BEAR STEARNS ASSET BACKED SECURITIES I LLC SunTrust Alternative Loan Trust, Series 2006-1F Mortgage Pass-Through Certificates, Series 2006-1F TERMS AGREEMENT
EXECUTION
BEAR XXXXXXX ASSET BACKED SECURITIES I LLC
SunTrust Alternative Loan Trust, Series 2006-1F
Mortgage Pass-Through Certificates, Series 2006-1F
Dated: as of May 26, 2006
To:
BEAR XXXXXXX ASSET BACKED SECURITIES I LLC
Re:
Underwriting Agreement, dated May 26, 2006
Underwriters:
Bear, Xxxxxxx & Co. Inc., SunTrust Capital Markets, Inc. and UBS Securities LLC (the “Underwriters”)
Series Designation:
Series 2006-1F
Class Designation Schedule of the Certificates: Class I-A-1, Class I-A-2, Class I-A-3, Class I-A-4, Class II-A, Class III-A, Class III-S, Class PO, Class X, Class A-R, Class B-1, Class B-2 and Class B-3 Certificates (the “Certificates”)
Terms of the Certificates:
Class | Original Certificate Principal Balance | Pass-Through |
I-A-1 | $17,065,000 | 6.00% |
I-A-2 | $36,900,000 | 6.00% |
I-A-3 | $34,691,600 | 6.00% |
I-A-4 | $7,313,300 | 6.00% |
II-A | $232,991,100 | 6.50% |
III-A | $123,989,100 | (1) |
III-S | (2) | (1) |
PO | $1,560,764 | (3) |
X | (2) | (1) |
A-R | $100 | 6.00% |
B-1 | $13,750,200 | (1) |
B-2 | $10,501,200 | (1) |
B-3 | $8,000,200 | (1) |
_________________
(1) The pass-through rates on these classes are variable rates as described under “Summary—Description of the Certificates—Pass-Through Rates” in the Prospectus Supplement.
(2) Notional Amount. The Class III-S and Class X Certificates will pay only interest calculated on notional amounts as described in the Prospectus Supplement.
(3) The Class PO Certificates will pay only principal and are not entitled to distributions of interest.
The initial certificate principal balance of each class is subject to a variance of plus or minus 10%.
The Certificates purchased by the Underwriters will be offered from time to time by the Underwriter in negotiated transactions at varying prices to be determined at the time of sale.
Defined Terms: Terms not otherwise defined herein shall have the meanings given to such terms in the Pooling and Servicing Agreement, dated as of May 1, 2006, among Bear Xxxxxxx Asset Backed Securities I LLC, as depositor, SunTrust Mortgage, Inc., as sponsor, seller and servicer, HSBC Bank USA, National Association, as trustee and Xxxxx Fargo Bank, N.A., as master servicer and securities administrator.
Form of Certificates Being Purchased by the Underwriter: Book-Entry.
Distribution Dates: The 25th day of each month or, if such 25th day is not a business day, the next succeeding business day beginning in June 2006.
Certificate Rating for the Certificates Being Purchased by the Underwriter:
Class | Ratings | |
Fitch | Xxxxx’x | |
I-A-1 | AAA | Aaa |
I-A-2 | AAA | Aaa |
I-A-3 | AAA | Aaa |
I-A-4 | AAA | Aaa |
II-A | AAA | Aaa |
III-A | AAA | Aaa |
III-S | AAA | Aaa |
PO | AAA | Aaa |
X | AAA | Aaa |
A-R | AAA | Aaa |
B-1 | AA | Aa2 |
B-2 | A | A2 |
B-3 | BBB | Baa2 |
Mortgage Assets: The Mortgage Loans to be included in the Trust Fund are as described in Annex A hereto.
Purchase Price: The aggregate purchase price payable by the Underwriters for the Certificates covered by this Agreement is set forth below:
Class | Bear, Xxxxxxx & Co. | SunTrust Capital Markets, Inc. | UBS Securities, LLC | Purchase Price |
I-A-1 | $6,826,000 | $6,826,000 | $3,413,000 | 98.72766% |
I-A-2 | $14,760,000 | $14,760,000 | $7,380,000 | 98.62386% |
I-A-3 | $13,876,640 | $13,876,640 | $6,938,320 | 100.40739% |
I-A-4 | $2,925,320 | $2,925,320 | $1,462,660 | 95.88185% |
II-A | $93,196,440 | $93,196,440 | $46,598,220 | 100.30469% |
III-A | $49,595,640 | $49,595,640 | $24,797,820 | 99.86249% |
III-S | $49,595,640 | $49,595,640 | $24,797,820 | 3.578125% |
PO | $624,306 | $624,306 | $312,153 | 67.00000% |
X | $6,756,448 | $6,756,448 | $3,378,224 | 0.54500% |
A-R | $100 | $0 | $0 | 0.00000% |
B-1 | $5,500,080 | $5,500,080 | $2,750,040 | 100.50718% |
B-2 | $4,200,480 | $4,200,480 | $2,100,240 | 97.80010% |
B-3 | $3,200,080 | $3,200,080 | $1,600,040 | 90.27018% |
Credit Enhancement: Credit enhancement shall be provided by the subordination of the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates and limited cross-collateralization.
Closing Date: May 30, 2006.
Definitive Free Writing Prospectus: The Free Writing Prospectus dated May 23, 2006, together with the Prospectus.
Prospectus Supplement: The Prospectus Supplement dated May 26, 2006, together with the Prospectus.
The undersigned, as Underwriters, agree, subject to the terms and provisions of the above-referenced Underwriting Agreement, which is incorporated herein in its entirety and made a part hereof, to purchase the respective principal amounts of the Classes of the above-referenced Series of Certificates as set forth herein.
BEAR, XXXXXXX & CO. INC.
By: /s/ Xxxxx Xxxxxxxxxxx
Name:
Xxxxx Xxxxxxxxxxx
Title:
Senior Managing Director
SUNTRUST CAPITAL MARKETS, INC.
By: /s/ Xxxxx X. Xxxxxxxx
Name:
Xxxxx X. Xxxxxxxx
Title: Managing Director
UBS SECURITIES LLC
By:/s/ Xxxxxxx Xxxxxxxxxxx
Name:
Xxxxxxx Xxxxxxxxxxx
Title: Associate Director
By: /s/ Xxxxxx Xxxxxx
Name:
Xxxxxx Xxxxxx
Title: Associate Director
Accepted:
BEAR XXXXXXX ASSET BACKED
SECURITIES I LLC
By: /s/ Xxxxxxx Xxxxxxx
Name:
Xxxxxxx Xxxxxxx
Title: CEO & President
SCHEDULE I
Underwriters | |||
Class | Bear, Xxxxxxx & Co. Inc. | SunTrust Capital Markets, Inc. | UBS Securities LLC |
I-A-1 | $6,826,000 | $6,826,000 | $3,413,000 |
I-A-2 | $14,760,000 | $14,760,000 | $7,380,000 |
I-A-3 | $13,876,640 | $13,876,640 | $6,938,320 |
I-A-4 | $2,925,320 | $2,925,320 | $1,462,660 |
II-A | $93,196,440 | $93,196,440 | $46,598,220 |
III-A | $49,595,640 | $49,595,640 | $24,797,820 |
III-S | $49,595,640 | $49,595,640 | $24,797,820 |
PO | $624,306 | $624,306 | $312,153 |
X | $6,756,448 | $6,756,448 | $3,378,224 |
A-R | $100 | $0 | $0 |
B-1 | $5,500,080 | $5,500,080 | $2,750,040 |
B-2 | $4,200,480 | $4,200,480 | $2,100,240 |
B-3 | $3,200,080 | $3,200,080 | $1,600,040 |
Total | $251,057,174 | $251,057,074 | $125,528,537 |
Annex A
Mortgage Loan Schedule
[Available Upon Request]
