EXHIBIT 99.5
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
This is an Assignment, Assumption and Recognition Agreement (the
"Agreement") made this 1st day of October, 2006, among Xxxxxxx Xxxxx Mortgage
Lending, Inc., having an address at World Financial Center, Xxxxx Xxxxx, Xxx
Xxxx, Xxx Xxxx 00000 (the "Assignor"), Xxxxxxx Xxxxx Mortgage Investors, Inc.,
having an address at 4 World Financial Center, 10th Floor, New York, New York
10281 (the "Assignee") and CitiMortgage, Inc., having an address at 000
Xxxxxxxxxx Xxxx., Xxxxxxxx, Xxxxxxxxxxx 00000 ("CitiMortgage").
In consideration of the mutual promises contained herein the parties hereto
agree that the mortgage loans (the "Mortgage Loans") listed on Attachment 1
annexed hereto (the "Mortgage Loan Schedule") now serviced by CitiMortgage for
Assignor and its successors and assigns pursuant to the Mortgage Servicing
Purchase and Sale Agreement dated as of February 27, 2006, between Assignor and
CitiMortgage; the Mortgage Servicing Purchase and Sale Agreement, dated as of
May 31, 2006, between Assignor and CitiMortgage; and the Mortgage Servicing
Purchase and Sale Agreement, dated as of September 1, 2006 (the "September
Servicing Agreement"), between Assignor and CitiMortgage (collectively, the
"Servicing Agreements") shall be subject to the terms of this Agreement, and all
Mortgage Loans will be serviced under the September Servicing Agreement.
Capitalized terms used herein but not defined shall have the meanings ascribed
to them in the September Servicing Agreement.
ASSIGNMENT AND ASSUMPTION
1. Assignor hereby grants, transfers and assigns to Assignee all of the
right, title and interest of Assignor in the Mortgage Loans and, to the extent
of the Mortgage Loans, all of its right, title and interest in, to and under the
September Servicing Agreement.
MODIFICATIONS OF CERTAIN PROVISIONS OF THE SEPTEMBER SERVICING AGREEMENT
2. For purposes of servicing the Mortgage Loans hereunder, the parties
hereto agree that the provisions of the September Servicing Agreement shall be
modified in the manner set forth on Exhibit A hereto.
WARRANTIES
3. Assignor warrants and represents to, and covenants with, the Assignee as
of the date hereof that:
(a) Attached hereto as Attachment 2-A, 2-B and 2-C are true and accurate
copies of the Servicing Agreements which agreements are in full force and effect
as of the date hereof and the provisions of which have not been waived, amended
or modified in any respect, nor has any notice of termination been given
thereunder;
(b) Assignor is the lawful owner of the Mortgage Loans with full right to
transfer the Mortgage Loans and any and all of its interests, rights and
obligations under the Servicing Agreement to the extent of the Mortgage Loans
free and clear from any and all claims and encumbrances whatsoever and upon the
transfer of the Mortgage Loans to Assignee as contemplated herein, Assignee
shall have good title to each and every Mortgage Loan, as well as any and all of
Assignee's interests, rights and obligations under the Servicing Agreement to
the extent of the Mortgage Loans, free and clear of all liens, claims and
encumbrances;
(c) There are no offsets, counterclaims or other defenses available to
Assignor with respect to the Mortgage Loans or the Servicing Agreement;
(d) Assignor has no knowledge of, and has not received notice of, any
waivers under, or any modification of, the Mortgage Loans;
(e) Assignor is duly organized, validly existing and in good standing under
the laws of the jurisdiction of its incorporation, and has all requisite power
and authority to acquire, own and sell the Mortgage Loans;
(f) Assignor has full corporate power and authority to execute, deliver and
perform its obligations under this Agreement, and to consummate the transactions
set forth herein. The consummation of the transactions contemplated by this
Agreement is in the ordinary course of Assignor's business and will not conflict
with, or result in a breach of, any of the terms, conditions or provisions of
Assignor's charter or by-laws or any legal restriction, or any material
agreement or instrument to which Assignor is now a party or by which it is
bound, or result in the violation of any law, rule, regulation, order, judgment
or decree to which Assignor or its property is subject. The execution, delivery
and performance by Assignor of this Agreement and the consummation by it of the
transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignor. This Agreement has been duly executed and
delivered by Assignor and, upon the due authorization, execution and delivery by
Assignee and CitiMortgage, will constitute the valid and legally binding
obligation of Assignor enforceable against Assignor in accordance with its terms
except as enforceability may be limited by bankruptcy, reorganization,
insolvency, moratorium or other similar laws now or hereafter in effect relating
to creditors' rights generally, and by general principles of equity regardless
of whether enforceability is considered in a proceeding in equity or at law; and
(g) No consent, approval, order or authorization of, or declaration, filing
or registration with, any governmental entity is required to be obtained or made
by Assignor in connection with the execution, delivery or performance by
Assignor of this Agreement, or the consummation by it of the transactions
contemplated hereby.
4. Assignee warrants and represents to, and covenants with, Assignor and
CitiMortgage that as of the date hereof:
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(a) The Assignee is a corporation duly organized, validly existing and in
good standing under the laws of the jurisdiction of its incorporation, and has
all requisite corporate power and authority to acquire, own and purchase the
Mortgage Loans;
(b) Assignee has full corporate power and authority to execute, deliver and
perform its obligations under this Agreement, and to consummate the transactions
set forth herein. The consummation of the transactions contemplated by this
Agreement is in the ordinary course of Assignee's business and will not conflict
with, or result in a breach of, any of the terms, conditions or provisions of
Assignee's charter or by-laws or any legal restriction, or any material
agreement or instrument to which Assignee is now a party or by which it is
bound, or result in the violation of any law, rule, regulation, order, judgment
or decree to which Assignee or its property is subject. The execution, delivery
and performance by Assignee of this Agreement and the consummation by it of the
transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignee. This Agreement has been duly executed and
delivered by Assignee and, upon the due authorization, execution and delivery by
Assignor and CitiMortgage, will constitute the valid and legally binding
obligation of Assignee enforceable against Assignee in accordance with its terms
except as enforceability may be limited by bankruptcy, reorganization,
insolvency, moratorium or other similar laws now or hereafter in effect relating
to creditors' rights generally, and by general principles of equity regardless
of whether enforceability is considered in a proceeding in equity or at law;
(c) No consent, approval, order or authorization of, or declaration, filing
or registration with, any governmental entity is required to be obtained or made
by Assignee in connection with the execution, delivery or performance by
Assignee of this Agreement, or the consummation by it of the transactions
contemplated hereby; and
(d) Assignee agrees to be bound, as "Seller" (as such term is defined under
the Servicing Agreement), by all of the terms, covenants and conditions of the
Servicing Agreement and the Mortgage Loans, and from and after the date hereof,
the Assignee assumes for the benefit of each of Assignor and CitiMortgage all of
Assignor's obligations as Seller thereunder.
5. CitiMortgage warrants and represents to, and covenants with, Assignor
and Assignee that as of the date hereof:
(a) CitiMortgage is a corporation duly organized, validly existing and in
good standing under the laws of the jurisdiction of its incorporation;
(b) CitiMortgage has full corporate power and authority to execute, deliver
and perform its obligations under this Agreement, and to consummate the
transactions set forth herein. The consummation of the transactions contemplated
by this Agreement is in the ordinary course of CitiMortgage's business and will
not conflict with, or result in a breach of, any of the terms, conditions or
provisions of CitiMortgage's charter or by-laws or any legal restriction, or any
material agreement or instrument to which CitiMortgage is now a party or by
which it is bound, or result in the violation of any law, rule, regulation,
order, judgment or decree to which CitiMortgage or its property is subject. The
execution, delivery and performance by
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CitiMortgage of this Agreement and the consummation by it of the transactions
contemplated hereby, have been duly authorized by all necessary corporate action
on part of CitiMortgage. This Agreement has been duly executed and delivered by
CitiMortgage and, upon the due authorization, execution and delivery by Assignor
and Assignee, will constitute the valid and legally binding obligation of
CitiMortgage enforceable against CitiMortgage in accordance with its terms
except as enforceability may be limited by bankruptcy, reorganization,
insolvency, moratorium or other similar laws now or hereafter in effect relating
to creditors' rights generally, and by general principles of equity regardless
of whether enforceability is considered in a proceeding in equity or at law; and
(c) No consent, approval, order or authorization of, or declaration, filing
or registration with, any governmental entity is required to be obtained or made
by CitiMortgage in connection with the execution, delivery or performance by
CitiMortgage of this Agreement, or the consummation by it of the transactions
contemplated hereby.
RECOGNITION OF ASSIGNEE
6. From and after the date hereof, CitiMortgage shall recognize Assignee as
owner of the Mortgage Loans and will service the Mortgage Loans in accordance
with the September Servicing Agreement, as if Assignee and CitiMortgage had
entered into a separate servicing agreement for the servicing of the Mortgage
Loans in the form of the September Servicing Agreement, the terms of which are
incorporated herein by reference. It is the intention of Assignor, CitiMortgage
and Assignee that the Agreement will constitute a separate and distinct
servicing agreement, and the entire agreement, between CitiMortgage and Assignee
to the extent of the Mortgage Loans and shall be binding upon and for the
benefit of the respective successors and assigns of the parties hereto.
7. The Mortgage Loans shall be serviced by CitiMortgage for Assignee in
accordance with all applicable state, federal and local laws as well as in
conformity with the provisions of the applicable Mortgages and Mortgage Notes,
and pursuant to the terms and conditions of this Agreement.
8. CitiMortgage acknowledges that Xxxxx Fargo Bank, N.A. (the "Master
Servicer" and "Securities Administrator") has been appointed as the master
servicer of the Assigned Loans pursuant to the Pooling and Servicing Agreement,
dated as of October 1, 2006, by and among the Assignee, the Master Servicer, the
Securities Administrator and HSBC Bank USA, National Association (the "Pooling
and Servicing Agreement"). CitiMortgage shall deliver all reports required to be
delivered under the September Servicing Agreement to:
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Xxxxx Fargo Bank, N.A.
0000 Xxx Xxxxxxxxx Xxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xxxxxxx Xxxxx Mortgage Investors, Inc., Series 2006-AF2
9. CitiMortgage hereby acknowledges that the Master Servicer has the right
to enforce all obligations of CitiMortgage under the September Servicing
Agreement acting on behalf of the MLMI 2006-AF2 trust formed pursuant to the
Pooling and Servicing Agreement, as owner of the Assigned Loans. Such rights
will include, without limitation, the right to terminate CitiMortgage, as
purchaser under the September Servicing Agreement upon the occurrence of an
event of default thereunder, the right to receive all remittances required to be
made by CitiMortgage under the September Servicing Agreement, the right to
receive all monthly reports and other data required to be delivered by
CitiMortgage under the September Servicing Agreement, the right to examine the
books and records of CitiMortgage and the right to exercise certain rights of
consent and approval of the "Seller" under the September Servicing Agreement.
Notwithstanding the foregoing, it is understood that CitiMortgage shall not be
obligated to defend and indemnify and hold harmless the Master Servicer, the
Assignee and the Assignor from and against any losses, damages, penalties,
fines, forfeitures, judgments and any related costs including, without
limitation, reasonable and necessary legal fees, resulting from (i) actions or
inactions of CitiMortgage which were taken or omitted upon the instruction or
direction of the Master Servicer or (ii) the failure of the Master Servicer to
perform the obligations of the "Seller" under the September Servicing Agreement
and this Agreement only to the extent that the Master Servicer has any
obligations of the "Seller". In addition, the Assignee shall indemnify
CitiMortgage and hold it harmless against any and all claims, losses, damages,
penalties, fines, forfeitures, reasonable and necessary legal fees and related
costs, judgments, and any other costs, fees and expenses that CitiMortgage may
sustain in any way related to (a) actions or inactions of CitiMortgage which
were taken or omitted upon the instruction or direction of the Trustee or Master
Servicer, as applicable, or (b) the failure of the Trustee or the Master
Servicer, as applicable, to perform the obligations of the "Seller" under the
September Servicing Agreement and this Agreement. CitiMortgage shall make all
distributions under the September Servicing Agreement to the Master Servicer by
wire transfer of immediately available funds to:
Xxxxx Fargo Bank, N.A.
ABA Number: #000-000-000
Account Name: Corporate Trust Clearing
Account number: 0000000000
For further credit to: MLMI 2006-AF2
Distribution Account Number: 00000000
10. For purposes of both Section L and Section AA of Exhibit M of the
September Servicing Agreement, CitiMortgage is hereby notified, and CitiMortgage
hereby acknowledges receipt of such notification, that a REMIC election has been
made with respect to the Assigned Loans.
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MISCELLANEOUS
11. All demands, notices and communications related to the Mortgage Loans,
the September Servicing Agreement and this Agreement shall be in writing and
shall be deemed to have been duly given if personally delivered at or mailed by
registered mail, postage prepaid, as follows:
(a) In the case of CitiMortgage,
CitiMortgage, Inc.
0000 Xxxxxxxxxx Xxxxx, XX 00,
X'Xxxxxx, Xxxxxxxx 00000
Attention: Capital Markets
with a copy to
Investor Reporting Department, MS 314
(b) In the case of Assignee,
Xxxxxxx Xxxxx Mortgage Investors, Inc.
4 World Financial Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: MLMI 2006-AF2
(c) In the case of Assignor,
Xxxxxxx Xxxxx Mortgage Lending, Inc.
4 World Financial Center, Xxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: MLMI 2006-AF2
12. This Agreement shall be construed in accordance with the laws of the
State of New York, except to the extent preempted by Federal law, and the
obligations, rights and remedies of the parties hereunder shall be determined in
accordance with such laws.
13. No term or provision of this Agreement may be waived or modified unless
such waiver or modification is in writing and signed by the party against whom
such waiver or modification is sought to be enforced.
14. This Agreement shall inure to the benefit of the successors and assigns
of the parties hereto. Any entity into which the Assignor, Assignee or
CitiMortgage may be merged or consolidated shall, without the requirement for
any further writing, be deemed the Assignor, Assignee or CitiMortgage,
respectively, hereunder.
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15. This Agreement shall survive the conveyance of the Mortgage Loans, the
assignment of the September Servicing Agreement to the extent of the Mortgage
Loans by the Assignor to the Assignee and the termination of the September
Servicing Agreement.
16. This Agreement shall terminate upon a clean up call of the Xxxxxxx
Xxxxx Mortgage Investors Trust, Series 2006-AF2; provided, however, that the
Servicer shall continue to service the Mortgage Loans subject to such clean up
call pursuant to the September Servicing Agreement.
17. This Agreement may be executed simultaneously in any number of
counterparts. Each counterpart shall be deemed to be an original, and all such
counterparts shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day
and year first above written.
XXXXXXX XXXXX MORTGAGE LENDING, INC.
Assignor
By:
---------------------------------
Name:
-------------------------------
Title:
-----------------------------
XXXXXXX XXXXX MORTGAGE INVESTORS, INC.
Assignee
By:
---------------------------------
Name: Xxxx Park
Title: Authorized Signatory
CITIMORTGAGE, INC.
Company
By:
--------------------------------
Name:
-------------------------------
Title:
------------------------------
ACKNOWLEDGED AND AGREED:
XXXXX FARGO BANK, N.A.
Master Servicer
By:
---------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Vice President
ATTACHMENT 1
MORTGAGE LOAN SCHEDULE
[INTENTIONALLY OMITTED]
ATTACHMENT 2-A
MORTGAGE SERVICING PURCHASE AND SALE AGREEMENT,
DATED FEBRUARY 27, 2006
[INTENTIONALLY OMITTED]
ATTACHMENT 2-B
MORTGAGE SERVICING PURCHASE AND SALE AGREEMENT,
DATED MAY 31, 2006
[INTENTIONALLY OMITTED]
ATTACHMENT 2-C
MORTGAGE SERVICING PURCHASE AND SALE AGREEMENT,
DATED SEPTEMBER 1, 2006
[INTENTIONALLY OMITTED]
Exhibit A
Modifications to the September Servicing Agreement
1. The third paragraph of Section 12.01 is hereby modified by the insertion of
the word "with" following the words "shall cooperate" and by the deletion
of the words "notice of".
2. Section 12.03(e) is hereby modified by the insertion of the words ", any
Master Servicer" immediately following the words "(x) written notice to the
Seller".
3. Section 12.03(g) is hereby modified by the insertion of the words "copies
or other evidence of fidelity bond insurance and errors and omissions
insurance," immediately following the words "the person signing any
certification or statement,".
4. Section 12.04 is hereby modified by the insertion of the words "in the case
of the Depositor," before the words "upon request".
5. Section 12.05(a)(i) is hereby modified by the insertion of the words "in
the case of the Depositor," before the words "upon request" within the
parenthetical.
6. Section 12.05(a)(ii) is hereby modified by the insertion of the words "in
the case of the Depositor," before the words "upon request" within the
parenthetical.
7. Section 12.05(a)(iii) is hereby modified by replacing the word "and"
following the words "Regulation AB," with the words "to deliver" and by the
insertion of the word "and" immediately following the words "Section
12.04,".
8. Section 12.05(a)(iv) is hereby modified by the deletion of the words "if
requested by any Depositor or any Master Servicer not later than March 1 of
the calendar year in which such certification is to be delivered," and by
the insertion of the words "(in the case of the Depositor, solely if
requested prior to March 1 of the calendar year in which such certification
is to be delivered).
9. Exhibit M is hereby modified by replacing the first paragraph of Section
(N) with the following paragraph:
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On or before the fifth (5th) Business Day of each month, the Purchaser
shall furnish to the Seller or its designee, in mutually agreeable
electronic format and as to the latest Due Period, the information included
in the delinquency report set forth in Exhibit M-1, the monthly remittance
advice set forth in Exhibit M-2, and the realized loss report set forth in
Exhibit M-3 (provided that the information to be provided in each case may
be either in the form set forth in the applicable exhibit or in such other
form as the parties shall agree or have previously agreed upon), together
with such other information with respect to the Mortgage Loans as the
Seller may reasonably require to allocate distributions made pursuant to
this Agreement and to provide appropriate statements in connection
therewith.
10. Exhibit M is hereby modified by the deletion of sections (S) and (T) and
Subsection (i) of Section (W).
11. Exhibit M is hereby modified by the deletion, from paragraph (b) of Section
(Y), the words "without cause, including without limitation upon exercise
of any clean up call with respect to a Reconstitution" and by the insertion
in such paragraph, immediately following the words "with respect to the
Servicing so terminated" the words "; provided, no such termination fee
shall be payable in any case of termination for cause or termination
pursuant to the exercise of any clean up call with respect to a
Reconstitution".
12. Exhibit M-1 is hereby modified by replacing such exhibit in its entirety
with Exhibit B-1 to this Assignment, Assumption and Recognition Agreement .
13. Exhibit M-2 is hereby modified by replacing such exhibit in its entirety
with Exhibit B-2 to this Assignment, Assumption and Recognition Agreement .
14. The September Servicing Agreement is hereby modified by the addition of a
new Exhibit M-3, which shall be identical to Exhibit B-3 to this
Assignment, Assumption and Recognition Agreement
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Exhibit B-1
Monthly Report
MAX
COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT SIZE
---------------------- --------------------------------------------------- ------- ---------------------------------- ----
SER_INVESTOR_NBR A value assigned by the Servicer to define a group Text up to 10 digits 20
of loans.
LOAN_NBR A unique identifier assigned to each loan by the Text up to 10 digits 10
investor.
SERVICER_LOAN_NBR A unique number assigned to a loan by the Text up to 10 digits 10
Servicer. This may be different than the LOAN_NBR.
BORROWER_NAME The borrower name as received in the file. It is Maximum length of 30 (Last, First) 30
not separated by first and last name.
SCHED_PAY_AMT Scheduled monthly principal and scheduled interest 2 No commas(,) or dollar signs ($) 11
payment that a borrower is expected to pay, P&I
constant.
NOTE_INT_RATE The loan interest rate as reported by the Servicer. 4 Max length of 6 6
NET_INT_RATE The loan gross interest rate less the service fee 4 Max length of 6 6
rate as reported by the Servicer.
SERV_FEE_RATE The servicer's fee rate for a loan as reported by 4 Max length of 6 6
the Servicer.
SERV_FEE_AMT The servicer's fee amount for a loan as reported 2 No commas(,) or dollar signs ($) 11
by the Servicer.
NEW_PAY_AMT The new loan payment amount as reported by the 2 No commas(,) or dollar signs ($) 11
Servicer.
NEW_LOAN_RATE The new loan rate as reported by the Servicer. 4 Max length of 6 6
ARM_INDEX_RATE The index the Servicer is using to calculate a 4 Max length of 6 6
forecasted rate.
ACTL_BEG_PRIN_BAL The borrower's actual principal balance at the 2 No commas(,) or dollar signs ($) 11
beginning of the processing cycle.
ACTL_END_PRIN_BAL The borrower's actual principal balance at the end 2 No commas(,) or dollar signs ($) 11
of the processing cycle.
BORR_NEXT_PAY_DUE_DATE The date at the end of processing cycle that the MM/DD/YYYY 10
borrower's next payment is due to the Servicer, as
reported by Servicer.
SERV_CURT_AMT_1 The first curtailment amount to be applied. 2 No commas(,) or dollar signs ($) 11
SERV_CURT_DATE_1 The curtailment date associated with the first MM/DD/YYYY 10
curtailment amount.
CURT_ADJ_ AMT_1 The curtailment interest on the first curtailment 2 No commas(,) or dollar signs ($) 11
amount, if applicable.
1
MAX
COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT SIZE
---------------------- --------------------------------------------------- ------- ---------------------------------- ----
SERV_CURT_AMT_2 The second curtailment amount to be applied. 2 No commas(,) or dollar signs ($) 11
SERV_CURT_DATE_2 The curtailment date associated with the second MM/DD/YYYY 10
curtailment amount.
CURT_ADJ_ AMT_2 The curtailment interest on the second curtailment 2 No commas(,) or dollar signs ($) 11
amount, if applicable.
SERV_CURT_AMT_3 The third curtailment amount to be applied. 2 No commas(,) or dollar signs ($) 11
SERV_CURT_DATE_3 The curtailment date associated with the third MM/DD/YYYY 10
curtailment amount.
CURT_ADJ_AMT_3 The curtailment interest on the third curtailment 2 No commas(,) or dollar signs ($) 11
amount, if applicable.
PIF_AMT The loan "paid in full" amount as reported by the 2 No commas(,) or dollar signs ($) 11
Servicer.
PIF_DATE The paid in full date as reported by the Servicer. MM/DD/YYYY 10
ACTION_CODE The standard FNMA numeric code used to Action Code Key: 15=Bankruptcy, 2
indicate the default/delinquent status of 30=Foreclosure, 60=PIF,
a particular loan. 63=Substitution, 65=Repurchase,
70=REO
INT_ADJ_AMT The amount of the interest adjustment as reported 2 No commas(,) or dollar signs ($) 11
by the Servicer.
SOLDIER_SAILOR_ADJ_AMT The Soldier and Sailor Adjustment amount, if 2 No commas(,) or dollar signs ($) 11
applicable.
NON_ADV_LOAN_AMT The Non Recoverable Loan Amount, if applicable. 2 No commas(,) or dollar signs ($) 11
LOAN_LOSS_AMT The amount the Servicer is passing as a loss, if 2 No commas(,) or dollar signs ($) 11
applicable.
SCHED_BEG_PRIN_BAL The scheduled outstanding principal amount due at 2 No commas(,) or dollar signs ($) 11
the beginning of the cycle date to be passed
through to investors.
SCHED_END_PRIN_BAL The scheduled principal balance due to investors 2 No commas(,) or dollar signs ($) 11
at the end of a processing cycle.
SCHED_PRIN_AMT The scheduled principal amount as reported by the 2 No commas(,) or dollar signs ($) 11
Servicer for the current cycle -- only
applicable for Scheduled/Scheduled Loans.
SCHED_NET_INT The scheduled gross interest amount less the 2 No commas(,) or dollar signs ($) 11
service fee amount for the current cycle
as reported by the Servicer -- only
applicable for Scheduled/Scheduled Loans.
ACTL_PRIN_AMT The actual principal amount collected by the 2 No commas(,) or dollar signs ($) 11
Servicer for the current reporting cycle
-- only applicable for Actual/Actual
Loans.
ACTL_NET_INT The actual gross interest amount less the service 2 No commas(,) or dollar signs ($) 11
fee amount for the current reporting cycle
as reported by the Servicer -- only
applicable for Actual/Actual Loans.
2
MAX
COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT SIZE
---------------------- --------------------------------------------------- ------- ---------------------------------- ----
PREPAY_PENALTY_ AMT The penalty amount received when a borrower 2 No commas(,) or dollar signs ($) 11
prepays on his loan as reported by the Servicer.
PREPAY_PENALTY_ WAIVED The prepayment penalty amount for the loan waived 2 No commas(,) or dollar signs ($) 11
by the servicer.
MOD_DATE The Effective Payment Date of the Modification for MM/DD/YYYY 10
the loan.
MOD_TYPE The Modification Type. Varchar - value can be alpha or 30
numeric
DELINQ_P&I_ADVANCE_AMT The current outstanding principal and interest 2 No commas(,) or dollar signs ($) 11
advances made by Servicer.
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Exhibit B-2
Monthly Delinquency Report
The column/header names in BOLD are the minimum fields Xxxxx Fargo must
receive from every Servicer
COLUMN/HEADER NAME DESCRIPTION DECIMAL FORMAT COMMENT
------------------ ------------------------------------------ ------- ----------------
SERVICER_LOAN_NBR A unique number assigned to a loan by the
Servicer. This may be different than the
LOAN_NBR
LOAN_NBR A unique identifier assigned to each loan
by the originator.
CLIENT_NBR Servicer Client Number
SERV_INVESTOR_NBR Contains a unique number as assigned by
an external servicer to identify a group
of loans in their system.
BORROWER_FIRST_NAME First Name of the Borrower.
BORROWER_LAST_NAME Last name of the borrower.
PROP_ADDRESS Street Name and Number of Property
PROP_STATE The state where the property located.
PROP_ZIP Zip code where the property is located.
BORR_NEXT_PAY_DUE_DATE The date that the borrower's next payment MM/DD/YYYY
is due to the servicer at the end of
processing cycle, as reported by Servicer.
LOAN_TYPE Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE The date a particular bankruptcy claim MM/DD/YYYY
was filed.
BANKRUPTCY_CHAPTER_CODE The chapter under which the bankruptcy
was filed.
BANKRUPTCY_CASE_NBR The case number assigned by the court to
the bankruptcy filing.
POST_PETITION_DUE_DATE The payment due date once the bankruptcy MM/DD/YYYY
has been approved by the courts
BANKRUPTCY_DCHRG_DISM_DATE The Date The Loan Is Removed From MM/DD/YYYY
Bankruptcy. Either by Dismissal,
Discharged and/or a Motion For Relief Was
Granted.
LOSS_MIT_APPR_DATE The Date The Loss Mitigation Was Approved MM/DD/YYYY
By The Servicer
LOSS_MIT_TYPE The Type Of Loss Mitigation Approved For
A Loan Such As;
LOSS_MIT_EST_COMP_DATE The Date The Loss Mitigation /Plan Is MM/DD/YYYY
Scheduled To End/Close
LOSS_MIT_ACT_COMP_DATE The Date The Loss Mitigation Is Actually MM/DD/YYYY
Completed
FRCLSR_APPROVED_DATE The date DA Admin sends a letter to the MM/DD/YYYY
servicer with instructions to begin
foreclosure proceedings.
ATTORNEY_REFERRAL_DATE Date File Was Referred To Attorney to MM/DD/YYYY
Pursue Foreclosure
1
FIRST_LEGAL_DATE Notice of 1st legal filed by an Attorney MM/DD/YYYY
in a Foreclosure Action
FRCLSR_SALE_EXPECTED_DATE The date by which a foreclosure sale is MM/DD/YYYY
expected to occur.
FRCLSR_SALE_DATE The actual date of the foreclosure sale. MM/DD/YYYY
FRCLSR_SALE_AMT The amount a property sold for at the 2 No commas(,) or
foreclosure sale. dollar signs ($)
EVICTION_START_DATE The date the servicer initiates eviction MM/DD/YYYY
of the borrower.
EVICTION_COMPLETED_DATE The date the court revokes legal MM/DD/YYYY
possession of the property from the
borrower.
LIST_PRICE The price at which an REO property is 2 No commas(,) or
marketed. dollar signs ($)
LIST_DATE The date an REO property is listed at a MM/DD/YYYY
particular price.
OFFER_AMT The dollar value of an offer for an REO 2 No commas(,) or
property. dollar signs ($)
OFFER_DATE_TIME The date an offer is received by DA Admin MM/DD/YYYY
or by the Servicer.
REO_CLOSING_DATE The date the REO sale of the property is MM/DD/YYYY
scheduled to close.
REO_ACTUAL_CLOSING_DATE Actual Date Of REO Sale MM/DD/YYYY
OCCUPANT_CODE Classification of how the property is
occupied.
PROP_CONDITION_CODE A code that indicates the condition of
the property.
PROP_INSPECTION_DATE The date a property inspection is MM/DD/YYYY
performed.
APPRAISAL_DATE The date the appraisal was done. MM/DD/YYYY
CURR_PROP_VAL The current "as is" value of the 2
property based on brokers price opinion
or appraisal.
REPAIRED_PROP_VAL The amount the property would be worth if 2
repairs are completed pursuant to a
broker's price opinion or appraisal.
IF APPLICABLE:
DELINQ_STATUS_CODE FNMA Code Describing Status of Loan
DELINQ_REASON_CODE The circumstances which caused a borrower
to stop paying on a loan. Code
indicates the reason why the loan is in
default for this cycle.
MI_CLAIM_FILED_DATE Date Mortgage Insurance Claim Was Filed MM/DD/YYYY
With Mortgage Insurance Company.
MI_CLAIM_AMT Amount of Mortgage Insurance Claim Filed No commas(,) or
dollar signs ($)
MI_CLAIM_PAID_DATE Date Mortgage Insurance Company Disbursed MM/DD/YYYY
Claim Payment
MI_CLAIM_AMT_PAID Amount Mortgage Insurance Company Paid On 2 No commas(,) or
Claim dollar signs ($)
2
POOL_CLAIM_FILED_DATE Date Claim Was Filed With Pool Insurance MM/DD/YYYY
Company
POOL_CLAIM_AMT Amount of Claim Filed With Pool Insurance 2 No commas(,) or
Company dollar signs ($)
POOL_CLAIM_PAID_DATE Date Claim Was Settled and The Check Was MM/DD/YYYY
Issued By The Pool Insurer
POOL_CLAIM_AMT_PAID Amount Paid On Claim By Pool Insurance 2 No commas(,) or
Company dollar signs ($)
FHA_PART_A_CLAIM_FILED_DATE Date FHA Part A Claim Was Filed With HUD MM/DD/YYYY
FHA_PART_A_CLAIM_AMT Amount of FHA Part A Claim Filed 2 No commas(,) or
dollar signs ($)
FHA_PART_A_CLAIM_PAID_DATE Date HUD Disbursed Part A Claim Payment MM/DD/YYYY
FHA_PART_A_CLAIM_PAID_AMT Amount HUD Paid on Part A Claim 2 No commas(,) or
dollar signs ($)
FHA_PART_B_CLAIM_FILED_DATE Date FHA Part B Claim Was Filed With HUD MM/DD/YYYY
FHA_PART_B_CLAIM_AMT Amount of FHA Part B Claim Filed 2 No commas(,) or
dollar signs ($)
FHA_PART_B_CLAIM_PAID_DATE Date HUD Disbursed Part B Claim Payment MM/DD/YYYY
FHA_PART_B_CLAIM_PAID_AMT Amount HUD Paid on Part B Claim 2 No commas(,) or
dollar signs ($)
VA_CLAIM_FILED_DATE Date VA Claim Was Filed With the MM/DD/YYYY
Veterans Admin
VA_CLAIM_PAID_DATE Date Veterans Admin. Disbursed VA Claim MM/DD/YYYY
Payment
VA_CLAIM_PAID_AMT Amount Veterans Admin. Paid on VA Claim 2 No commas(,) or
dollar signs ($)
MOTION_FOR_RELIEF_DATE The date the Motion for Relief was filed 10 MM/DD/YYYY
FRCLSR_BID_AMT The foreclosure sale bid amount 11 No commas(,) or
dollar signs ($)
FRCLSR_SALE_TYPE The foreclosure sales results: REO, Third
Party, Conveyance to HUD/VA
REO_PROCEEDS The net proceeds from the sale of the REO No commas(,) or
property. dollar signs ($)
BPO_DATE The date the BPO was done.
CURRENT_BPO_VAL The current "as is" value of th property
based on a brokers price opinion.
REPAIRED_BPO_PROP_VAL The amount the property would be worth if
repairs are completed pursuant to a
broker's price opinion.
CURR_APP_VAL The current "as is" value of the 11 No commas(,) or
property based on an appraisal. dollar signs ($)
CURRENT_FICO The current FICO score
3
HAZARD_CLAIM_FILED_DATE The date the Hazard Claim was filed with 10 MM/DD/YYYY
the Hazard Insurance Company.
HAZARD_CLAIM_AMT The amount of the Hazard Insurance Claim 11 No commas(,) or
filed. dollar signs ($)
HAZARD_CLAIM_PAID_DATE The date the Hazard Insurance Company 10 MM/DD/YYYY
disbursed the claim payment.
HAZARD_CLAIM_PAID_AMT The amount the Hazard Insurance Company 11 No commas(,) or
paid on the claim. dollar signs ($)
POOL_CLAIM_FILED_DATE The date the claim was filed with the 10 MM/DD/YYYY
Pool Insurance Company.
POOL_CLAIM_AMT The amount of the claim filed with the 11 No commas(,) or
Pool Insurance Company. dollar signs ($)
POOL_CLAIM_PAID_DATE The date the claim was settled and the 10 MM/DD/YYYY
check was issued by the Pool Insurer.
POOL_CLAIM_AMT_PAID The amount paid on the claim by the Pool 11 No commas(,) or
Insurance Company. dollar signs ($)
FORECLOSURE_FLAG Y or N Text
BANKRUPTCY_FLAG Y or N Text
NOD_DATE MM/DD/YYYY
MI_CLAIM_DATE Date Mortgage Insurance is filed MM/DD/YYYY
NOI_DATE MM/DD/YYYY
ACTUAL_PAYMENT_PLAN_START_DATE MM/DD/YYYY
ACTUAL_PAYMENT_ PLAN_END_DATE
LIST_DATE MM/DD/YYYY
VACANCY/OCCUPANCY_STATUS The Occupancy status of the defaulted Text
loan's collateral
ACTUAL_REO_START_DATE MM/DD/YYYY
SALES_PRICE Number
UPB_LIQUIDATION Outstanding Pricipal Balance of the loan Number
upon Liquidation
REALIZED_LOSS/GAIN As defined in the Servicing Agreement Number
4
LIQUIDATION_PROCEEDS Number
PREPAYMENT_CHARGES_COLLECTED The amount of Prepayment Charges received Number
PREPAYMENT_CALCULATION The formula behind the prepayment charge Text
PAYOFF_DATE The date on which the loan was paid off MM/DD/YYYY
5
Standard File Codes - Delinquency Reporting
The LOSS MIT TYPE field should show the approved Loss Mitigation Code as
follows:
- ASUM- Approved Assumption
- BAP- Borrower Assistance Program
- CO- Charge Off
- DIL- Deed-in-Lieu
- FFA- Formal Forbearance Agreement
- MOD- Loan Modification
- PRE- Pre-Sale
- SS- Short Sale
- MISC- Anything else approved by the PMI or Pool Insurer
NOTE: Xxxxx Fargo Bank will accept alternative Loss Mitigation Types to those
above, provided that they are consistent with industry standards. If Loss
Mitigation Types other than those above are used, the Servicer must supply Xxxxx
Fargo Bank with a description of each of the Loss Mitigation Types prior to
sending the file.
The OCCUPANT CODE field should show the current status of the property code as
follows:
- Mortgagor
- Tenant
- Unknown
- Vacant
The PROPERTY CONDITION field should show the last reported condition of the
property as follows:
- Damaged
- Excellent
- Fair
- Gone
- Good
- Poor
- Special Hazard
- Unknown
6
STANDARD FILE CODES - DELINQUENCY REPORTING, CONTINUED
The FNMA DELINQUENT REASON CODE field should show the Reason for Delinquency as
follows:
DELINQUENCY CODE DELINQUENCY DESCRIPTION
---------------- -----------------------
001 FNMA-Death of principal mortgagor
002 FNMA-Illness of principal mortgagor
003 FNMA-Illness of mortgagor's family member
004 FNMA-Death of mortgagor's family member
005 FNMA-Marital difficulties
006 FNMA-Curtailment of income
007 FNMA-Excessive Obligation
008 FNMA-Abandonment of property
009 FNMA-Distant employee transfer
011 FNMA-Property problem
012 FNMA-Inability to sell property
013 FNMA-Inability to rent property
014 FNMA-Military Service
015 FNMA-Other
016 FNMA-Unemployment
017 FNMA-Business failure
019 FNMA-Casualty loss
022 FNMA-Energy environment costs
023 FNMA-Servicing problems
026 FNMA-Payment adjustment
027 FNMA-Payment dispute
029 FNMA-Transfer of ownership pending
030 FNMA-Fraud
031 FNMA-Unable to contact borrower
INC FNMA-Incarceration
7
STANDARD FILE CODES - DELINQUENCY REPORTING, CONTINUED
The FNMA DELINQUENT STATUS CODE field should show the Status of Default as
follows:
STATUS CODE STATUS DESCRIPTION
----------- ------------------
09 Forbearance
17 Pre-foreclosure Sale Closing Plan Accepted
24 Government Seizure
26 Refinance
27 Assumption
28 Modification
29 Charge-Off
30 Third Party Sale
31 Probate
32 Military Indulgence
43 Foreclosure Started
44 Deed-in-Lieu Started
49 Assignment Completed
61 Second Lien Considerations
62 Veteran's Affairs-No Bid
63 Veteran's Affairs-Refund
64 Veteran's Affairs-Buydown
65 Chapter 7 Bankruptcy
66 Chapter 11 Bankruptcy
67 Chapter 13 Bankruptcy
8
Exhibit B-3
Realized Loss Report
XXXXX FARGO BANK, N.A.
CALCULATION OF REALIZED LOSS/GAIN
Prepared by: __________________ Date: _______________
Phone: ______________________ Email Address:_____________________
________________________ ________________________ __________________________
Servicer Loan No. Servicer Name Servicer Address
XXXXX FARGO BANK, N.A. Loan No._____________________________
Borrower's Name:__________________________________________________
Property Address:__________________________________________________________
LIQUIDATION AND ACQUISITION EXPENSES:
(1) Actual Unpaid Principal Balance of Mortgage Loan $____________________ (1)
(2) Interest accrued at Net Rate _____________________ (2)
(3) Accrued Servicing Fees _____________________ (3)
(4) Attorney's Fees _____________________ (4)
(5) Taxes _____________________ (5)
(6) Property Maintenance _____________________ (6)
(7) MI/Hazard Insurance Premiums _____________________ (7)
(8) Utility Expenses _____________________ (8)
(9) Appraisal/BPO _____________________ (9)
(10) Property Inspections _____________________ (10)
(11) FC Costs/Other Legal Expenses _____________________ (11)
(12) Other (itemize) $____________________ (12)
Cash for Keys__________________________ _____________________
HOA/Condo Fees_______________________ _____________________
_____________________________________ _____________________
_____________________________________ _____________________
TOTAL EXPENSES $____________________ (13)
CREDITS:
(14) Escrow Balance $____________________ (14)
(15) HIP Refund _____________________ (15)
(16) Rental Receipts _____________________ (16)
(17) Hazard Loss Proceeds _____________________ (17)
(18) Primary Mortgage Insurance Proceeds _____________________ (18)
1
(19) Pool Insurance Proceeds _____________________ (19)
(20) Proceeds from Sale of Acquired Property _____________________ (20)
(21) Other (itemize) _____________________ (21)
_______________________________________ _____________________
_______________________________________ _____________________
TOTAL CREDITS $____________________ (22)
TOTAL REALIZED LOSS (OR AMOUNT OF GAIN) $____________________ (23)
CALCULATION OF REALIZED LOSS/GAIN - INSTRUCTION SHEET
The numbers on the form correspond with the numbers listed below.
Liquidation and Acquisition Expenses:
1. The Actual Unpaid Principal Balance of the Mortgage Loan. For
documentation, an Amortization Schedule from date of default through
liquidation breaking out the net interest and servicing fees advanced
is required.
2. The Total Interest Due less the aggregate amount of servicing fee that
would have been earned if all delinquent payments had been made as
agreed. For documentation, an Amortization Schedule from date of
default through liquidation breaking out the net interest and
servicing fees advanced is required.
3. Accrued Servicing Fees based upon the Scheduled Principal Balance of
the Mortgage Loan as calculated on a monthly basis. For documentation,
an Amortization Schedule from date of default through liquidation
breaking out the net interest and servicing fees advanced is required.
4-12. Complete as applicable. All line entries must be supported by copies
of appropriate statements, vouchers, receipts, bills, canceled checks,
etc., to document the expense. Entries not properly documented will
not be reimbursed to the Servicer.
13. The total of lines 1 through 12.
Credits:
14-21. Complete as applicable. All line entries must be supported by copies
of the appropriate claims forms, EOBs, HUD-1 and/or other proceeds
verification, statements, payment checks, etc. to document the credit.
If the Mortgage Loan is subject to a Bankruptcy Deficiency, the
difference between the Unpaid Principal Balance of the Note prior to
the Bankruptcy Deficiency and the Unpaid Principal Balance as reduced
by the Bankruptcy Deficiency should be input on line 20.
22. The total of lines 14 through 21.
2
Please note: For HUD/VA loans, use line (15) for Part A/Initial proceeds
and line (16) for Part B/Supplemental proceeds.
Total Realized Loss (or Amount of Any Gain)
23. The total derived from subtracting line 22 from 13. If the amount
represents a realized gain, show the amount in parenthesis (_______).
3
