxxx Xxx Xxxxxxxxxx 0000 Xxxx Xxxxxxxx Xxxxxxxxx Xxxxxx XX 00000
350 Shawnee Garden Apartments 0000 Xxxx Xxxxxx Xxxxxxx XX 00000
REMAINING
CONTROL CUT-OFF DATE MONTHLY GROSS ------------ MATURITY/ARD GROUND BALLOON/ARD/
NUMBER BALANCE PAYMENT RATE TERM AMORT DATE LEASE FULLY AMORTIZING
---------------------------------------------------------------------------------------------------------------------
300 2,048,228.94 16,900.70 8.710 75 292 06/05/2004 No Balloon
301 2,646,054.15 24,261.00 9.740 111 267 06/01/2007 No Balloon
302 1,599,659.70 13,610.43 9.090 112 292 07/01/2007 No Balloon
303 4,664,962.19 37,277.27 8.320 112 292 07/01/2007 No Balloon
304 4,678,099.18 38,947.22 8.820 112 292 07/01/2007 No Balloon
305 17,638,089.49 144,245.97 8.610 113 293 08/01/2007 No Balloon
306 8,440,020.39 75,997.49 9.345 114 258 09/01/2007 No Balloon
307 3,719,057.45 26,218.04 7.540 114 354 09/01/2007 No Balloon
308 7,438,114.91 52,436.08 7.540 114 354 09/01/2007 No Balloon
309 15,240,668.96 112,052.73 7.980 114 354 09/01/2007 No Balloon
310 3,777,705.12 31,692.04 8.620 115 271 10/01/2007 No Balloon
311 4,672,424.76 39,198.05 8.620 115 271 10/01/2007 No Balloon
312 3,594,409.38 29,934.45 8.530 115 271 10/01/2007 No Balloon
313 7,158,865.85 60,907.05 8.800 115 271 10/01/2007 No Balloon
315 3,579,158.32 28,697.64 8.380 114 294 09/01/2007 No Balloon
316 5,882,520.95 41,455.85 7.550 116 356 11/01/2007 No Balloon
317 1,495,556.19 10,539.62 7.550 116 356 11/01/2007 No Balloon
318 6,470,703.66 48,564.17 7.625 116 296 11/01/2007 No Balloon
319 3,930,804.82 32,267.27 8.360 116 272 11/01/2007 No Balloon
320 2,688,338.01 20,642.67 7.890 116 296 11/01/2007 No Balloon
321 1,458,569.55 11,104.07 7.790 116 296 11/01/2007 No Balloon
322 2,588,587.61 19,706.88 7.790 116 296 11/01/2007 No Balloon
323 1,792,099.13 13,643.22 7.790 116 296 11/01/2007 No Balloon
328 5,684,840.47 46,376.33 8.310 82 274 01/01/2005 No Balloon
330 2,736,636.29 22,464.55 8.360 116 272 11/01/2007 No Balloon
331 3,188,784.11 26,309.85 7.770 238 238 01/01/2018 No Fully Amortizing
332 12,769,942.59 96,184.22 8.180 107 348 02/01/2007 No Balloon
333 9,483,916.12 66,490.44 7.510 118 358 01/01/2008 No Balloon
334 947,804.01 7,370.05 8.060 118 298 01/01/2008 No Balloon
335 9,985,952.20 71,917.84 7.790 118 358 01/01/2008 No Balloon
336 548,739.73 4,290.63 8.125 118 298 01/01/2008 No Balloon
337 6,982,306.22 51,274.92 7.400 118 298 01/01/2008 No Balloon
338 2,145,621.25 15,926.95 7.800 118 322 01/01/2008 No Balloon
340 15,838,528.23 112,185.31 7.625 119 359 02/01/2008 No Balloon
341 7,687,935.32 56,502.24 7.420 119 299 02/01/2008 No Balloon
535 788,570.03 5,412.58 7.300 119 359 02/01/2008 No Balloon
536 2,246,537.26 16,832.74 7.640 119 299 02/01/2008 No Balloon
342 1,154,417.30 10,066.75 8.500 237 237 12/01/2017 No Fully Amortizing
343 562,612.58 4,519.26 8.875 69 344 12/01/2003 No Balloon
344 1,039,650.36 8,624.51 9.125 88 328 07/01/2005 No Balloon
345 1,332,586.74 10,820.77 8.875 88 328 07/01/2005 No Balloon
346 464,136.63 4,369.34 8.875 209 209 08/01/2015 No Fully Amortizing
347 510,017.23 4,230.89 9.125 88 328 07/01/2005 No Balloon
348 1,398,810.19 13,822.54 9.625 209 209 08/01/2015 No Fully Amortizing
349 573,070.82 5,154.81 9.500 89 269 08/01/2005 No Balloon
350 587,890.70 5,085.53 9.000 54 270 09/01/2002 No Balloon
CONTROL SERVICING MORTGAGE INTEREST CROSS
NUMBER FEES (1) LOAN SELLER SUBSERVICER DEFEASANCE ACCRUAL DEFAULTED
------------------------------------------------------------------------------------------------------------------------------------
300 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
301 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
302 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
303 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
304 0.160 Daiwa Finance Corp. Collateral Mortgage Yes Actual/360
305 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
306 0.095 Daiwa Finance Corp. First Union Yes 30/360
307 0.095 Daiwa Finance Corp. First Union Yes Actual/360
308 0.095 Daiwa Finance Corp. First Union Yes Actual/360
309 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
310 0.095 Daiwa Finance Corp. First Union Yes 30/360
311 0.095 Daiwa Finance Corp. First Union Yes 30/360
312 0.095 Daiwa Finance Corp. First Union Yes Actual/360
313 0.095 Daiwa Finance Corp. First Union Yes 30/360
315 0.160 Daiwa Finance Corp. Collateral Mortgage Actual/360
316 0.095 Daiwa Finance Corp. First Union Yes Actual/360
317 0.095 Daiwa Finance Corp. First Union Yes Actual/360
318 0.095 Daiwa Finance Corp. First Union Yes Actual/360
319 0.095 Daiwa Finance Corp. First Union 30/360
320 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
321 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
322 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
323 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
328 0.160 Daiwa Finance Corp. Collateral Mortgage Yes Actual/360
330 0.095 Daiwa Finance Corp. First Union 30/360
331 0.095 Daiwa Finance Corp. First Union Yes 30/360
332 0.160 Daiwa Finance Corp. Continental Xxxxxxx 30/360
333 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
334 0.160 Daiwa Finance Corp. Continental Xxxxxxx Yes Actual/360
335 0.095 Daiwa Finance Corp. First Union 30/360
336 0.095 Daiwa Finance Corp. First Union Actual/360
337 0.160 Daiwa Finance Corp. Collateral Mortgage Yes Actual/360
338 0.095 Daiwa Finance Corp. First Union Yes Actual/360
340 0.095 Daiwa Finance Corp. First Union Yes 30/360
341 0.160 Daiwa Finance Corp. Collateral Mortgage Yes Actual/360
535 0.095 Daiwa Finance Corp. First Union Actual/360
536 0.095 Daiwa Finance Corp. First Union Yes Actual/360
342 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
343 0.095 Daiwa Finance Corp. First Union 30/360
344 0.095 Daiwa Finance Corp. First Union 30/360
345 0.095 Daiwa Finance Corp. First Union 30/360
346 0.095 Daiwa Finance Corp. First Union 30/360
347 0.095 Daiwa Finance Corp. First Union 30/360
348 0.095 Daiwa Finance Corp. First Union 30/360
349 0.095 Daiwa Finance Corp. First Union 30/360
350 0.095 Daiwa Finance Corp. First Union 30/360
Daiwa Finance
CONTROL
NUMBER PROPERTY NAME ADDRESS CITY STATE ZIP CODE
------------------------------------------------------------------------------------------------------------------------------------
351 Xxxxxx Xxxxxx Apartments 0000 Xxxx Xxxx Xxxxxx Xxxx Xxxxxx XX 00000
352 0000 Xxxxxxxxxx Xxxxxx 0000 Xxxxxxxxxx Xxxxxx Xxxxx XX 00000
353 The Tropicaire Apartments 000 XX 00xx Xxxxxx Xxxxx XX 00000
354 Woodland View Apartments 0000 Xxxxxxxx Xxxxxx Xxxxxxx XX 00000
355 Coronado Heights 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxxx Xxxxxxxxxx 00 Xxxxxxxx Xxxxx Xxxxxxx XX 00000
357 Vista Verde Apartments 0000 Xxxxx Xxxxx Xxxxxxxx Xxxxxxx XX 00000
000 Xxxxx Xxxxx Apartments 0000 Xxxxx Xxxxxxx Xxxx Xxxxxx XX 00000
000 Xxxxxxxxx Xxxx Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx Xxxxxxxx XX 00000
360 Xxxxxxx Apartments 000 Xxxx Xxxx Xxxxx Xxxxxxx XX 00000
000 Xxx Xxxxx, Xxxxxxxxxxx,
Xxxxxxxxxx Xxxxxxxxxx 0000 & 4217 Hessmer Ave, 0000 Xxxxxxx Xxxxxx Xxxxxxxx XX 00000
000 Xxxxxxxx Xxxxxxxxxx 0000 XX 00xx Xxxxxxxxx Xxxxxxxxxxx XX 00000
362 Shadyedge, Xxxxx Xxxxx Xxxxxxxxxx 000 - 000 Xxxxx Xxxxxx Avenue, 131 Pittsburgh,
Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx XX 00000 & 15218
000 Xxxxxxx Xxxxxx 2314 - 0000 Xxxxxxx Xxxxxx Xxxxx XX 00000
366 1020 & 0000 Xxxxxxx Xxxxxx 1020 & 0000 Xxxxxxx Xxxxxx Xxxxx XX 00000
367 Amberlake Apartments 0000 Xxxxxx Xxxx Xxxxxxx XX 00000
000 Xxxx Xxxxxx Xxxxxxx Apartments 000 Xxxx Xxxx Xxxx Xx Xxxx XX 00000
000 Xxxx 000xx Xxxxxx Apartments 000-000 Xxxx 000xx Xxxxxx Xxx Xxxx XX 00000
000 Xxxx 00xx Xxxxxx 1300 - 0000 Xxxx 00xx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxxx Xxxx Apartments 000 Xxxxxxxx Xxxx Xxxx Xxxxxxxx XX 00000
372 Courtyard Apartments 0000 Xxxxx "X" Xxxxxx Xxxxxxx XX 00000
373 Century Heights Apartments 0000 Xxxx Xxxxxxx Xxxx Xxxxxx XX 00000
000 Xxxxxxx Xxxxx Xxxxxxxxxx 0000 Xxxxxx X Xxxxxx XX 00000
000 Xxxxxxx Xxxxx Apartments 329 - 000 Xxxx Xxxxxxxxxx Xxxxxxxxxxx XX 00000
000 Xxxxxxx Xxx Apartments 00000 Xxxxx Xxxx Xxxxxx XX 00000
000 Xxxxxxxxxxx Xxx Apartments 0000 Xxxxxxxx Xxxxxxxxx Xxxxx XX 00000
378 Del Toro Apartments 000 Xxxxx Xxxxxx Xxxxx Xxxxx XX 00000
379 Eucalyptus Apartments 0000 X. Xxxxxxx Xxxxxx XX 00000
380 Xxxxxx Xxxx Apartments 0000 Xxxx Xxxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxx Xxxx Xxxxxxxxxx 000 Xxxxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxxx Xxxx 0000 Xxxxx 00xx Xxxxxx Xxxxxxx XX 00000
383 Malibu Apartments 0000 Xxxxx Xxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxx Xxxxxx Apartments 3, 5 & 00 Xxxxxxx Xxxxxx Xxxxxxx XX 00000
385 0000-0000 Xxxxxx Xxxxxx 2025 - 0000 Xxxxxx Xxxxxx Xxxxxxxxxxxx XX 00000
000 Xxxxxxxxxx Xxxxxxxxx 000 Xxxxxx Xxxxx Xxxxxxxxxx XX 00000
000 Xxxxxxxx Xxxxxxxxxx 000 Xxxxxxxx Xxxxxxx XX 00000
000 Xxxxx Xxxx Xxxxxxxxxx 0000 Xxxxx Xxxx Xxxxxxx XX 00000
000 Xxxxxxx Xxxxx Apartments 0000 Xxxxxx Xxxxxxx Xxxx Xxxxxx XX 00000
000 Xxxxxxx Xxxxxxx Townhomes 0000 Xxxxxx Xxxxxx Xxxxxx XX 00000
390 Village Phoenix Apartments 0000 Xxxxx 00xx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxxx Apartments 103 - 000 Xxxxx Xxxxxxxx Xxxxxx Xxxxxxxx XX 00000
392 Concord Green Apartments 0000 Xxxxxxxxx Xxxxx Xxxxxxx XX 00000
393 Bellerive Apartments 000 Xxxx Xxxxxx Xxxxxxxxx Xxxxxx Xxxx XX 00000
000 Xxxxxx Xxxxx Apartments 000 Xxxx Xxxxxx Xxxx Xxxxxx XX 00000
000 Xxxxxx Xxxx Xxxxxxxxxx 0000 Xxxxxx Xxxxx Xxxxx Xxxxxxx XX 00000
396 Beechnut Palms Apartments 0000 Xxxxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxx Xxxxxxxxxx -
Xxxxx I 610 & 616 00 0/0 Xxxx Xxxxx Xxxxxxxx XX 00000
542 Pleasonton Valley Apartments 0000 Xxxxxxxxxx Xxxx Xxx Xxxxxxx XX 00000
000 Xxxxxxxxxx Apartments 689 - 000 Xxxxxxxxxx Xxxxxx Xxxx Xxxxxxxx XX 00000
399 Altos Park Apartments 1119 - 0000 Xxxx Xxxxx, XX Xxxxxxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxxxx 000 Xxxxxxx Xxxxxx Xxxx Xxxxx XX 00000
REMAINING
CONTROL CUT-OFF DATE MONTHLY GROSS ------------- MATURITY/ARD GROUND BALLOON/ARD/
NUMBER BALANCE PAYMENT RATE TERM AMORT DATE LEASE FULLY AMORTIZING
--------------------------------------------------------------------------------------------------------------------------
351 958,012.64 8,021.09 9.250 90 330 09/01/2005 No Balloon
352 343,680.48 3,444.32 9.875 210 210 09/01/2015 No Fully Amortizing
353 988,589.78 9,132.44 10.000 64 280 07/01/2003 No Balloon
354 870,368.93 8,242.80 9.250 219 219 06/01/2016 No Fully Amortizing
355 638,948.29 5,792.39 9.750 100 280 07/01/2006 No Balloon
356 609,243.85 5,470.89 9.625 40 280 07/01/2001 No Balloon
357 492,118.42 4,499.52 9.875 101 281 08/01/2006 No Balloon
358 1,180,697.18 10,693.65 9.750 101 281 08/01/2006 No Balloon
359 1,470,406.70 12,802.91 9.250 66 282 09/01/2003 No Balloon
360 1,167,034.41 11,087.80 9.375 222 222 09/01/2016 No Fully Amortizing
540 1,263,318.57 10,798.49 8.875 92 272 11/01/2005 No Balloon
361 860,400.04 6,961.89 8.875 93 333 12/01/2005 No Balloon
362 609,599.39 5,100.59 9.250 91 331 10/01/2005 No Balloon
365 707,234.19 7,019.03 9.750 211 211 10/01/2015 No Fully Amortizing
366 1,433,582.89 14,227.76 9.750 211 211 10/01/2015 No Fully Amortizing
367 1,259,159.61 10,867.59 9.000 92 272 11/01/2005 No Balloon
368 1,285,304.72 13,786.35 8.500 153 153 12/01/2010 No Fully Amortizing
369 382,719.63 3,761.24 9.625 212 212 11/01/2015 No Fully Amortizing
370 764,746.51 7,069.69 8.750 214 214 01/01/2016 No Fully Amortizing
371 525,410.85 4,816.63 8.625 214 214 01/01/2016 No Fully Amortizing
372 1,101,562.42 9,537.44 9.125 98 278 05/01/2006 No Balloon
373 482,165.90 4,498.63 9.000 218 218 05/01/2016 No Fully Amortizing
374 603,034.53 5,673.63 9.125 218 218 05/01/2016 No Fully Amortizing
375 1,247,933.31 11,860.48 9.250 217 217 04/01/2016 No Fully Amortizing
376 482,686.29 4,579.33 9.250 218 218 05/01/2016 No Fully Amortizing
377 489,067.36 4,238.86 9.125 97 277 04/01/2006 No Balloon
378 259,587.40 2,269.41 9.250 62 278 05/01/2003 No Balloon
379 389,899.59 3,220.91 8.500 96 276 03/01/2006 No Balloon
380 537,973.99 4,662.75 9.125 97 277 04/01/2006 No Balloon
381 386,353.47 3,695.93 9.375 218 218 05/01/2016 No Fully Amortizing
382 622,201.99 5,182.86 9.250 62 338 05/01/2003 No Balloon
383 691,748.63 5,934.41 9.125 107 286 02/01/2007 No Balloon
384 1,268,746.20 10,530.25 9.250 104 344 11/01/2006 No Balloon
385 477,963.50 4,153.45 9.250 104 284 11/01/2006 No Balloon
386 347,193.95 3,106.05 9.625 104 284 11/01/2006 No Balloon
387 753,623.67 6,884.27 9.875 102 282 09/01/2006 No Balloon
388 488,427.81 4,281.87 9.375 105 285 12/01/2006 No Balloon
541 803,411.94 7,049.94 9.375 104 284 11/01/2006 No Balloon
389 887,713.16 7,399.29 8.750 106 286 01/01/2007 No Balloon
390 620,635.69 5,504.28 9.500 103 283 10/01/2006 No Balloon
391 493,309.36 4,153.27 8.875 106 286 01/01/2007 No Balloon
392 1,233,273.56 10,383.16 8.875 286 286 01/01/2022 No Fully Amortizing
393 1,193,808.80 10,050.90 8.875 106 286 01/01/2007 No Balloon
394 399,898.64 3,468.35 9.250 106 286 01/01/2007 No Balloon
395 493,442.59 4,195.98 9.000 106 286 01/01/2007 No Balloon
396 986,885.16 8,391.96 9.000 106 286 01/01/2007 No Balloon
397 1,680,866.82 14,324.59 9.050 107 287 02/01/2007 No Balloon
542 642,945.64 5,566.48 9.250 107 287 02/01/2007 No Balloon
398 560,954.48 4,798.39 9.125 109 289 04/01/2007 No Balloon
399 653,264.81 5,806.20 9.625 110 290 05/01/2007 No Balloon
400 809,134.98 7,191.57 9.625 110 290 05/01/2007 No Balloon
CONTROL SERVICING MORTGAGE INTEREST CROSS
NUMBER FEES (1) LOAN SELLER SUBSERVICER DEFEASANCE ACCRUAL DEFAULTED
----------------------------------------------------------------------------------------------------------------
351 0.095 Daiwa Finance Corp. First Union 30/360
352 0.095 Daiwa Finance Corp. First Union 30/360
353 0.095 Daiwa Finance Corp. First Union 30/360
354 0.095 Daiwa Finance Corp. First Union 30/360
355 0.095 Daiwa Finance Corp. First Union 30/360
356 0.095 Daiwa Finance Corp. First Union 30/360
357 0.095 Daiwa Finance Corp. First Union 30/360
358 0.095 Daiwa Finance Corp. First Union 30/360
359 0.095 Daiwa Finance Corp. First Union 30/360
360 0.095 Daiwa Finance Corp. First Union 30/360
540 0.095 Daiwa Finance Corp. First Union 30/360
361 0.095 Daiwa Finance Corp. First Union 30/360
362 0.095 Daiwa Finance Corp. First Union 30/360
365 0.095 Daiwa Finance Corp. First Union 30/360
366 0.095 Daiwa Finance Corp. First Union 30/360
367 0.095 Daiwa Finance Corp. First Union 30/360
368 0.095 Daiwa Finance Corp. First Union 30/360
369 0.095 Daiwa Finance Corp. First Union 30/360
370 0.095 Daiwa Finance Corp. First Union 30/360
371 0.095 Daiwa Finance Corp. First Union 30/360
372 0.095 Daiwa Finance Corp. First Union 30/360
373 0.095 Daiwa Finance Corp. First Union 30/360
374 0.095 Daiwa Finance Corp. First Union 30/360
375 0.095 Daiwa Finance Corp. First Union 30/360
376 0.095 Daiwa Finance Corp. First Union 30/360
377 0.095 Daiwa Finance Corp. First Union 30/360
378 0.095 Daiwa Finance Corp. First Union 30/360
379 0.095 Daiwa Finance Corp. First Union 30/360
380 0.095 Daiwa Finance Corp. First Union 30/360
381 0.095 Daiwa Finance Corp. First Union 30/360
382 0.095 Daiwa Finance Corp. First Union 30/360
383 0.095 Daiwa Finance Corp. First Union Actual/360
384 0.095 Daiwa Finance Corp. First Union 30/360
385 0.095 Daiwa Finance Corp. First Union 30/360
386 0.095 Daiwa Finance Corp. First Union 30/360
387 0.095 Daiwa Finance Corp. First Union 30/360
388 0.095 Daiwa Finance Corp. First Union 30/360
541 0.095 Daiwa Finance Corp. First Union 30/360
389 0.095 Daiwa Finance Corp. First Union 30/360
390 0.095 Daiwa Finance Corp. First Union 30/360
391 0.095 Daiwa Finance Corp. First Union 30/360
392 0.095 Daiwa Finance Corp. First Union 30/360
393 0.095 Daiwa Finance Corp. First Union 30/360
394 0.095 Daiwa Finance Corp. First Union 30/360
395 0.095 Daiwa Finance Corp. First Union 30/360 Cntrl # 396
396 0.095 Daiwa Finance Corp. First Union 30/360 Cntrl # 395
397 0.095 Daiwa Finance Corp. First Union Actual/360
542 0.095 Daiwa Finance Corp. First Union Actual/360
398 0.095 Daiwa Finance Corp. First Union Actual/360
399 0.095 Daiwa Finance Corp. First Union Actual/360
400 0.095 Daiwa Finance Corp. First Union Actual/360
Daiwa Finance
CONTROL
NUMBER PROPERTY NAME ADDRESS CITY STATE ZIP CODE
------------------------------------------------------------------------------------------------------------------------------------
000 Xxxxx Xxxxxxx Apartments 0000 Xxxxxxxx Xxxx Xxxxxxxxxxx XX 00000
000 Xxxxxx Xxxxxx Apartments 80 - 00 Xxxxxx Xxxxxx Xxxxxxxxx XX 00000
000 Xxxxxx Xxxxxx Xxxxxxxxxx 0000 Xxxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxxx Xxxxxx Apartments 0000 Xxxxxxxx Xxxxxx Xxxxxx XX 00000
405 Xxxxxxx Xxxxxxxx Apartments 000 Xxxxx Xxxxxxxx Xxxxxx Xxx Xxxxxxx XX 00000
406 Chestnut Mansion 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxx 0000 0xx Xxxxxx XX Xxxxxx XX 00000
408 Woodlawn Apartments 0000 XxXxxxx Xxxx Xxxxxx Xxxxxxx XX 00000
409 00 Xxxxxxxxx Xxxxxxx 00 Xxxxxxxxx Xxxxxxx Xxx Xxxx XX 00000
000 Xxxxxxx Xxxxxx Xxxxxxxxxx 00000 - 00000 Xxxxxxx Xxxxxx Xxx Xxxx XX 00000
000 Xxxxxxx Xxxxxx Apartments 00000 Xxxxxxx Xxxxxx Xxxxxx Xxxx XX 00000
412 Bombay Apartments 00000 Xxxxxxx Xxxxxxxxx Xxxxx Xxxxxxxxx XX 00000
413 Albion Manor Apartments 1500 - 00 Xxxxx Xxxxxx Xxxxxx Xxxxxx XX 00000
414 0000 Xxxxxxx Xxxx 0000 Xxxxxxx Xxxx Xxxxx XX 00000
415 The Seville Apartments 0000 Xxxxxxx Xxxxxx Xxxxxxxxxx XX 00000
000 Xxxxxx Xxxxx Apartments 0000 Xxxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxxx Xxxxx Apartments 0000 Xxxxxxxx Xxxxxx Xxxxxxxxxx XX 00000
418 Windsor Apartments 0000 Xxxxxxx Xxxxx Xxxx Xxxxx XX 00000
000 Xxxxxx Xxxxxx Xxxxxxxxxx 0000 & 0000 Xxxxxxx and 3207 & 0000 Xxxx Xxxx Xxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxxxx 0000 Xxxxx 00xx Xxxx Xxxxx XX 00000
421 000 Xxxxxx Xxxxxx 000 Xxxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxx Xxx Apartments 0000 Xxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxxxxxxxx 0000 Xxxxx Xxxxxx Xxx. Xxx Xxxxxxx XX 00000
424 Villa Martel Apartments 0000 X. Xxxxx Xxxxx Xxxx Xxxxxxx XX 00000
425 Stardust Apartments 0000 Xxxxxx Xxxxxx Xxxxxx XX 00000
426 0000 Xxxxxxx Xxxx 0000 Xxxxxxx Xxxx Xxxxxxxx XX 00000
000 Xxxx Xxxxxx Xxxxxxxxxx 000 Xxxx Xxxxxx Xxxxxxxxxx XX 00000
000 Xxxx Xxxxxxx Apartments 000-000 Xxxxxxxxx Xxxxx Xxxxxxxxxx XX 00000
000 Xxxxxx Xxxxxxx 000 Xxx Xxxxx Xxxxxx Xxxxxxx Xxxxxxxxx XX 00000
430 Country Creek Village Apartments 0000 Xxxxxxxxx Xxxx Xxxxxx XX 00000
000 Xxxx Xxxx Xxxxxxxxxx 000 Xxxxxxxxxx Xxxx Xxxxxx XX 00000
432 Stoneridge Apartments 0000 Xxxxx Xxxxx Xxxxxxxxx Xxxxxx XX 00000
000 Xxxxxxxx Xxxxxx Xxxxxxxxxx 000 Xxxxx Xxxxxx 00 Xxx Xxxxxxx XX 00000
434 Mount Xxxxxx Xxxxx Apartments 0000 Xxxx Xxxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxxx 0000 Xxxxxx Xxxxx, XX Xxxxxxxxxx XX 00000
436 Tamarack Shadows Apartments 0000 Xxxxx 00xx Xxxxxx Xxxxxxx XX 00000
437 Royal Poinciana 000 Xxxxx Xxxxx Xxxxxxxxx Xxxxxxxxx Xxxxx Xxxxxxx XX 00000
438 00 Xxxxx Xxxxxx 00 Xxxxx Xxxxxx Xxxxxxxxxx XX 00000
439 Xxxxxx Xxxxx Apartments 000 X. X. 00xx Xxxxxx Xxxxxx Xxxxxx XX 00000
440 Dorchester Apartments 0000-0000 Xxxxxxxxxx Xxxxxx Xxxxxxxxxx XX 00000
000 Xxxxxxxx Xxxxxxx Xxxxxxxxxx 0000 Xxxx Xxxxxx Xxxxxxx XX 00000
442 Lake Forest Apartments 0000 X. Xxxxxxxxx Xx. Xxxxxxxx XX 00000
443 Manor Apartments and Traymore Apartments 130 North XxXxxx and 00 Xxxxx XxXxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxx Xxxxxxxxxx 0000 Xxxxxxx Xxxxxxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxx Xxxxxxxxxx 0000 Xxxxxxx Xxxxxxxxx Xxxxxxx XX 00000
000 Xxxxx Xxx Apartments 1201 - 0000 Xxxxxx Xxxxxx Xxxxxxxxxxxx XX 00000
000 Xxxxxxx Xxxxx Apartments 0000 X. Xxxx Xxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxx Xxxxxxxxxx 0000 Xxxxxxxx Xxxxxxx XX 00000
449 The Xxxxx Place Apartments 0000 Xxxxx Xxxxxx Xxx Xxxxxxx XX 00000
450 Atlantic City Apartments 0000 Xxxxx Xxxxx Xxxxxxxxx XX 00000
451 Checker Auto Parts 0000 Xxxxx Xxx Xxxxxx Xxxxxx Xxxxxxx XX 00000
REMAINING
CONTROL CUT-OFF DATE MONTHLY GROSS ------------- MATURITY/ARD GROUND BALLOON/ARD/
NUMBER BALANCE PAYMENT RATE TERM AMORT DATE LEASE FULLY AMORTIZING
-------------------------------------------------------------------------------------------------------------------------
401 1,298,379.73 11,446.14 9.520 110 290 05/01/2007 No Balloon
402 760,839.14 6,696.88 9.500 110 290 05/01/2007 No Balloon
403 213,908.38 1,882.82 9.500 110 290 05/01/2007 No Balloon
404 248,649.96 2,188.61 9.500 110 290 05/01/2007 No Balloon
405 991,827.29 8,391.96 9.000 110 290 05/01/2007 No Balloon
406 1,210,517.21 10,447.86 9.250 110 290 05/01/2007 No Balloon
407 714,990.33 6,228.17 9.375 111 291 06/01/2007 No Balloon
408 595,825.28 5,190.14 9.375 111 291 06/01/2007 No Balloon
409 843,938.67 7,279.25 9.250 111 291 06/01/2007 No Balloon
410 575,964.39 5,017.14 9.375 111 291 06/01/2007 No Balloon
411 1,097,311.53 9,558.51 9.375 111 291 06/01/2007 No Balloon
412 705,059.88 6,141.67 9.375 111 291 06/01/2007 No Balloon
413 843,938.67 7,279.25 9.250 111 291 06/01/2007 No Balloon
414 1,490,901.57 12,975.35 9.375 112 292 07/01/2007 No Balloon
415 484,467.51 4,174.86 9.250 112 292 07/01/2007 No Balloon
416 1,068,143.64 9,113.56 9.125 112 292 07/01/2007 No Balloon
417 715,056.61 5,919.43 8.750 112 292 07/01/2007 No Balloon
418 422,567.42 3,603.03 9.125 113 293 08/01/2007 No Balloon
419 661,193.68 5,637.69 9.125 113 293 08/01/2007 No Balloon
420 323,139.78 2,755.26 9.125 113 293 08/01/2007 No Balloon
421 715,407.88 6,103.96 9.125 112 292 07/01/2007 No Balloon
422 596,267.70 5,138.29 9.250 112 292 07/01/2007 No Balloon
423 734,688.75 6,273.52 9.125 112 292 07/01/2007 No Balloon
424 715,407.88 6,103.96 9.125 112 292 07/01/2007 No Balloon
425 377,576.34 3,221.54 9.125 112 292 07/01/2007 No Balloon
426 377,772.71 3,188.95 9.000 113 293 08/01/2007 No Balloon
427 323,003.49 2,671.97 8.750 113 293 08/01/2007 No Balloon
428 187,654.93 1,643.54 9.375 106 286 01/01/2007 No Balloon
429 500,594.44 4,629.68 9.125 228 228 03/01/2017 No Fully Amortizing
430 889,514.51 7,707.44 9.250 107 287 02/01/2007 No Balloon
431 1,583,206.12 13,840.37 9.375 48 288 03/01/2002 No Balloon
432 2,370,290.72 19,935.66 8.875 107 287 02/01/2007 No Balloon
433 1,207,470.97 9,901.91 9.125 70 346 01/01/2004 No Balloon
434 726,800.16 6,168.09 9.000 108 288 03/01/2007 No Balloon
435 885,530.29 8,389.18 9.500 229 229 04/01/2017 No Fully Amortizing
436 593,306.18 5,035.18 9.000 108 288 03/01/2007 No Balloon
437 457,831.44 4,943.37 9.625 170 170 05/01/2012 No Fully Amortizing
438 411,771.46 3,589.85 9.375 111 291 06/01/2007 No Balloon
439 381,726.97 3,363.73 9.500 110 290 05/01/2007 No Balloon
440 775,219.63 6,679.78 9.250 113 293 08/01/2007 No Balloon
441 546,077.00 5,173.33 9.500 229 229 04/01/2017 No Fully Amortizing
442 1,487,841.80 12,716.59 9.125 111 291 06/01/2007 No Balloon
443 683,728.75 6,251.86 10.000 292 292 07/01/2022 No Fully Amortizing
444 293,744.23 2,586.14 9.500 111 291 06/01/2007 No Balloon
445 331,454.62 2,918.15 9.500 111 291 06/01/2007 No Balloon
446 496,763.55 4,455.69 9.750 52 292 07/01/2002 No Balloon
447 1,786,541.39 14,951.76 8.875 112 292 07/01/2007 No Balloon
448 2,173,625.43 18,191.30 8.875 112 292 07/01/2007 No Balloon
449 846,675.92 6,839.29 9.000 113 353 08/01/2007 No Balloon
450 956,341.22 7,810.88 9.125 113 353 08/01/2007 No Balloon
451 516,942.28 4,543.22 9.500 293 293 08/01/2022 No Fully Amortizing
CONTROL SERVICING MORTGAGE INTEREST CROSS
NUMBER FEES (1) LOAN SELLER SUBSERVICER DEFEASANCE ACCRUAL DEFAULTED
-------------------------------------------------------------------------------------------------------------------------
401 0.095 Daiwa Finance Corp. First Union Actual/360
402 0.095 Daiwa Finance Corp. First Union Actual/360
403 0.095 Daiwa Finance Corp. First Union Actual/360
404 0.095 Daiwa Finance Corp. First Union Actual/360
405 0.095 Daiwa Finance Corp. First Union Actual/360
406 0.095 Daiwa Finance Corp. First Union Actual/360
407 0.095 Daiwa Finance Corp. First Union Actual/360
408 0.095 Daiwa Finance Corp. First Union Actual/360
409 0.095 Daiwa Finance Corp. First Union Actual/360
410 0.095 Daiwa Finance Corp. First Union Actual/360
411 0.095 Daiwa Finance Corp. First Union Actual/360
412 0.095 Daiwa Finance Corp. First Union Actual/360
413 0.095 Daiwa Finance Corp. First Union Actual/360
414 0.095 Daiwa Finance Corp. First Union Actual/360
415 0.095 Daiwa Finance Corp. First Union Actual/360
416 0.095 Daiwa Finance Corp. First Union Actual/360
417 0.095 Daiwa Finance Corp. First Union Actual/360
418 0.095 Daiwa Finance Corp. First Union Actual/360 Cntrl #'s 419, 420
419 0.095 Daiwa Finance Corp. First Union Actual/360 Cntrl #'s 418, 420
420 0.095 Daiwa Finance Corp. First Union Actual/360 Cntrl #'s 418, 419
421 0.095 Daiwa Finance Corp. First Union Actual/360
422 0.095 Daiwa Finance Corp. First Union Actual/360
423 0.095 Daiwa Finance Corp. First Union 30/360
424 0.095 Daiwa Finance Corp. First Union Actual/360
425 0.095 Daiwa Finance Corp. First Union Actual/360
426 0.095 Daiwa Finance Corp. First Union Actual/360
427 0.095 Daiwa Finance Corp. First Union Actual/360
428 0.095 Daiwa Finance Corp. First Union 30/360
429 0.095 Daiwa Finance Corp. First Union 30/360
430 0.095 Daiwa Finance Corp. First Union 30/360
431 0.095 Daiwa Finance Corp. First Union 30/360
432 0.095 Daiwa Finance Corp. First Union 30/360
433 0.095 Daiwa Finance Corp. First Union 30/360
434 0.095 Daiwa Finance Corp. First Union 30/360
435 0.095 Daiwa Finance Corp. First Union 30/360
436 0.095 Daiwa Finance Corp. First Union 30/360
437 0.095 Daiwa Finance Corp. First Union 30/360
438 0.095 Daiwa Finance Corp. First Union 30/360
439 0.095 Daiwa Finance Corp. First Union 30/360
440 0.095 Daiwa Finance Corp. First Union 30/360
441 0.095 Daiwa Finance Corp. First Union 30/360
442 0.095 Daiwa Finance Corp. First Union 30/360
443 0.095 Daiwa Finance Corp. First Union 30/360
444 0.095 Daiwa Finance Corp. First Union 30/360
445 0.095 Daiwa Finance Corp. First Union 30/360
446 0.095 Daiwa Finance Corp. First Union 30/360
447 0.095 Daiwa Finance Corp. First Union 30/360
448 0.095 Daiwa Finance Corp. First Union 30/360
449 0.095 Daiwa Finance Corp. First Union 30/360
450 0.095 Daiwa Finance Corp. First Union 30/360
451 0.095 Daiwa Finance Corp. First Union 30/360
Daiwa Finance
CONTROL
NUMBER PROPERTY NAME ADDRESS CITY STATE ZIP CODE
------------------------------------------------------------------------------------------------------------------------------------
452 The Xxxxxx Building 0000 Xxxxxx Xxxxx Xxxxxx XX 00000
000 Xxxxxxxx Xxxxxxxxxx 0000 Xxxxx 00xx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxxxxx 0 Xxxxxxx Xxxxxx Xxxxxxx XX 00000
455 Hickory Apartments 000 Xxxxx Xxxxxxx Xxxx Xxxxxxx XX 00000
456 Dutch Haven Apartments 000 Xxxxx Xxxxx Xxxxxxxx XX 00000
457 Robinswood Apartments 000 Xxxxx Xxxxxxxx Xxxxxx Xxxxxxx XX 00000
458 Sunset Apartments 000 & 000 Xxxxxx Xxxxx Xxxxxx XX 00000
459 0000 Xxxxxxxx Xxxxxx 3301- 0000 Xxxxxxxx Xxxxxx Xxxxxxxxxxxx XX 00000
000 Xxxxx Xxxxx Apartments 0000 Xxx Xxxxxxx Xxxxxx XX 00000
000 Xxxxxxx Xxxxx Xxxxxxxxxx Xxxxxxx Xxxxx Xxxxxxxxxx XX 00000
000 Xxxxxxx Xxxxxxxxxx 000 Xxxxxxxx Xxxx, XX Xxxxxxx XX 00000
463 Xxxxxxxxxxxx Apartments 7800 - 0000 Xxxxxxxxxxxx Xxxxx Xxxxxxx XX 00000
000 Xxxxx Xxxxxx Apartments 0000 Xxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxxx Apartments 0000 Xxxxxx Xxxx Xxxxxxxxxxxx XX 00000
000 Xxx Xxxxxxxx Xxxxxxxxx 0000 Xxxx Xxxx Xxxxxxxxxxxx XX 00000
466 Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 000 Xxxx Xxxxxx Xxxxxxx XX 00000
467 Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 000 Xxxx Xxxxxx Xxxxxxx XX 00000
468 Xxxxxxxx Portfolio - 00 Xxxxxx Xxxxxx 00 Xxxxxx Xxxxxx Xxxxxxx XX 00000
469 McFarlin Condos 0000 XxXxxxxx Xxxx. Xxxxxxxxxx Xxxx XX 00000
470 Palms at Byron Place 0000 Xxxxx Xxxxxx Xxxxx Xxxxx XX 00000
000 Xxxx Xxxxx Xxxxxxx Apartments 0000 Xxxxxxxx Xxxxx Xxxxxxx-Xxxxx XX 00000
472 Savings Tower 00 Xxxxxxx Xxxxxx Xxxxxxxxx XX 00000
000 Xxxxxxxxx Xxxxxxxxxx 0000 Xxxxxxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxx Xxxxxx Apartments 0000 Xxxx Xxx Xxxxxx Xxxxxxxxx Xxxxxxx XX 00000
000 Xxxxxxx Xxxxxxx Apartments 0000 Xxxxxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxx Apartments 000 Xxxxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxx Xxxxx II 0000 000xx Xxxxxx & 0000 000xx Xxxxxx Xxxxx XX 00000
478 000 Xxxxxx Xxxxxx 000 Xxxxxx Xxxxxx Xxxxx XX 00000
000 Xxxxxxx Xxxxx Condominiums 6526 - 0000 Xxxxxxxxxx Xxxxxx XX 00000
490 Townhouse Apartments 00000 Xxxxx Xxxxxxxxx X.X. Xxxxxxxxxxx XX 00000
491 D'iberville Apartments 000 Xxxxx Xxxxx Xxxxx Xxxxx Xxxxxxx XX 00000
000 Xxxxxxxx Xxxxx Apartments 000 Xxxxxxxxxx Xxxxx Xxxx Xxxxx XX 00000
493 000 Xxxxxxxxxx Xxxxxx 000 Xxxxxxxxx Xxxxxx Xxxxxxxx XX 00000
000 Xxx Xxxxxx Xxxxxxx Apartments 0000 Xxxxxxx Xxxxx Xxxxxx Xxxxxxx XX 00000
495 Glenoaks Apartments 0000 Xxxxx 00xx Xxxxxx Xxxx Xxxxx XX 00000
496 Xxxxxxx Apartments 705-725 & 815 - 000 Xxxxx Xxxxxxx Xxxxxx Xxxxxxxx XX 00000
497 Village Xxxxxxx 0000 Xxxxxxxxxx Xxx Xxxx Xxxxx XX 00000
000 Xxxxx Xxxxx Xxxxxxxxxx 000-000 Xxxxxxxxxx and 000 X. Xxxxxxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxxxxx Apartments 000 Xxxxx Xxxxx Xxxxxx Xxxxxx XX 00000
500 0000 Xxxxxxxx Xxxxxx 0000 Xxxxxxxx Xxxxxx Xxxxx XX 00000
000 Xxxxxx Xxxxx Apartments 00 Xxx Xxxxxxxx Xxxx Xxxxxx XX 00000
502 Las Casitas Apartments 0000 Xxxx 00xx Xxxxxx Xxxxxx XX 00000
000 Xxxxxxxxxx Xxxxx Apartments 0000 Xxxxx 00xx Xxxxxx Xxxxxxx XX 00000
000 Xxxxxx Xxxxxxx Xxxxxxxxxx 000 X. Xxx Xxxxxx Xxxxxxxxx XX 00000
505 Xxxxxx Apartments 201 - 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxxx XX 00000
000 Xxxxxxxx Xxxxxxxxxx 000-000 X. Xxxxxxxx Xxxxxx Xxxxxxxxxx XX 00000
000 Xxxxxx Xxxxxxx Apartments 300 - 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxxx XX 00000
000 Xxxxxx Xxxxxxx Xxxxxxxxxx 0000 & 0000 Xxxx Xxxxxx Xxxx Xxxxxx XX 00000
509 Lake Xxxxxx Apartments 000-000 Xxxx Xxxxx Xxxxxx Xxxxxxxx XX 00000
510 Corporate Point Office Building 00000 Xxxx Xxxxxx Xxxxx Xxxxxxxxx XX 00000
511 Great Western Bank Building 13701 - 00000 Xxxxxxxxx Xxxxx Xxxxxxx Xxxx XX 00000
REMAINING
CONTROL CUT-OFF DATE MONTHLY GROSS -------------- MATURITY/ARD GROUND BALLOON/ARD/
NUMBER BALANCE PAYMENT RATE TERM AMORT DATE LEASE FULLY AMORTIZING
-----------------------------------------------------------------------------------------------------------------------------
452 721,127.04 6,146.35 9.125 54 294 09/01/2002 No Balloon
453 992,786.08 7,884.50 8.250 113 293 08/01/2007 No Balloon
454 586,115.93 4,701.24 8.375 113 293 08/01/2007 No Balloon
455 696,202.14 5,755.01 8.750 114 294 09/01/2007 No Balloon
456 877,371.29 7,159.97 9.125 114 354 09/01/2007 No Balloon
457 671,337.80 5,549.47 8.750 114 294 09/01/2007 No Balloon
458 865,383.30 7,226.68 8.875 114 294 09/01/2007 No Balloon
459 577,527.15 4,867.34 9.000 115 295 10/01/2007 No Balloon
460 380,869.35 3,209.90 9.000 115 295 10/01/2007 No Balloon
461 746,654.17 6,166.08 8.750 115 295 10/01/2007 No Balloon
462 425,505.53 3,442.35 8.500 115 295 10/01/2007 No Balloon
463 597,323.35 4,932.86 8.750 115 295 10/01/2007 No Balloon
464 199,107.76 1,644.29 8.750 115 295 10/01/2007 No Balloon
543 482,836.35 3,987.40 8.750 115 295 10/01/2007 No Balloon
465 632,167.23 5,220.61 8.750 115 295 10/01/2007 No Balloon
466 4,133,387.11 31,170.90 8.010 115 325 10/01/2007 No Balloon
467 1,444,195.49 10,891.04 8.010 115 325 10/01/2007 No Balloon
468 5,577,582.60 42,061.94 8.010 115 325 10/01/2007 No Balloon
469 647,404.95 5,179.34 8.375 116 296 11/01/2007 No Balloon
470 796,934.29 6,509.34 8.625 116 296 11/01/2007 No Balloon
471 792,195.23 6,739.79 9.125 296 296 11/01/2022 No Fully Amortizing
472 896,332.90 7,096.05 8.250 116 296 11/01/2007 No Balloon
473 448,275.52 3,661.51 8.625 116 296 11/01/2007 No Balloon
474 399,141.19 3,254.53 9.125 236 356 11/01/2017 No Balloon
475 2,040,943.75 15,484.24 7.750 116 296 11/01/2007 No Balloon
476 637,496.61 5,153.45 8.500 116 296 11/01/2007 No Balloon
477 258,940.61 2,049.97 8.250 116 296 11/01/2007 No Balloon
478 745,462.39 6,747.94 9.000 236 236 11/01/2017 No Fully Amortizing
489 618,034.26 4,785.26 8.000 117 297 12/01/2007 No Balloon
490 797,662.47 6,441.82 8.500 117 297 12/01/2007 No Balloon
491 897,203.89 7,021.04 8.125 117 297 12/01/2007 No Balloon
492 718,103.25 6,103.96 9.125 117 297 12/01/2007 No Balloon
493 518,449.11 4,143.47 8.375 117 297 12/01/2007 No Balloon
494 807,379.30 6,184.79 7.875 117 297 12/01/2007 No Balloon
495 1,064,675.20 8,591.77 8.500 118 298 01/01/2008 No Balloon
496 1,028,597.37 7,957.43 8.000 118 298 01/01/2008 No Balloon
497 458,997.74 3,704.04 8.500 118 298 01/01/2008 No Balloon
498 319,524.96 3,252.70 11.500 118 298 01/01/2008 No Balloon
499 1,496,770.32 11,453.31 7.875 118 298 01/01/2008 No Balloon
500 2,095,022.88 16,034.63 7.875 118 298 01/01/2008 No Balloon
501 708,429.51 5,934.01 9.350 103 343 10/01/2006 No Balloon
502 2,432,979.47 21,452.37 9.250 90 270 09/01/2005 No Balloon
503 1,241,302.69 10,812.79 9.375 111 291 06/01/2007 No Balloon
504 757,189.32 6,115.13 9.000 112 352 07/01/2007 No Balloon
505 844,531.04 6,844.43 8.500 113 293 08/01/2007 No Balloon
506 844,531.04 6,844.43 8.500 113 293 08/01/2007 No Balloon
507 1,142,600.83 9,260.11 8.500 113 293 08/01/2007 No Balloon
508 520,097.22 4,597.69 8.625 114 234 09/01/2007 No Balloon
509 583,659.53 4,563.67 8.125 118 298 01/01/2008 No Balloon
510 4,010,309.83 30,364.22 7.750 118 298 01/01/2008 No Balloon
511 3,191,482.35 22,657.78 7.020 118 298 01/01/2008 No Balloon
CONTROL SERVICING MORTGAGE INTEREST CROSS
NUMBER FEES (1) LOAN SELLER SUBSERVICER DEFEASANCE ACCRUAL DEFAULTED
------------------------------------------------------------------------------------------------------------------------------------
452 0.095 Daiwa Finance Corp. First Union 30/360
453 0.095 Daiwa Finance Corp. First Union 30/360
454 0.095 Daiwa Finance Corp. First Union Actual/360
455 0.095 Daiwa Finance Corp. First Union Actual/360
456 0.095 Daiwa Finance Corp. First Union Actual/360
457 0.095 Daiwa Finance Corp. First Union Actual/360
458 0.095 Daiwa Finance Corp. First Union Actual/360
459 0.095 Daiwa Finance Corp. First Union Actual/360
460 0.095 Daiwa Finance Corp. First Union Actual/360
461 0.095 Daiwa Finance Corp. First Union Actual/360
462 0.095 Daiwa Finance Corp. First Union Actual/360
463 0.095 Daiwa Finance Corp. First Union Actual/360
464 0.095 Daiwa Finance Corp. First Union Actual/360
543 0.095 Daiwa Finance Corp. First Union Actual/360
465 0.095 Daiwa Finance Corp. First Union Actual/360
466 0.095 Daiwa Finance Corp. First Union Yes Actual/360 Cntrl #'s 467, 468
467 0.095 Daiwa Finance Corp. First Union Yes Actual/360 Cntrl #'s 466, 468
468 0.095 Daiwa Finance Corp. First Union Yes Actual/360 Cntrl #'s 466, 467
469 0.095 Daiwa Finance Corp. First Union Actual/360
470 0.095 Daiwa Finance Corp. First Union Actual/360
471 0.095 Daiwa Finance Corp. First Union Actual/360
472 0.095 Daiwa Finance Corp. First Union Actual/360
473 0.095 Daiwa Finance Corp. First Union Actual/360
474 0.095 Daiwa Finance Corp. First Union Actual/360
475 0.095 Daiwa Finance Corp. First Union Actual/360
476 0.095 Daiwa Finance Corp. First Union Actual/360
477 0.095 Daiwa Finance Corp. First Union Actual/360
478 0.095 Daiwa Finance Corp. First Union Actual/360
489 0.095 Daiwa Finance Corp. First Union Actual/360
490 0.095 Daiwa Finance Corp. First Union Actual/360
491 0.095 Daiwa Finance Corp. First Union Actual/360
492 0.095 Daiwa Finance Corp. First Union Actual/360
493 0.095 Daiwa Finance Corp. First Union Actual/360
494 0.095 Daiwa Finance Corp. First Union Actual/360
495 0.095 Daiwa Finance Corp. First Union Actual/360
496 0.095 Daiwa Finance Corp. First Union Actual/360
497 0.095 Daiwa Finance Corp. First Union Actual/360
498 0.095 Daiwa Finance Corp. First Union Actual/360
499 0.095 Daiwa Finance Corp. First Union 30/360
500 0.095 Daiwa Finance Corp. First Union Actual/360
501 0.095 Daiwa Finance Corp. First Union 30/360
502 0.095 Daiwa Finance Corp. First Union 30/360
503 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
504 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
505 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
506 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
507 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
508 0.285 Daiwa Finance Corp. Continental Xxxxxxx Actual/360
509 0.095 Daiwa Finance Corp. First Union Actual/360
510 0.160 Daiwa Finance Corp. Collateral Mortgage Yes Actual/360
511 0.095 Daiwa Finance Corp. First Union Yes Actual/360
Daiwa Finance
CONTROL
NUMBER PROPERTY NAME ADDRESS CITY STATE ZIP CODE
------------------------------------------------------------------------------------------------------------------------------------
000 Xxxxxxx Xxxx Apartments 000 Xxxxxx Xxxxxx Xxx Xxxxx XX 00000
000 Xxxxxxxxx Xxxxxxx Xxxxxxxxxx - Xxxxx II 620 00 0/0 Xxxx Xxxxx Xxxxxxxx XX 00000
515 Windsong Apartments 0000 Xxxxx Xxxxxxx Xxxxx Xxxxxx XX 00000
000 Xxxxxxxxxx Xxxxxxxxxx 000 Xxxxxx Xxxxx & 000 Xxxxx Xxxxx Xxxxxxx Xxxx XX 00000
517 Golden Villas Apartments 4088-4136 Silver Dollar Xxx Xxxxx XX 00000
518 Parkwood Apartments 0000 Xxxxxxxxx Xxxxxx Xxxxxxxxxx Xxxx XX 00000
520 Folcroft Apartments 1503-1505, 1511, 1513, 0000 Xxxxxxx & 0
000 Xxxxxxxxx Xxxxxxxx XX 00000
521 Claridge Manor Apartments 72 - 00 Xxxxxxx Xxxx Xxxxx Xxxxxxxx XX 00000
000 Xxxxxxx Xxxxxxxxxx 0000 000xx Xxxxxx Xxxx Xxxxx XX 00000
523 Teesdale Apartments 0000-0000 Xxxxxxxx Xxxxxx Xxxxxxxxxxxx XX 00000
524 The Mase Building 0000 Xxxx Xxxxxx Xxxxxxxx XX 00000
525 Brandywine Apartments 0000 Xxxx Xxxxxx Xxxxxx XX 00000
000 Xxxxxx Xxxx Xxxxxxxxxx 000 Xxxx Xxxxxxxx Xxxxxx Xxxxx XX 00000
000 Xxxxxxx Xxxx Xxxxxxxxxx 0000 - 0000 Xxxxxx Xxxx Xx Xxxxx XX 00000
528 Laurel Apartments 1420 - 0000 Xxxxxx Xxxxxx Xxxxxx XX 00000
000 Xx Xxxx Apartments 000 Xx Xxxx Xxxxxx Xxxxxx XX 00000
530 Villa Fontana Apartments 3719 - 0000 Xxxxxx Xxxx Xx Xxxxx XX 00000
000 Xxxx Xxxx Apartments 0000 Xxxxxx Xxxx Xx Xxxxx XX 00000
000 Xxxxxxx Xxx - Xxxxxx Xxxxx 000 Xxxxx Xxxxxxxx Xxxxxx Xxxxxx Xxxxx XX 00000
534 Comfort Inn - St. Augustine 0000 X.Xxxxx Xx Xxxx Xxxx. Xx. Xxxxxxxxx XX 00000
537 Ramada Inn - Katy 00000 XX-00 Xxxx Xxxx XX 00000
000 Xxxxx Xxx 0000 Xxxxx Xxxxx Xxxxxx Xxxxxxx XX 00000
000 Xxx Xxxxxx Xxxxxxxx and Conference Center 6104 and 0000 Xxxxxx Xxxx Xxxxx Xxxxx Xxxxxxxxxxxx XX 00000
532 Lincoln Apartments 000 Xxxxxxx Xxxxxx Xxxxxx XX 00000
REMAINING
CONTROL CUT-OFF DATE MONTHLY GROSS ------------ MATURITY/ARD GROUND BALLOON/ARD/
NUMBER BALANCE PAYMENT RATE TERM AMORT DATE LEASE FULLY AMORTIZING
------------------------------------------------------------------------------------------------------------------------------
512 448,986.07 3,548.03 8.250 118 298 01/01/2008 No Balloon
513 748,824.78 5,503.23 8.000 118 358 01/01/2008 No Balloon
515 398,831.23 3,220.91 8.500 117 297 12/01/2007 No Balloon
516 1,991,651.06 16,072.33 8.500 118 298 01/01/2008 No Balloon
517 748,252.23 5,788.62 8.000 118 298 01/01/2008 No Balloon
518 1,123,691.66 8,222.40 7.375 179 299 02/01/2013 No Balloon
520 1,647,555.18 12,871.90 8.125 119 299 02/01/2008 No Balloon
521 2,146,653.36 15,888.31 7.500 119 299 02/01/2008 No Balloon
522 1,497,711.74 11,329.93 7.750 119 299 02/01/2008 No Balloon
523 271,599.26 2,135.50 8.200 119 299 02/01/2008 No Balloon
524 723,420.34 5,837.90 8.500 118 298 01/01/2008 No Balloon
525 828,161.02 6,613.61 8.375 118 298 01/01/2008 No Balloon
526 898,608.18 6,697.82 7.580 179 299 02/01/2013 No Balloon
527 1,021,417.96 7,613.19 7.580 179 299 02/01/2013 No Balloon
528 299,536.06 2,232.61 7.580 179 299 02/01/2013 No Balloon
529 522,191.20 3,892.18 7.580 179 299 02/01/2013 No Balloon
530 1,198,144.24 8,930.43 7.580 179 299 02/01/2013 No Balloon
531 1,048,376.20 7,814.13 7.580 179 299 02/01/2013 No Balloon
533 1,496,712.91 12,258.76 7.690 119 239 02/01/2008 No Balloon
534 3,094,545.64 23,899.36 7.650 119 275 02/01/2008 No Balloon
537 1,594,600.40 15,106.27 7.800 179 179 02/01/2013 No Fully Amortizing
538 1,104,312.78 8,353.94 7.750 119 299 02/01/2008 No Balloon
539 2,596,679.29 19,599.60 8.050 119 329 02/01/2008 No Balloon
532 745,620.35 7,330.70 8.375 178 178 01/01/2013 No Fully Amortizing
CONTROL SERVICING MORTGAGE INTEREST CROSS
NUMBER FEES (1) LOAN SELLER SUBSERVICER DEFEASANCE ACCRUAL DEFAULTED
--------------------------------------------------------------------------------------------------------------------------
512 0.095 Daiwa Finance Corp. First Union Actual/360
513 0.095 Daiwa Finance Corp. First Union Actual/360
515 0.095 Daiwa Finance Corp. First Union Actual/360
516 0.095 Daiwa Finance Corp. First Union Actual/360
517 0.095 Daiwa Finance Corp. First Union Actual/360
518 0.095 Daiwa Finance Corp. First Union 30/360
520 0.095 Daiwa Finance Corp. First Union Actual/360
521 0.095 Daiwa Finance Corp. First Union Actual/360
522 0.095 Daiwa Finance Corp. First Union Actual/360
523 0.095 Daiwa Finance Corp. First Union Actual/360
524 0.095 Daiwa Finance Corp. First Union Actual/360
525 0.095 Daiwa Finance Corp. First Union Actual/360
526 0.095 Daiwa Finance Corp. First Union Actual/360
527 0.095 Daiwa Finance Corp. First Union Actual/360
528 0.095 Daiwa Finance Corp. First Union Actual/360
529 0.095 Daiwa Finance Corp. First Union Actual/360
530 0.095 Daiwa Finance Corp. First Union Actual/360
531 0.095 Daiwa Finance Corp. First Union Actual/360
533 0.095 Daiwa Finance Corp. First Union Actual/360
534 0.095 Daiwa Finance Corp. First Union Actual/360
537 0.095 Daiwa Finance Corp. First Union Yes Actual/360
538 0.095 Daiwa Finance Corp. First Union Actual/360
539 0.095 Daiwa Finance Corp. First Union Actual/360
532 0.095 Daiwa Finance Corp. First Union Actual/360
(1) Primary and master servicing fee.
EXHIBIT B
FORM OF CERTIFICATE OF AN OFFICER OF
DAIWA FINANCE CORP.
I, ______________________, hereby certify that I am an authorized signatory
of Daiwa Finance Corp., a New York corporation (the "Seller"), and that, based
upon information provided to me by appropriate officers, certify further as
follows, to the best of my knowledge:
1. The representations and warranties of the Seller in the Mortgage Loan
Purchase Agreement, dated as of March 1, 1998 (the "MLPA") are true and
correct in all material respects at and as of the Closing Date with the
same effect as if made on such date.
2. The Seller has, in all material aspects, complied with all the
agreements and satisfied all the conditions on its part that are required
under the MLPA to be performed or satisfied at or prior to the date hereof.
IN WITNESS WHEREOF, I have executed this Certificate as of __________,
1998.
DAIWA FINANCE CORP.
By: ___________________________________
Name:
Title:
I, ______________________, a ________________ of the Seller, hereby certify
that ______________________ is an authorized signatory of the Seller and that
the signature appearing above is his genuine signature.
IN WITNESS WHEREOF, I have executed this Certificate as of __________,
1998.
By: ___________________________________
Name:
Title:
X-0
XXXXXXX X
XXXX XX XXXXX OPINION
The Mortgage Loan Seller is a New York corporation duly organized, validly
existing and in good standing under the laws of the State of New York, with full
corporate power and authority to own its assets and conduct its business as
presently conducted by it, to own the Mortgage Loans, and enter into and perform
its obligations under the Mortgage Loan Purchase Agreement.
The Mortgage Loan Purchase Agreement has been duly authorized, executed and
delivered by the Mortgage Loan Seller and constitutes the legal, valid and
binding obligations of the Mortgage Loan Seller, enforceable against the
Mortgage Loan Seller in accordance with the terms of the Mortgage Loan Purchase
Agreement, except as such enforcement may be limited by bankruptcy, insolvency,
reorganization, moratorium or other similar laws affecting the enforcement of
creditors' rights generally, and by general principles of equity (regardless of
whether such enforceability is considered in a proceeding in equity or at law),
and except to the extent rights to indemnity and contribution may be limited by
applicable law.
The execution and delivery of the Mortgage Loan Purchase Agreement by the
Mortgage Loan Seller and the performance of its obligations under the Mortgage
Loan Purchase Agreement will not conflict with any provision of any federal or
State of New York law or regulation to which the Mortgage Loan Seller is
subject, or conflict with, result in a breach of or constitute a default under
any of the terms, conditions or provisions of any of the Mortgage Loan Seller's
organizational documents, or, to our knowledge, any agreement or instrument to
which the Mortgage Loan Seller is a party or by which it is bound, or any order
of a federal or State of New York court, regulatory body, administrative agency
or government body having jurisdiction over the Mortgage Loan Seller.
There is no action, suit, proceeding or investigation pending or
threatened, against the Mortgage Loan Seller in any court or by or before any
other governmental agency or instrumentality which would materially and
adversely affect the validity of the Mortgage Loans or the ability of the
Mortgage Loan Seller to carry out the transactions contemplated by this
Agreement.
5. No consent, approval, authorization or order of any court or
governmental agency or body is required for the execution, delivery and
performance by the Mortgage Loan Seller of or compliance by the Mortgage Loan
Seller with the Mortgage Loan Purchase Agreement or the consummation of the
transactions contemplated by the Mortgage Loan Purchase Agreement, other than
those which have been obtained by the Mortgage Loan Seller.
C-1
Xxxxxxx Xxxxx Mortgage Investors, Inc. 1998-C2
SCHEDULE I
(i) Immediately prior to the sale, transfer and assignment of the Mortgage
Loans to the Company, the Mortgage Loan Seller had good and marketable title to,
and was the sole owner of, each Mortgage Loan;
(ii) The Mortgage Loan Seller is transferring such Mortgage Loan free and
clear of any and all liens, pledges, charges or security interests of any nature
encumbering such Mortgage Loan, and none of the Mortgage Note, the Mortgage or
any other related loan document prohibits such transfer;
(iii) Each related Mortgage Note, Mortgage, Assignment of Leases (if any)
and other agreement executed in connection with such Mortgage Loan is, a valid
and binding obligation of the related Mortgagor (subject to any non-recourse
provisions therein and any state anti-deficiency legislation), enforceable in
accordance with its terms, except as such enforcement may be limited by
bankruptcy, insolvency, reorganization, moratorium or other laws affecting the
enforcement of creditors' rights generally, or by general principles of equity
(regardless of whether such enforcement is considered in a proceeding in equity
or at law), and any lost note affidavit included in the Mortgage File in lieu of
a Mortgage Note does not impair the ability of the holder thereof to enforce the
terms of such Mortgage Note;
(iv) Each related Assignment of Leases, or, if none, the assignment of
leases and rents contained in the related Mortgage creates a valid, collateral
or first priority assignment of, or a valid first priority security interest in,
the right to receive all payments due under the related leases, and no other
person owns any interest therein superior to or of equal priority with the
interest created under such assignment, subject to applicable bankruptcy,
insolvency, reorganization, moratorium, and other laws affecting the enforcement
of creditors' rights generally, and by the application of the rules of equity;
(v) Each related assignment of Mortgage from the Mortgage Loan Seller to
the Trustee and any related assignment of Assignment of Leases, if any, and
assignment of any other agreement executed in connection with such Mortgage
Loan, from the Mortgage Loan Seller to the Trustee constitutes the legal, valid
and binding assignment from the Mortgage Loan Seller to the Trustee, except as
such enforcement may be limited by bankruptcy, insolvency, reorganization,
liquidation, receivership, moratorium or other laws relating to or affecting
creditors' rights generally or by general principles of equity (regardless of
whether such enforcement is considered in a proceeding in equity or at law);
-1-
(vi) Since origination, such Mortgage Loan has not been modified, altered,
satisfied, canceled, subordinated or rescinded, except, in each of the foregoing
instances, by written instruments that are a part of the related Mortgage File,
and, if required, recorded in the applicable public recording office if
necessary to maintain the priority of the lien of the related Mortgage and
security agreements and delivered to the Company, and no material portion of the
related Mortgaged Property has been released from the lien of the related
Mortgage, in each case, in any manner which materially and adversely affects the
value of the Mortgage Loan or materially interferes with the security intended
to be provided by such Mortgage, and, except with respect to those Mortgage
Loans listed on Exhibit I-VI attached hereto which permit defeasance and
substitution of real property collateral, the terms of the related Mortgage do
not provide for release of any portion of the Mortgaged Property from the lien
of the Mortgage in any manner which materially and adversely affects the
security provided by the Mortgaged Property;
(vii) Each related Mortgage is a valid first lien on the related Mortgaged
Property (subject to the matters described in clause (viii) below), and such
Mortgaged Property is free and clear of any mechanics' and materialmen's liens
which are prior to or equal with the lien of the related Mortgage, except those
which are insured against by a lender's title insurance policy (as described in
clause (viii) below);
(viii) The lien of each related Mortgage as a first priority lien in the
outstanding principal amount of such Mortgage Loan (as set forth on the Mortgage
Loan Schedule) after all advances of principal is insured by an ALTA lender's
title insurance policy (or a binding commitment therefor), or its equivalent as
adopted in the applicable jurisdiction, insuring the Mortgage Loan Seller, its
successors and assigns, subject only to (a) the lien of current real property
taxes, ground rents, water charges, sewer rents and assessments not yet due and
payable, (b) covenants, conditions and restrictions, rights of way, easements
and other matters of public record, none of which, individually or in the
aggregate, materially interferes with the current use of the Mortgaged Property
or the security intended to be provided by such Mortgage or with the Mortgagor's
ability to pay its obligations when they become due or materially and adversely
affects the value of the Mortgaged Property, and (c) the exclusions and
exceptions (general and specific) set forth in such policy, none of which,
individually or in the aggregate, materially interferes with the security
intended to be provided by such Mortgage or with the Mortgagor's ability to pay
its obligations when they become due or materially and adversely affects the
value of the Mortgaged Property; the original holder of the Mortgage, and/or its
successor or assigns, are the sole named insureds under such policy; such policy
is assignable to the Company and the Trustee without the consent of or any
notification to the insurer, and is now in full force and effect
-2-
and will remain so upon the consummation of the transactions contemplated by
this Agreement; no claims have been made under such policy, the Mortgage Loan
Seller has not done anything, by act or omission, and the Mortgage Loan Seller
has no knowledge of any matter, which would impair or diminish the coverage of
such policy;
(ix) The proceeds of such Mortgage Loan have been fully disbursed and there
is no requirement for future advances thereunder and the Mortgage Loan Seller
covenants that it will not make any future advances under the Mortgage Loan to
the related Mortgagor;
(x) The Mortgage Loan Seller has received no notice of any proceeding
pending, nor to the Mortgage Loan Seller's knowledge, threatened, for the total
or partial condemnation of all or any material portion of such Mortgaged
Property, and, to the Mortgage Loan Seller's knowledge, each related Mortgaged
Property is free and clear of any material damage that would affect materially
and adversely the value of such Mortgaged Property as security for the Mortgage
Loan.
(xi) Except as indicated on Exhibit I-XI(A) attached hereto, the related
Mortgagor has represented to the Mortgagee that, as of the date of origination
of such Mortgage Loan, and, to the Mortgage Loan Seller's knowledge, either (a)
such Mortgagor and the lessee and/or operator of the related Mortgaged Property
was in possession of all material licenses, permits and other authorizations
necessary and required by all applicable laws for the conduct of its business
and all such licenses, permits and authorizations were valid and in full force
and effect, or (b) such Mortgagor uses, operates, occupies and maintains the
Mortgaged Property in accordance with all applicable laws and regulations;
(xii) The Mortgage Loan does not have a shared appreciation feature, other
contingent interest feature or (except with respect to those Mortgage Loans
listed on Exhibit I-XII attached hereto (the "ARD Loans")) provide for
hyper-amortization, a negative amortization feature;
(xiii) The Mortgage Loan is a whole loan and no other party holds a
participation interest in such Mortgage Loan;
(xiv) The Mortgage Rate (exclusive of any default interest, late charges,
prepayment premiums or defeasance deposits) of each Mortgage Loan complied as of
the date of origination with, or such Mortgage Loan is exempt from, applicable
state or federal laws, regulations and other requirements pertaining to usury;
any and all other requirements of any federal, state or local laws, including,
without limitation, truth-in-lending, real estate settlement procedures, equal
credit opportunity or disclosure laws, applicable to each
-3-
Mortgage Loan have been complied with as of the date of origination of such
Mortgage Loan;
(xv) All taxes and governmental assessments which would be a lien on the
Property and that prior to the Cut-Off Date became due and owing in respect of
each related Mortgaged Property have been paid, or an escrow of funds in an
amount sufficient to cover such payments has been established;
(xvi) Except as indicated on Exhibit I-XVI attached hereto, all escrow
deposits and payments required pursuant to the Mortgage Loan are in the
possession, or under the control, of the Mortgage Loan Seller or its agent and
all amounts required to be deposited by the Borrower under the Loan Documents as
of the date hereof have been deposited and all such escrows and deposits have
been conveyed by the Mortgage Loan Seller to the Company and identified as such
with appropriate detail;
(xvii) Except as indicated on Exhibit I-XVII, as of the date of its
origination, each related Mortgaged Property is insured by a fire and extended
perils insurance policy in an amount not less than the lesser of (A) the
outstanding principal balance of the Mortgage Loan and (B) the replacement cost
of the related Mortgaged Property, and in all events the amount necessary to
avoid the operation of any co-insurance provisions with respect to the Mortgaged
Property; with respect to each related Mortgaged Property, the Mortgagor is
required to maintain, for Mortgage Loans greater than $1,000,000, business
interruption insurance (or loss of rents insurance) and comprehensive general
liability insurance in amounts generally required by institutional lenders for
similar properties; all premiums on such insurance policies required to be paid
as of the date hereof have been paid; such insurance policies require prior
notice to the insured and to the Mortgagee of termination or cancellation, and
except for as indicated on Exhibit I-XVII, no such notice has been received;
each related Mortgage or loan agreement obligates the related Mortgagor to
maintain a fire and extended perils insurance and, at such Mortgagor's failure
to do so, authorizes the Mortgagee to maintain such insurance at the Mortgagor's
cost and expense and to seek reimbursement therefor from such Mortgagor;
(xviii) Each Mortgage provides that any insurance proceeds in respect of a
casualty, other than business interruption/rental income insurance, and any
condemnation awards or insurance proceeds, will be applied either to the repair
or restoration of the Mortgaged Property or to the repayment of the outstanding
principal balance of the Mortgage Loan;
(xix) (A) To the Mortgage Loan Seller's knowledge, there is no material
default, breach, violation or event of acceleration existing under the related
Mortgage or the related Mortgage Note, and no event (other than payments due but
not yet delinquent) which, with the passage of time or with
-4-
notice and the expiration of any grace or cure period, would constitute a
material default, breach, violation or event of acceleration, and (B) the
Mortgage Loan Seller has not waived in writing any material default, breach,
violation or event of acceleration of any of the foregoing, and, pursuant to the
terms of the related Mortgage or the related Mortgage Note, no person or party
other than the holder of such Mortgage Note may declare any event of default or
accelerate the related indebtedness under either of such Mortgage or Mortgage
Note;
(xx) No Monthly Payment on such Mortgage Loan has been more than 30 days
delinquent from the later of one year prior to the Cut-off Date, the date of
origination of such Mortgage Loan or, if applicable, the date of acquisition by
the Mortgage Loan Seller of such Mortgage Loan, through the Cut-off Date;
(xxi) Each related Mortgage contains customary and enforceable provisions
such as to render the rights and remedies of the holder thereof adequate for the
realization against the Mortgaged Property of the benefits of the security,
including realization by judicial or, if applicable, non-judicial foreclosure,
subject to the effects of bankruptcy or other law affecting the right of
creditors generally and the application of principles of equity, and there is no
exemption available to the Mortgagor which would interfere with such right to
foreclose;
(xxii) Except as indicated on Exhibit I-XXII attached hereto, one or more
environmental site assessments were performed by an environmental consulting
firm independent of the Mortgage Loan Seller and the Mortgage Loan Seller's
affiliates with respect to related Mortgaged Property during the 18 month period
preceding the closing of the Mortgage Loan and the Mortgage Loan Seller, having
made no independent inquiry other than to review the report(s) prepared in
connection with the assessments referred to herein, has no knowledge of any
material and adverse environmental condition or circumstance affecting such
Mortgaged Property that was not disclosed in such report(s);
(xxiii) Each related Mortgage, Mortgage Note or loan agreement contains
provisions for the acceleration of the payment of the unpaid principal balance
of such Mortgage Loan if, without complying with the requirements of the
Mortgage or loan agreement, as applicable, the related Mortgaged Property, or
any controlling interest therein, is directly or indirectly transferred or sold
or is encumbered in connection with subordinate financing (other than any
existing subordinate debt);
(xxiv) Each Mortgage Loan constitutes a "qualified mortgage" within the
meaning of Section 860G(a)(3) of the Internal Revenue Code of 1986, as amended
(the "Code"). For this purpose, Section 860G(a)(3) of the Code shall be applied
without regard to the rule contained in Treasury Regulations Section
1.860G-2(f)(2) which treats a defective mortgage loan as
-5-
a "qualified mortgage" under certain circumstances. Accordingly, the Mortgage
Loan Seller represents and warrants that each Mortgage Loan is directly secured
by a Mortgage on a commercial property or a multifamily residential property,
and either (1) substantially all of the proceeds of such Mortgage Loan were used
to acquire, improve or protect the portion of such commercial or multifamily
residential property that consists of an interest in real property and such
interest in real property was the only security for such Mortgage Loan as of the
Testing Date (as defined below), or (2) the fair market value of the interest in
real property which secures such Mortgage Loan was at least equal to 80% of the
principal amount of the Mortgage Loan (a) as of the Testing Date, or (b) as of
the Closing Date. For purposes of the previous sentence, (1) the fair market
value of the referenced interest in real property shall first be reduced by (a)
the amount of any lien on such interest in real property that is senior to the
Mortgage Loan, and (b) a proportionate amount of any lien on such interest in
real property that is on a parity with the Mortgage Loan, and (2) the "Testing
Date" shall be the date on which the referenced Mortgage Loan was originated
unless (a) such Mortgage Loan was modified after the date of its origination in
a manner that would cause a "significant modification" of such Mortgage Loan
within the meaning of Treasury Regulations Section 1.1001-3(b), and (b) such
"significant modification" did not occur at a time when such Mortgage Loan was
in default or when default with respect to such Mortgage Loan was reasonably
foreseeable. However, if the referenced Mortgage Loan has been subjected to a
"significant modification" after the date of its origination and at a time when
such Mortgage Loan was not in default or when default with respect to such
Mortgage Loan was not reasonably foreseeable, the Testing Date shall be the date
upon which the latest such "significant modification" occurred;
(xxv) As of the Cut-off Date the Mortgage Loan Schedule is true and correct
in all material respects;
(xxvi) Prepayment Premiums and Yield Maintenance Charges payable with
respect to the Mortgage Loan, if any, constitute "customary prepayment
penalties" within the meaning of Treasury Regulations Section 1.860G-1(b)(2);
(xxvii) The Mortgage File contains an appraisal of the related Mortgaged
Property, which appraisal is signed by a qualified appraiser who, to the
Mortgage Loan Seller's knowledge, had no interest, direct or indirect, in the
Mortgaged Property or in any loan made on the security thereof, and whose
compensation is not affected by the approval or disapproval of the Mortgage
Loan, and the appraisal and appraiser both satisfy the requirements of Title XI
of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 and
the regulations promulgated thereunder, all as in effect on the date the
Mortgage Loan was originated;
-6-
(xxviii) None of the material improvements which were included for the
purposes of determining the appraised value of the related Mortgaged Property at
the time of the origination of the Mortgage Loan lies outside of the boundaries
and building restriction lines of such property (except Mortgaged Properties
which are legal non-conforming uses and/or except for immaterial encroachments
off of the Mortgaged Property or where the same is covered by a title insurance
endorsement or affirmative title insurance coverage), and no improvements on
adjoining properties materially encroach upon such Mortgaged Property, or the
requisite title insurance has been obtained with respect to the foregoing;
(xxix) The related Mortgagor has covenanted in the Mortgage Loan documents
to maintain the related Mortgaged Property in compliance with all applicable
laws, zoning (including legal non-conforming uses), ordinances rules, covenants
and restrictions affecting the construction, occupancy, use and operation of
such Mortgaged Property, and the related originator performed the type of due
diligence in connection with the origination of such Mortgage Loan customarily
performed by prudent institutional commercial and multifamily mortgage lenders
with respect to the foregoing matters; the Mortgage Loan Seller has received no
notice of any material violation of any applicable laws, zoning ordinances,
rules, covenants or restrictions affecting the construction, occupancy, use or
operation of such Mortgaged Property;
(xxx) Except as indicated on Exhibit I-XXX(A), With respect to the Mortgage
Loans which as of the Cut-off Date have a principal balance of at least $15
million, the related Mortgagor is an entity which has represented and covenanted
in connection with the origination of the Mortgage Loan, or whose organizational
documents provide, that so long as the Mortgage Loan is outstanding it will be a
single-purpose entity. For this purpose, "single-purpose entity" shall mean a
person, other than an individual, which does not engage in any business
unrelated to the related Mortgaged Property (which may include multiple
Mortgaged Properties owned by the same Borrower and securing only Mortgage Loans
conveyed hereunder as listed on Exhibit I-XXX(B)) and its (or their) financing,
does not have any material assets other than those related to its interest in
such Mortgaged Property (or Mortgaged Properties) or its (or their) financing,
or any indebtedness other than as permitted by the related Mortgage or the other
documents in the Mortgage Loan File, and such Mortgagor has covenanted under the
Mortgage that it will maintain its own books and records separate and apart from
any other person, and holds itself out as being a legal entity, separate and
apart from any other person;
(xxxi) The Mortgage Loan complied, in all material respects, with all of
the terms, conditions and requirements of the Mortgage Loan Seller's applicable
-7-
underwriting standards in effect at the time of the origination or acquisition
of such Mortgage Loan;
(xxxii) The Mortgage Loan Seller has no knowledge nor has it received any
notice that any Mortgagor is a debtor in any state or federal bankruptcy or
insolvency proceeding;
(xxxiii) To the best of Mortgage Loan Seller's knowledge, as of the Closing
Date, there is no right of rescission, offset, abatement, diminution, defense or
counterclaim to the Mortgage Loan (including the defense of usury), nor will the
operation of any of the terms of the Mortgage Note or the Mortgage, or the
exercise of any rights thereunder, render the Mortgage Note or the Mortgage
unenforceable, in whole or in part (excluding provisions relating to default
interest, yield maintenance charges, prepayment premiums or defeasance
deposits), or subject to any right of rescission, offset, abatement, diminution,
valid defense or counterclaim (including the defense of usury or the violation
of any applicable disclosure or consumer credit laws), except in any such case
as enforcement may be limited by bankruptcy, insolvency, reorganization,
moratorium or other laws affecting the enforcement of creditors' rights
generally or by general principles of equity (regardless of whether such
enforceability is considered in a proceeding in equity or at law), and no such
right of rescission, offset, abatement, diminution, defense or counterclaim has
been asserted with respect thereto;
(xxxiv) In the case of any Mortgage which is a deed of trust, a trustee,
duly qualified under applicable law to serve as such, has been properly
designated and currently so serves and is named in the deed of trust or has been
substituted in accordance with applicable law, and no fees or expenses are, or
will become, payable to the trustee under the deed of trust, except in
connection with a trustee's sale after default by the Mortgagor or in connection
with the release of the Mortgaged Property or related security for the Mortgage
Loan following the payment of the Mortgage Loan in full;
(xxxv) The improvements located on the Mortgaged Property are either not
located in a federally designated special flood hazard area designated by the
Federal Emergency Management Agency as Zone A or Zone V or the Mortgagor is
required to maintain or the Mortgagee maintains, flood insurance with respect to
such improvements;
(xxxvi) If the Mortgaged Property is subject to any leases, the Mortgagor
is the owner and holder of the landlord's interest under any leases and the
related Mortgage or Assignment of Leases provides for the appointment of a
receiver for rents (in accordance with applicable law) or allows the Mortgagee
(in accordance with applicable law) to enter into possession to collect rent or
provides for rents to be paid directly to Mortgagee;
-8-
(xxxvii) The Mortgage Note is not secured by any collateral that is not
being transferred hereunder;
(xxxviii) Each Mortgage Loan, if any, that is cross-collateralized is
cross-collateralized only with one or more other Mortgage Loans being
transferred hereunder;
(xxxix) The origination (or acquisition, as the case may be), servicing and
collection practices used with respect to the Mortgage Loan by the Mortgage Loan
Seller and, to the Mortgage Loan Seller's knowledge, by any prior holder of the
Mortgage Loan, have been in all respects legal, proper and prudent in all
material respects and have met customary industry standards;
(xl) No advance of funds has been made other than pursuant to the loan
documents, directly or indirectly, by the Mortgage Loan Seller to the Mortgagor
and, except as indicated on Exhibit I-XL attached hereto, to the Mortgage Loan
Seller's knowledge, no funds have been received from any person other than the
Mortgagor, for or on account of payments due on the Mortgage Note or the
Mortgage;
(xli) UCC Financing Statements have been filed and/or recorded in all
places necessary to perfect a valid security interest in all material furniture,
fixtures and equipment owned by a Mortgagor and located on each Mortgaged
Property and for which perfection is accomplished by the filing of a UCC
financing statement, and the mortgages, security agreements, chattel mortgages
or equivalent documents related to and delivered in connection with the related
Mortgage Loans establish and create a valid and enforceable first lien and first
priority security interest on such material furniture, fixtures and equipment
except as enforceability may be limited by bankruptcy or other laws affecting
creditor's rights generally or by the application of the rules of equity;
(xlii) Except as indicated on Exhibit I-XLII attached hereto as being
subject to subordinate debt secured by a subordinate mortgage encumbering the
related Mortgaged Property (the "Subordinate Debt Mortgage Loans"), as of the
date of the Prospectus, to the Mortgage Loan Seller's knowledge, the Mortgagor
has no indebtedness for borrowed money secured by a mortgage encumbering the
Mortgaged Property other than the Mortgage Loan. Except as indicated in Exhibit
I-XLII, with respect to the Subordinate Debt Mortgage Loans, the creditor (the
"Subordinate Lender") under such secured indebtedness for borrowed money ("Other
Debt") of the Mortgagor has entered into a subordination agreement with the
Mortgage Loan Seller (or the Mortgage Loan originator) pursuant to which (A) the
Subordinate Lender has agreed to fully subordinate the Other Debt to the
Mortgage Loan (collectively, the "Senior Debt"), (B) the Subordinate Lender has
agreed not to declare a default or exercise any remedies with respect to the
Other Debt until the
-9-
full, and (C) such subordination agreement is assignable to the Company and its
successors and assigns and is being assigned hereunder and is part of the
Mortgage File;
(xliii) Based on information obtained from the related Mortgagor at the
time of origination, a list of borrowers or groups of affiliated borrowers with
multiple Mortgage Loans is attached hereto as Exhibit I-XLIII and, as of the
Cut-off Date, the aggregate principal amount of any Mortgage Loan or group of
Mortgage Loans made to one borrower or group of affiliated borrowers does not
exceed the amount set forth in Exhibit I-XLIII attached hereto;
(xliv) The Mortgage Loan has an interest rate of at least 6.91% per annum;
(xlv) The Mortgage Loan is non-recourse to the related Mortgagor (or its
principals) except for certain circumstances including fraud, misappropriation,
material misrepresentation and other matters expressly set forth in the related
Mortgage Loan documents;
(xlvi) The Mortgage Loan Seller (or Mortgage Loan originator) has inspected
or caused to be inspected each related Mortgage Property within twelve months of
origination;
(xlvii) Except as set forth in Schedule II, the Mortgage Loan is not
secured in whole or in part by a ground lease; and
(xlviii) To the Seller's actual knowledge, there are no pending actions,
suits or proceedings by or before any court or governmental authority against or
affecting the related Mortgagor or Mortgaged Property that, if determined
adversely to such Mortgagor, would materially and adversely affect the ability
of the Mortgagor to pay principal, interest or any other amount due under such
Mortgage Loan.
10
SCHEDULE II
For each Mortgage Loan identified on the Mortgage Loan Schedule as a ground
lease, the Mortgage Loan Seller hereby represents and warrants:
(A)(i) the Mortgage Loan is also secured by the related fee interest or
(ii) the ground lease represents a non-essential portion of the Mortgaged
Property, and the ground lease has an original term (or an original term plus
one or more optional renewal terms, which, under all circumstances, may be
exercised, and will be enforceable, by the Mortgagor, or the Mortgagee if the
Mortgagee acquires the related Mortgaged Property upon foreclosure,
assignment-in-lieu of foreclosure or otherwise) that extends not less than 10
years beyond the stated maturity of the related Mortgage Loan, or
(B) if the Mortgage Loan is secured by a Mortgage constituting a valid
first lien on an unencumbered interest of the Borrower as lessee under a ground
lease underlying the related Mortgaged Property, then the Mortgage Loan Seller
represents and warrants the following:
(i) The ground lease (which shall mean such ground lease, all amendments
and modifications thereof and any related estoppels or agreements from ground
lessor) or a memorandum regarding it has been duly recorded. The ground lease
permits the interest of the lessee to be encumbered by the related Mortgage and
does not restrict the use of the related Mortgaged Property by such lessee, its
successors or assigns in a manner that would adversely affect the security
provided by the related Mortgage. There has been no material change in the terms
of such ground lease since its recordation, except by written instruments, all
of which are included in the related Mortgage File;
(ii) The lessor under such ground lease has agreed in a writing included in
the related Mortgage File that the ground lease may not be amended, modified,
canceled or terminated without the prior written consent of the Mortgagee and
that any such action without such consent is not binding on the Mortgagee, its
successors or assigns, except if an event of default occurs under the Ground
Lease and notice is provided to the Mortgagee and such default is curable by the
Mortgagee, but remains uncured beyond the applicable cure period;
(iii) The ground lease has an original term (or an original term plus one
or more optional renewal terms, which, under all circumstances, may be
exercised, and will be enforceable, by the Mortgagee) that extends not less than
10 years beyond the stated maturity of the related Mortgage Loan;
(iv) The ground lease is not subject to any liens or encumbrances superior
to, or of equal priority with, the
-1-
Mortgage (including without limitation, the rights of any fee-mortgage, if any)
other than the related ground lessor's related fee interest and any exceptions
set forth in the related title insurance policy or opinion of title;
(v) The ground lease is assignable to the Mortgagee and its assigns without
the consent of the lessor thereunder (or, if any such consent is required, it
has been obtained prior to the Closing Date);
(vi) As of the date of origination of the Mortgage Loan, and to the
Mortgage Loan Seller's knowledge as of the Cut-off Date, the ground lease is in
full force and effect and no default has occurred, nor is there any existing
condition which, but for the passage of time or giving of notice, would result
in a default under the terms of the ground lease;
(vii) The ground lease or ancillary agreement between the lessor and the
lessee requires the lessor to give notice of any default by the lessee to the
Mortgagee. The ground lease or ancillary agreement further provides that either
no notice given is effective or no termination of the lease in connection
therewith will be effective against the Mortgagee unless written notice of such
default or a copy thereof has been given to the Mortgagee in a manner described
in the ground lease or ancillary agreement;
(viii) The Mortgagee is permitted a reasonable opportunity, which may be
concurrent and coterminous with the Mortgagor's rights thereunder (including,
where necessary, sufficient time to gain possession of the interest of the
lessee under the ground lease through legal proceedings, or to take other action
so long as the Mortgagee is proceeding) to cure any default under the ground
lease which is curable after the receipt of notice of any default before the
lessor may terminate the ground lease;
(ix) The ground lease does not impose any restrictions on subletting by the
Mortgagee that would be viewed as commercially unreasonable by a prudent
commercial mortgage lender;
(x) The ground lease provides that any related insurance proceeds or
condemnation award (other than in respect of a total or substantially total loss
or taking) will be applied either to the repair or restoration of all or part of
the related Mortgaged Property, with the Mortgagee or a trustee appointed by it
having the right to hold and disburse such proceeds as repair or restoration
progresses, or, in the case of condemnation, assigned to the mortgagee, or in
the case of casualty to Tenants, to the payment of the outstanding principal
balance of the Mortgage Loan, together with any accrued interest (except in
cases where a different allocation would not be viewed as commercially
unreasonable by any institutional investor, taking
-2-
into account the relative duration of the ground lease and the related Mortgage
and the ratio of the market value of the related Mortgaged Property to the
outstanding principal balance of such Mortgage Loan);
(xi) Until the principal balance and accrued interest are paid in full,
neither the lessee nor the lessor under the ground lease will have the option to
terminate or modify the ground lease without prior written consent of the
Mortgagee as a result of any casualty or partial condemnation, except to provide
for an abatement of the rent;
(xii) Upon request, the ground lessor is required to enter into a new lease
upon termination of the Ground Lease for any reason, on substantially similar
terms and conditions as the old lease, including upon the rejection of the lease
in bankruptcy; and
(xiii) Except as set forth on Exhibit II-XIII attached hereto, the ground
lease does not provide for an increase in rental payments.
-3-
SCHEDULE III
With respect to any Mortgage Loan that is secured in whole or in part by a
Mortgaged Property which is operated as a residential health care facility (a
"Facility"), if any:
(i) Except as indicated on Exhibit III-I, attached hereto, all governmental
licenses, permits, regulatory agreements or other approvals or agreements
necessary or desirable for the use and operation of each Facility as intended
are held by the related Mortgagor or the operator of the Facility, and are in
full force and effect, including, without limitation, a valid Certificate of
Need ("CON") or similar certificate, license, or approval issued by the
applicable department of health for the requisite number of beds, and approved
provider status in any approved provider payment program (collectively, the
"Licenses");
(ii) The Licenses (a) may not be, and have not been, transferred to any
location other than the Facility; (b) have not been pledged as collateral
security for any other loan or indebtedness; and (c) are held free from
restrictions or known conflicts which would materially impair the use or
operation of the Facility as intended, and are not provisional, probationary or
restricted in any way.
(iii) As of the Cut-off Date and to Mortgage Loan Seller's knowledge,
without inquiry, as of the Cut-off Date, the Facility has not received a "Level
A" (or equivalent) violation which has not been cured to the satisfaction of the
applicable governmental agency, and no statement of charges or deficiencies has
been made or penalty enforcement action has been undertaken against the
Facility, its operator or the Mortgagor or against any officer, director or
stockholder of such operator or the Mortgagor by any governmental agency during
the last three calendar years, and there have been no violations over the past
three years which have threatened the Facility's, the operator's or the
Mortgagor's certification for participation in Medicare or Medicaid or the other
third-party payors' programs.
EXHIBIT I-XI (A)
None.
EXHIBIT I-XII
None.
EXHIBIT I-XVI
None.
EXHIBIT I-XVII
Insurance cancellation/termination notices have been received for the following
Mortgaged Properties:
1. Control Number 453 - Canberra Apartments - notice of cancellation was
received in February 1998 and indicating that the policy in effect
from March 29, 1997 to March 29, 1998 would expire on March 29, 1998.
However, it has been renewed for one year.
2. Control Number 521 - Claridge Manor Apartments - on March 19, 1998
insurance agent advised us that the Notice of Cancellation or
Nonrenewal was issued in error. All policy premiums are current and
all policies are in effect.
EXHIBIT I-XXII
Control Number 000 Xxxxxxxxxxx Xxxxxxx
The initial environmental assessment was performed 19 months prior to the
closing of this Mortgage Loan.
EXHIBIT I-XL
None.
EXHIBIT I-XLII
Control Number 000 Xxxxxx Xxxxx is subject to a subordinate mortgage. Clause (A)
in section (xlii) is true but clauses (B) and (C) in section (xlii) are not true
with respect to this Mortgaged Property.
EXHIBIT II-XIII
None.
EXHIBIT III-(i)
None.
DFC MULTI PROP
EXHIBIT I-XXX
ONE BORROWER MULTIPLE PROPERTIES
CONTROL LOAN MORTGAGE CUT-OFF
NUMBER NUMBER LOAN SELLER PROPERTY NAME LOAN AMOUNT AFFILIATION
------------------------------------------------------------------------------------------------------------------------------------
540 215349 Daiwa Finance Corp. Aggregate Loan Level Info. 1,263,319
540A 215349A Daiwa Finance Corp. New Haven Apartments 525,388 Cntrl #'s 540B,540C
540B 215349B Daiwa Finance Corp. Westchester Apartments 499,118 Cntrl #'s 540A,540C
540C 215349C Daiwa Finance Corp. Willowdale Apartments 238,813 Cntrl #'s 540A,540B
362 215352 Daiwa Finance Corp. Aggregate Loan Level Info. 609,599
362A 215352A Daiwa Finance Corp. Shadyedge Apartments 135,467 Cntrl # 362B
362B 215352B Daiwa Finance Corp. Tudor Court Apartments 474,133 Cntrl # 362A
418 215820 Daiwa Finance Corp. Windsor Apartments 422,567 Cntrl #'s 419, 420
419 215821 Daiwa Finance Corp. Xxxxxx Xxxxxx Xxxxxxxxxx 000,000 Cntrl #'s 418, 420
420 215822 Daiwa Finance Corp. Southtown Apartments 323,140 Cntrl #'s 418, 419
466 217444 Daiwa Finance Corp. Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 4,133,387 Cntrl #'s 467, 468
467 217445 Daiwa Finance Corp. Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 1,444,195 Cntrl #'s 466, 468
Page 1
DFC AFFL
EXHIBIT I-XLIII
BORROWERS OR GROUPS OF AFFILIATED BORROWERS WITH MULTIPLE MORTGAGE LOANS
CONTROL LOAN MORTGAGE CUT-OFF
NUMBER NUMBER LOAN SELLER PROPERTY NAME LOAN AMOUNT
------------------------------------------------------------------------------------------
543 217439 Daiwa Finance Corp. Xxxxxxxx Court Apartments 482,836
465 217440 Daiwa Finance Corp. The Villages Apartment 632,167
----------
Total 1,115,004
410 215590 Daiwa Finance Corp. Vanowen Street Apartments 575,964
411 215591 Daiwa Finance Corp. Saticoy Street Apartments 1,097,312
412 215592 Daiwa Finance Corp. Bombay Apartments 705,060
----------
Total 2,378,336
425 215827 Daiwa Finance Corp. Stardust Apartments 377,576
515 9906 Daiwa Finance Corp. Windsong Apartments 398,831
----------
Total 776,408
495 2222 Daiwa Finance Corp. Glenoaks Apartments 1,064,675
497 4444 Daiwa Finance Corp. Village Xxxxxxx 458,998
----------
Total 1,523,673
418 215820 Daiwa Finance Corp. Windsor Apartments 422,567
419 215821 Daiwa Finance Corp. Willow Pointe Apartments 661,194
420 215822 Daiwa Finance Corp. Southtown Apartments 323,140
----------
Total 1,406,901
403 215404 Daiwa Finance Corp. Xxxxxx Street Apartments 213,908
404 215405 Daiwa Finance Corp. Xxxxxxxx Street Apartments 248,650
----------
Total 462,558
307 1009 Daiwa Finance Corp. Windrush Apartments 3,719,057
308 1010 Daiwa Finance Corp. Woodbury Place Apartments 7,438,115
316 1018 Daiwa Finance Corp. Rockledge Apartments 5,882,521
317 1019 Daiwa Finance Corp. Carmel Apartments 1,495,556
----------
Total 18,535,250
320 1022 Daiwa Finance Corp. Mill Village 2,688,338
321 1023 Daiwa Finance Corp. Cedar Professional Building 1,458,570
322 1024 Daiwa Finance Corp. South Water Street 2,588,588
323 1025 Daiwa Finance Corp. Wellesley Marketplace 1,792,099
----------
Total 8,527,594
372 215363 Daiwa Finance Corp. Courtyard Apartments 1,101,562
373 215364 Daiwa Finance Corp. Century Heights Apartments 482,166
374 215365 Daiwa Finance Corp. Western Crest Apartments 603,035
----------
Total 2,186,763
505 80120 Daiwa Finance Corp. Xxxxxx Apartments 844,531
506 80121 Daiwa Finance Corp. Glendale Apartments 844,531
507 80122 Daiwa Finance Corp. Xxxxxx Gardens Apartments 1,142,601
----------
Total 2,831,663
319 1021 Daiwa Finance Corp. Days Inn Xxxxx Gardens 3,930,805
330 1032 Daiwa Finance Corp. Days Inn - Fort Lauderdale 2,736,636
----------
Total 6,667,441
346 215325 Daiwa Finance Corp. Le Chateau Apartments 464,137
354 215340 Daiwa Finance Corp. Woodland View Apartments 870,369
371 215359 Daiwa Finance Corp. Chestnut Hill Apartments 525,411
381 215374 Daiwa Finance Corp. Regal Oaks Apartments 386,353
----------
Total 2,246,270
395 215395 Daiwa Finance Corp. Silver Club Apartments 493,443
396 215396 Daiwa Finance Corp. Beechnut Palms Apartments 986,885
----------
Total 1,480,328
499 6666 Daiwa Finance Corp. Tahiti Village Apartments 1,496,770
518 9909 Daiwa Finance Corp. Parkwood Apartments 1,123,692
526 9917 Daiwa Finance Corp. Tropic Isle Apartments 898,608
527 9918 Daiwa Finance Corp. Leisure Isle Apartments 1,021,418
528 9919 Daiwa Finance Corp. Laurel Apartments 299,536
529 9920 Daiwa Finance Corp. La Mesa Apartments 522,191
530 9921 Daiwa Finance Corp. Villa Fontana Apartments 1,198,144
531 9922 Daiwa Finance Corp. Park Lane Apartments 1,048,376
----------
Total 7,608,736
386 215383 Daiwa Finance Corp. Burlington Townhomes 347,194
388 215387 Daiwa Finance Corp. Abbey Arms Apartments 488,428
428 215883 Daiwa Finance Corp. Xxxx Terrace Apartments 187,655
----------
Total 1,023,277
CONTROL
NUMBER LIST CNTRL# OF AFFILIATED LOANS AFFILIATES
--------------------------------------------------------------------------
543 Cntrl # 465 Xxxxxx
465 Cntrl # 543 Xxxxxx
Total
410 Cntrl #'s 411, 412 Xxxxxxxxx
411 Cntrl #'s 410, 412 Xxxxxxxxx
412 Cntrl #'s 410, 411 Xxxxxxxxx
Total
425 Cntrl # 515 Xxxxxxxx
515 Cntrl # 425 Xxxxxxxx
Total
495 Cntrl # 497 Xxxxx Xxxxxx
497 Cntrl # 495 Xxxxx Xxxxxx
Total
418 Cntrl #'s 419, 420 Xxxxxxxxx
419 Cntrl #'s 418, 420 Xxxxxxxxx
420 Cntrl #'s 418, 419 Xxxxxxxxx
Total
403 Cntrl # 404 Xxxxxx Xxxxxxxxxx
404 Cntrl # 403 Xxxxxx Xxxxxxxxxx
Total
307 Cntrl #'s 308, 316, 317 Xxxxxxxx
308 Cntrl #'s 307, 316, 317 Xxxxxxxx
316 Cntrl #'s 307, 308, 317 Xxxxxxxx
317 Cntrl #'s 307, 308, 316 Xxxxxxxx
Total
320 Cntrl #'s 321, 322, 323 Xxxxxxxx
321 Cntrl #'s 320, 322, 323 Xxxxxxxx
322 Cntrl #'s 320, 321, 323 Xxxxxxxx
323 Cntrl #'s 320,321, 322 Xxxxxxxx
Total
372 Cntrl #'s 373, 374 Hurt
373 Cntrl #'s 372, 374 Hurt
374 Cntrl #'s 372, 373 Hurt
Total
505 Cntrl #'s 506, 507 Xxxxxxx
506 Cntrl #'s 505, 507 Xxxxxxx
507 Cntrl #'s 505, 506 Xxxxxxx
Total
319 Cntrl # 330 Xxxxxxx
330 Cntrl # 319 Xxxxxxx
Total
346 Cntrl #'s 354, 371, 381 Miles
354 Cntrl #'s 346, 371, 381 Miles
371 Cntrl #'s 346, 354, 381 Miles
381 Cntrl #'s 346, 354, 371 Miles
Total
395 Cntrl # 396 Xxxxxx
396 Cntrl # 395 Xxxxxx
Total
499 Cntrl #'s 518, 526, 527, 528, 529, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 526, 527, 528, 529, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 518, 527, 528, 529, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 518, 526, 528, 529, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 518, 526, 527, 529, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 518, 526, 527, 528, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 518, 526, 527, 528, 000, 000 Xxxxxx
000 Xxxxx #'s 499, 518, 526, 527, 528, 529, 530 Xxxxxx
Total
386 Cntrl #'s 388, 428 Xxxxxxx
388 Cntrl #'s 386, 428 Xxxxxxx
428 Cntrl #'s 388, 386 Xxxxxxx
Total
Page 1
DFC AFFL
EXHIBIT I-XLIII
BORROWERS OR GROUPS OF AFFILIATED BORROWERS WITH MULTIPLE MORTGAGE LOANS
CONTROL LOAN MORTGAGE CUT-OFF
NUMBER NUMBER LOAN SELLER PROPERTY NAME LOAN AMOUNT
-----------------------------------------------------------------------------------------
304 1005 Daiwa Finance Corp. Northgate Distribution Center 4,678,099
337 1038 Daiwa Finance Corp. Corporate Center at Beaumeade 6,982,306
510 9901 Daiwa Finance Corp. Corporate Point Office Building 4,010,310
----------
Total 15,670,715
384 215380 Daiwa Finance Corp. Darling Street Apartments 1,268,746
438 215893 Daiwa Finance Corp. 00 Xxxxx Xxxxxx 411,771
440 215896 Daiwa Finance Corp. Dorchester Apartments 775,220
----------
Total 2,455,737
466 217444 Daiwa Finance Corp. Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 4,133,387
467 217445 Daiwa Finance Corp. Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 1,444,195
468 217446 Daiwa Finance Corp. Xxxxxxxx Portfolio - 00 Xxxxxx Xxxxxx 5,577,583
----------
Total 11,155,165
310 1012 Daiwa Finance Corp. Ramada Inn Foothills 3,777,705
311 1013 Daiwa Finance Corp. Days Inn Coliseum 4,672,425
----------
Total 8,450,130
444 215900 Daiwa Finance Corp. Shadow Oaks Apartments 293,744
445 215901 Daiwa Finance Corp. Xxxxxxxx Xxxx Apartments 331,455
----------
Total 625,199
365 215353 Daiwa Finance Corp. Xxxxxxx Xxxxxx 000,000
366 215354 Daiwa Finance Corp. 1020 & 0000 Xxxxxxx Xxxxxx 1,433,583
----------
Total 2,140,817
447 215906 Daiwa Finance Corp. Mansard Place Apartments 1,786,541
448 215907 Daiwa Finance Corp. Broadway Park Apartments 2,173,625
----------
Total 3,960,167
CONTROL
NUMBER LIST CNTRL# OF AFFILIATED LOANS AFFILIATES
---------------------------------------------------------------------------
304 Cntrl #'s 337, 510 Xxxxxxx
337 Cntrl #'s 304, 510 Xxxxxxx
510 Cntrl #'s 304, 337 Xxxxxxx
Total
384 Cntrl #'s 438, 440 Xxxxxxxx
438 Cntrl #'s 384, 440 Xxxxxxxx
440 Cntrl #'s 384, 438 Xxxxxxxx
Total
466 Cntrl #'s 467, 468 Xxxxxxxx
467 Cntrl #'s 466, 468 Xxxxxxxx
468 Cntrl #'s 466, 467 Xxxxxxxx
Total
310 Cntrl # 311 Xxxxxxxxx
311 Cntrl # 310 Xxxxxxxxx
Total
444 Cntrl # 445 Xxxxxxxxx
445 Cntrl # 444 Xxxxxxxxx
Total
365 Cntrl # 366 Tobacco
366 Cntrl # 365 Tobacco
Total
447 Cntrl # 448 Wolverine
448 Cntrl # 447 Wolverine
Total
Page 2
DFC def Loans
EXHIBIT I-VI
DEFEASANCE LOANS
CONTROL LOAN MORTGAGE CUT-OFF
NUMBER NUMBER LOAN SELLER PROPERTY NAME LOAN AMOUNT
------------------------------------------------------------------------------------------------------------------------------------
300 1001 Daiwa Finance Corp. Spring Branch Estates Apartments 2,048,229
301 1002 Daiwa Finance Corp. Holiday Inn Cortland 2,646,054
302 1003 Daiwa Finance Corp. Xxxxxx Xxxxxx Estates 1,599,660
303 1004 Daiwa Finance Corp. Waters Edge Apartments 4,664,962
304 1005 Daiwa Finance Corp. Northgate Distribution Center 4,678,099
305 1006 Daiwa Finance Corp. Ebbets Field Apartments 17,638,089
306 1008 Daiwa Finance Corp. The Grand Hotel 8,440,020
307 1009 Daiwa Finance Corp. Windrush Apartments 3,719,057
308 1010 Daiwa Finance Corp. Woodbury Place Apartments 7,438,115
309 1011 Daiwa Finance Corp. Xxxxxxxxx Xxxxxxxx Xxxxxx - Xxxx Xxxxx Xxxxxxx 15,240,669
310 1012 Daiwa Finance Corp. Ramada Inn Foothills 3,777,705
311 1013 Daiwa Finance Corp. Days Inn Coliseum 4,672,425
312 1014 Daiwa Finance Corp. Ramada Inn - Bordentown 3,594,409
313 1015 Daiwa Finance Corp. Comfort Inn - Maingate 7,158,866
316 1018 Daiwa Finance Corp. Rockledge Apartments 5,882,521
317 1019 Daiwa Finance Corp. Carmel Apartments 1,495,556
318 1020 Daiwa Finance Corp. Napa Town Center 6,470,704
320 1022 Daiwa Finance Corp. Mill Village 2,688,338
321 1023 Daiwa Finance Corp. Cedar Professional Building 1,458,570
322 1024 Daiwa Finance Corp. South Water Street 2,588,588
323 1025 Daiwa Finance Corp. Wellesley Marketplace 1,792,099
328 1030 Daiwa Finance Corp. The Majestic Hotel 5,684,840
331 1033 Daiwa Finance Corp. Xxxxxxx Place & Xxxxxxx Square 3,188,784
333 1035 Daiwa Finance Corp. Palm Xxxx Shopping Center 9,483,916
334 1036 Daiwa Finance Corp. Fairway Shopping Center 947,804
337 1038 Daiwa Finance Corp. Corporate Center at Beaumeade 6,982,306
338 1039 Daiwa Finance Corp. The Village Mall Shopping Center 2,145,621
340 1041 Daiwa Finance Corp. First Hill Medical Building 15,838,528
341 1042 Daiwa Finance Corp. Xxxxxxxxx Xxxxxxxx Xxxxxx - Xxxxxxxxx Xxxxx, Xxxxxxxx 7,687,935
536 1044 Daiwa Finance Corp. Fort Xxxxxxxx Square Shopping Center 2,246,537
466 217444 Daiwa Finance Corp. Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 4,133,387
467 217445 Daiwa Finance Corp. Xxxxxxxx Portfolio - 000 Xxxx Xxxxxx 1,444,195
468 217446 Daiwa Finance Corp. Xxxxxxxx Portfolio - 00 Xxxxxx Xxxxxx 5,577,583
510 9901 Daiwa Finance Corp. Corporate Point Office Building 4,010,310
511 9902 Daiwa Finance Corp. Great Western Bank Building 3,191,482
537 9925 Daiwa Finance Corp. Ramada Inn - Katy 1,594,600
Page 1
