EXECUTION
RECONSTITUTED SERVICING AGREEMENT
THIS RECONSTITUTED SERVICING AGREEMENT (this "Agreement"), entered
into as of the 1st day of May, 2000, by and between XXXXXX CAPITAL, A DIVISION
OF XXXXXX BROTHERS HOLDINGS INC., a Delaware corporation ("Xxxxxx Capital"),
and XXXXX FARGO HOME MORTGAGE, INC., a California corporation (formerly known
as Norwest Mortgage, Inc. and referred to herein as the "Servicer"), recites
and provides as follows:
RECITALS
WHEREAS, Xxxxxx Capital has conveyed certain Mortgage Loans
identified on Schedule I hereto (the "Serviced Mortgage Loans") to Structured
Asset Securities Corporation, a Delaware special purpose corporation
("SASCO"), which in turn has conveyed the Serviced Mortgage Loans to First
Union National Bank, a national banking association, as trustee (the
"Trustee"), under a trust agreement, dated as of August 1, 2000 (the "Trust
Agreement"), among the Trustee, Xxxxx Fargo Bank Minnesota, National
Association, as master servicer ("Xxxxx Fargo Bank," and, together with any
successor Master Servicer appointed pursuant to the provisions of the Trust
Agreement, the "Master Servicer"), SASCO, Xxxxxx Brothers Holdings Inc., as
seller, The Murrayhill Company, as loss mitigation advisor, and the Federal
Home Loan Mortgage Corporation, as guarantor (the "Guarantor").
WHEREAS, multiple classes of certificates (the "Certificates"),
including the Class X Certificate, will be issued on the Closing Date pursuant
to the Trust Agreement, and Xxxxxx Brothers Inc. or a nominee thereof
(together with any successor in interest thereto and any permitted assignee or
transferee thereof, the "Directing Holder") is expected to be the initial
registered holder of the Class X Certificate.
WHEREAS, the Serviced Mortgage Loan are currently being serviced by
the Servicer pursuant to a Seller's Warranties and Servicing Agreement between
Xxxxxx Brothers Bank, FSB (the "Bank") and the Servicer, dated as of March 1,
2000 for Adjustable and Fixed Rate Mortgage Loans (DAcc 2000-WO2) (the
"SWSA").
WHEREAS, pursuant to an Assignment, Assumption and Recognition
Agreement, dated as of August 1, 2000, the Bank has assigned all of its
rights, title and interest in the Serviced Mortgage Loans to Xxxxxx Capital
and delegated all of its duties and obligations as purchaser under the SWSA to
Xxxxxx Capital, and Xxxxxx Capital has accepted such assignment and
delegation.
WHEREAS, Xxxxxx Capital desires that the Servicer continue to service
the Serviced Mortgage Loans, and the Servicer has agreed to do so, subject to
the rights of the Directing Holder, the Master Servicer and the Guarantor to
terminate the rights and obligations of the Servicer hereunder as set forth
herein and to the other conditions set forth herein.
WHEREAS, Xxxxxx Capital and the Servicer agree that the provisions of
the SWSA shall apply to the Serviced Mortgage Loans, but only to the extent
provided herein and that this Agreement shall constitute a Reconstitution
Agreement which shall govern the Serviced Mortgage Loans for so long as such
Serviced Mortgage Loans remain subject to the provisions of the Trust
Agreement.
WHEREAS, the Master Servicer and any successor master servicer shall
be obligated, among other things, to supervise the servicing of the Serviced
Mortgage Loans on behalf of the Trustee, and shall have the right, under
certain circumstances, to terminate the rights and obligations of the Servicer
under this Agreement.
WHEREAS, Xxxxxx Capital and the Servicer intend that each of the
Master Servicer, the Directing Holder, the Trustee and the Guarantor is an
intended third party beneficiary of this Agreement.
NOW, THEREFORE, in consideration of the mutual agreements hereinafter
set forth and for other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, Xxxxxx Capital and the Servicer
hereby agree as follows:
AGREEMENT
1. Definitions. Capitalized terms used and not defined in this
Agreement, including Exhibit A hereto and any provisions of the SWSA between
Xxxxxx Capital and the Servicer incorporated by reference herein (regardless
if such terms are defined in the SWSA), shall have the meanings ascribed to
such terms in the Trust Agreement.
2. Servicing. The Servicer agrees, with respect to the Serviced
Mortgage Loans, to perform and observe the duties, responsibilities and
obligations that are to be performed and observed under the provisions of the
SWSA, except as otherwise provided herein and on Exhibit A hereto, and that
the provisions of the SWSA, as so modified, are and shall be a part of this
Agreement to the same extent as if set forth herein in full.
3. Master Servicing; Termination of Servicer. The Servicer, including
any successor servicer hereunder, shall be subject to the supervision of the
Master Servicer, which Master Servicer shall be obligated to ensure that the
Servicer services the Serviced Mortgage Loans in accordance with the
provisions of this Agreement. The Master Servicer, acting on behalf of the
Trustee and the trust fund (the "Trust Fund") created pursuant to the Trust
Agreement, shall have the same rights as Xxxxxx Brothers Bank, FSB under the
SWSA to enforce the obligations of the Servicer under the SWSA and the term
"Purchaser" as used in the SWSA in connection with any rights of the Purchaser
shall refer to the Master Servicer except as otherwise specified in Exhibit A
hereto. The Master Servicer, with the prior written consent of Xxxxxxx Mac,
shall be entitled to terminate the rights and obligations of the Servicer
under this Agreement upon the failure of the Servicer to perform any of its
obligations under this Agreement, as provided in Article X of the SWSA.
Notwithstanding anything herein to the contrary, in no event shall the Master
Servicer assume any of obligations of Xxxxxx Brothers Bank, FSB under the
SWSA; and in connection with the performance of the Master Servicer's duties
hereunder the parties and other signatories hereto agree that the Master
Servicer shall be entitled to all of the rights, protections and limitations
of liability afforded to the Master Servicer under the Trust Agreement.
4. Compliance with HOEPA. The Servicer, in its origination practices,
is currently in compliance with the Home Ownership and Equity Protection Act
("HOEPA") and will continue to operate its business in compliance with HOEPA.
5. No Representations. Neither the Servicer nor the Master Servicer
shall be obligated or required to make any representations and warranties
regarding the characteristics of the Serviced Mortgage Loans in connection
with the transactions contemplated by the Trust Agreement and issuance of the
Certificates issued pursuant thereto.
6. Notices. All notices and communications between or among the
parties hereto (including any third party beneficiary thereof) or required to
be provided to the Trustee shall be in writing and shall be deemed received or
given when mailed first-class mail, postage prepaid, addressed to each other
party at its address specified below or, if sent by facsimile or electronic
mail, when facsimile or electronic confirmation of receipt by the recipient is
received by the sender of such notice. Each party may designate to the other
parties in writing, from time to time, other addresses to which notices and
communications hereunder shall be sent.
7. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED
IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, NOTWITHSTANDING NEW
YORK OR OTHER CHOICE OF LAW RULES TO THE CONTRARY.
8. Counterparts. This Agreement may be executed in any number of
counterparts, each of which when so executed shall be deemed to be an
original, but all of which counterparts shall together constitute but one and
the same instrument.
9. Reconstitution. Xxxxxx Capital and the Servicer agree that this
Agreement is a "Reconstitution Agreement", and that the date hereof is the
"Reconstitution Date", each as defined in the SWSA.
10. Notices and Remittances to the Master Servicer and Trustee. All
notices required to be delivered to the Master Servicer under this Agreement
shall be delivered to the Master Servicer at the following address:
Xxxxx Fargo Bank Minnesota, National Association
00000 Xxxxxx Xxxx Xxxxxxx
Xxxxxxxx, Xxxxxxxx 00000
Attn: Master Servicing Department, ARC 2000-BC3
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
All remittances required to be made to the Master Servicer under this
Agreement shall be made to the following wire account:
Xxxxx Fargo Bank Minnesota, National Association
Minneapolis, Minnesota
ABA#: 000-000-000
Account Name: Corporate Trust Clearing
Account Number: 0000000000
For further credit to: Collection Account No. 00000000
(ARC 2000-BC3)
All notices required to be delivered to the Trustee hereunder shall
be delivered to the Trustee at the following address:
First Union National Bank
000 X. Xxxxx Xxxxxx - N.C. 1179
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000-0000
Attention: Structured Finance Trust Services (ARC 2000-BC3)
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
All notices required to be delivered to the Guarantor hereunder shall
be delivered to the Guarantor at the following address:
Federal Home Loan Mortgage Corporation
0000 Xxxxx Xxxxxx Xxxx
XxXxxx, Xxxxxxxx 00000
Attention: Structured Finance - Director of Specialized
Business Services
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
Executed as of the day and year first above written.
XXXXXX CAPITAL, A DIVISION OF
XXXXXX BROTHERS HOLDINGS INC.
By: /s/ Xxxxxxx Xxxxxxxxxx
----------------------------------
Name: Xxxxxxx Xxxxxxxxxx
Title: Authorized Signatory
XXXXX FARGO HOME MORTGAGE, INC.
By: /s/ Xxxxxx Xxxxxxx
----------------------------------
Name: Xxxxxx Xxxxxxx
Title: Vice President
Acknowledged by:
XXXXX FARGO BANK MINNESOTA, NATIONAL ASSOCIATION,
as Master Servicer
By: /s/ Xxxxx X. Xxxxxx
----------------------------------
Name: Xxxxx X. Xxxxxx
Title: Assistant Vice President
FIRST UNION NATIONAL BANK,
as Trustee
By: /s/ Xxxxxxxxx X. Xxxxx
-----------------------------------
Name: Xxxxxxxxx X. Xxxxx
Title: Trust Officer
FEDERAL HOME LOAN MORTGAGE CORPORATION,
as Guarantor
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Director- Securities Servicing & Processing
EXHIBIT A
Modifications to the SWSA
1. Unless otherwise specified herein, any provisions of the SWSA,
including definitions, relating to (i) representations and warranties
relating to the Mortgage Loans and not relating to the servicing of
the Mortgage Loans, (ii) Mortgage Loan repurchase obligations, (iii)
Whole Loan and Pass-Through Transfers and Reconstitution, and (iv)
Assignments of Mortgage, shall be disregarded. The exhibits to the
SWSA and all references to such exhibits shall also be disregarded.
2. For reporting purposes, a Mortgage Loan is "delinquent" when any
payment contractually due thereon has not been made by the close of
business on the Due Date therefor. Such Mortgage Loan is "30 days
Delinquent" if such payment has not been received by the close of
business on the corresponding day of the month immediately succeeding
the month in which such payment was first due, or, if there is no
such corresponding day (e.g., as when a 30-day month follows a 31-day
month in which a payment was due on the 31st day of such month), then
on the last day of such immediately succeeding month. Similarly for
"60 days Delinquent" and the second immediately succeeding month and
"90 days Delinquent" and the third immediately succeeding month.
3. The definition of "Custodial Agreement" in Article I is hereby amended
in its entirety to read as follows:
Custodial Agreement: The custodial agreement relating to the
custody of the Serviced Mortgage Loans among U.S. Bank Trust
National Association, as Custodian, the Trustee and the
Depositor.
4. The definition of "Custodian" in Article I is hereby amended in its
entirety to read as follows:
Custodian: U.S. Bank Trust National Association or its
successor in interest or assigns or any successor to the
Custodian under the Custodial Agreement as provided therein.
5. The definition of "Determination Date" in Article I is hereby amended
in its entirety to read as follows:
Determination Date: The last day of the related Due Period
(or if such last day is not a Business Day, the Business Day
immediately preceding such last day).
6. The definition of "First Remittance Date" in Article I is hereby
amended in its entirety to read as follows:
First Remittance Date: September 18, 2000.
7. The definition of "Mortgage Loan Documents" in Article I is hereby
amended by replacing the words "addenda and riders" with the words
"addenda, riders and modification agreements" in each instance.
8. The definition of "Opinion of Counsel" in Article I is hereby amended
by changing the word "Purchaser" therein to "Trustee, Master Servicer
and the Guarantor" and adding the words ", provided that any Opinion
of Counsel relating to (a) qualification of the Mortgage Loans in a
REMIC or (b) compliance with the REMIC Provisions, must be an opinion
of counsel acceptable to the Trustee, the Guarantor and Xxxxxx
Capital, who (i) is in fact independent of the Servicer and any
master servicer of the Mortgage Loans, (ii) does not have any
material direct or indirect financial interest in the Servicer or any
master servicer of the Mortgage Loans or in an affiliate of either
and (iii) is not connected with the Servicer or any master servicer
of the Mortgage Loans as an officer, employee, director or person
performing similar functions" to the end of such definition.
9. A new definition of "Prepayment Interest Shortfall Amount" is added
to Article I immediately following the definition of "PMI Policy" to
read as follows:
Prepayment Interest Shortfall Amount: With respect to any
Mortgage Loan that was subject to a Principal Prepayment in
full or in part during any Due Period, which Principal
Prepayment was applied to such Mortgage Loan prior to such
Mortgage Loan's Due Date in such Due Period, the amount of
interest (net of the related Servicing Fee for Principal
Prepayments in full only) that would have accrued on the
amount of such Principal Prepayment during the period
commencing on the date as of which such Principal Prepayment
was applied to such Mortgage Loan and ending on the day
immediately preceding such Due Date, inclusive.
10. The definition of "Principal Prepayment Period" is hereby replaced in
its entirety by the following:
"The second day of the month immediately preceding the
Remittance Date to the first day of the month of the
Remittance Date."
11. A new definition of "Realized Loss" is added to Article I immediately
following the definition of "Qualified Substituted Mortgage Loan" to
read as follows:
Realized Loss: With respect to each Liquidated Mortgage Loan
(as defined in the Trust Agreement), an amount equal to (i) the
unpaid principal balance of such Mortgage Loan as of the date of
liquidation, minus (ii) Liquidation Proceeds received, to the extent
allocable to principal, net of amounts that are reimbursable
therefrom to the Master Servicer or the Servicer with respect to such
Mortgage Loan (other than Monthly Advances of principal) including
expenses of liquidation.
12. The definition of "Remittance Date" in Article I is hereby amended by
deleting ", beginning with the first Remittance Date".
13. The definition of "REO Property" in Article I is hereby amended
by replacing the word "Purchaser" with "Trustee and the Trust Fund".
14. Section 2.01 (Conveyance of Mortgage Loans; Possession of Mortgage
Files; Maintenance of Servicing Files) is hereby amended by deleting
the first paragraph and replacing the word "Purchaser" with the words
"Trustee and the Trust Fund" in each instance.
15. Section 2.02 (Books and Records; Transfer of Mortgage Loans) is
hereby amended to change the word "FNMA" in the last sentence of the
second paragraph of such section to "FHLMC"; to change the reference
to "Purchaser" in the first paragraph and the second sentence of the
second paragraph of such section to "Trustee and the Trust Fund"; and
by amending the third paragraph of such section to read as follows:
The Servicer shall maintain with respect to each Serviced
Mortgage Loan and shall make available for inspection by the
Master Servicer or its designee the related Servicing File
during the time the Trust Fund retains ownership of a
Mortgage Loan and thereafter in accordance with applicable
laws and regulations.
16. The parties acknowledge that the fourth paragraph of Section 2.02
shall be inapplicable to this Agreement.
17. The parties acknowledge that Section 2.03 (Custodial Agreement;
Delivery of Documents) shall be superceded by the provisions of the
Custodial Agreement.
18. Section 3.01(c) (No Conflicts) is hereby amended by deleting the
words "the acquisition of the Mortgage Loans by the Company, the sale
of the Mortgage Loans to the Purchaser".
19. Section 3.01(d) (Ability to Service) is hereby amended by deleting
the words "FNMA or" in each instance.
20. Section 3.01(f) (Ability to Perform) is hereby amended by deleting
the second and third sentences thereof.
21. Section 3.01(h) (No Consent Required) is hereby amended by deleting
the words "or the sale of the Mortgage Loans".
22. A new paragraph is hereby added at the end of Section 3.01 (Company
Representations and Warranties) to read as follows:
It is understood and agreed that the
representations and warranties set forth in Section 3.01 (a)
through (h), (l) and (o) shall survive the engagement of the
Servicer to perform the servicing responsibilities hereunder
and the delivery of the Servicing Files to the Servicer and
shall inure to the benefit of the Trustee, the Trust Fund
and the Master Servicer. Upon discovery by either the
Servicer, the Master Servicer or the Trustee of a breach of
any of the foregoing representations and warranties which
materially and adversely affects the ability of the Servicer
to perform its duties and obligations under this Agreement
or otherwise materially and adversely affects the value of
the Mortgage Loans, the Mortgaged Property or the priority
of the security interest on such Mortgaged Property or the
interest of the Trustee or the Trust Fund, the party
discovering such breach shall give prompt written notice to
the other.
Within 60 days of the earlier of either discovery
by or notice to the Servicer of any breach of a
representation or warranty set forth in Section 3.01 which
materially and adversely affects the ability of the Servicer
to perform its duties and obligations under this Agreement
or otherwise materially and adversely affects the value of
the Loans, the Mortgaged Property or the priority of the
security interest on such Mortgaged Property, the Servicer
shall use its best efforts promptly to cure such breach in
all material respects and, if such breach cannot be cured,
the Servicer shall, at the Trustee's option, assign the
Servicer's rights and obligations under this Agreement (or
respecting the affected Loans) to a successor Servicer
selected by the Trustee with the prior consent and approval
of the Master Servicer and the Guarantor. Such assignment
shall be made in accordance with Section 12.01.
In addition, the Servicer shall indemnify (from its
own funds) the Trustee, the Trust Fund, the Guarantor and
Master Servicer and hold each of them harmless against any
costs resulting from any claim, demand, defense or assertion
based on or grounded upon, or resulting from, a breach of
the Servicer's representations and warranties contained in
this Agreement. It is understood and agreed that the
remedies set forth in this Section 3.01 constitute the sole
remedies of the Master Servicer, the Trust Fund and the
Trustee respecting a breach of the foregoing representations
and warranties.
Any cause of action against the Servicer relating
to or arising out of the breach of any representations and
warranties made in Section 3.01 shall accrue upon (i)
discovery of such breach by the Servicer or notice thereof
by the Trustee or Master Servicer to the Servicer, (ii)
failure by the Servicer to cure such breach within the
applicable cure period, and (iii) demand upon the Servicer
by the Trustee or the Master Servicer for compliance with
this Agreement.
23. Section 4.01 (Company to Act as Servicer) is hereby amended by (i)
replacing the word "Purchaser" in the fifth and 21st lines of the
second paragraph thereto with "Trustee and the Trust Fund", (ii) by
changing the word "unless" in the sixth line of the second paragraph
thereof to "except in the case where" and (iii) adding the following
after the word "Loan" in the eleventh line of the second paragraph:
unless the Servicer shall have provided to the Master
Servicer, the Trustee and the Guarantor an Opinion of
Counsel in writing to the effect that such modification,
waiver or amendment would not cause an Adverse REMIC Event.
and (iii) replacing the word "Purchaser" in the eighth and 23rd line
of the second paragraph thereto with "Trustee".
24. Section 4.02 (Liquidation of Mortgage Loans) is hereby amended by
(i) adding the following to the end of the second sentence thereto:
no later than such 90th day; provided, however, that the
Company is required to commence foreclosure proceedings on
the 65th day of such delinquency if the Company determines
no alternative resolution strategy would be effective.
(ii) replacing the word "Purchaser" in the seventh and nineteenth
lines of the first paragraph thereto with "Trustee and the Trust
Fund", (iii) replacing the word "Purchaser" in the second sentence of
the second paragraph thereto with "Trust Fund", (iv) replacing the
word "Purchaser" in the last sentence of the second paragraph and the
first line of the third paragraph thereto with "Master Servicer and
Guarantor", and (v) replacing the word "Purchaser" in the fourth line
of the third paragraph thereto with "Master Servicer, with the
Guarantor's consent".
25. Section 4.04 (Establishment of and Deposits to Custodial Account) is
hereby amended as follows:
(a) the words "in trust for the Purchaser and/or subsequent
purchasers of Mortgage Loans, and various
Mortgagors-P&I" in the fourth and fifth lines of the
first sentence of the first paragraph shall be replaced
by the following: "in trust for Xxxxx Fargo Bank
Minnesota, National Association, as Master Servicer for
the ARC 2000-BC3 Trust".
(b) by amending clause (ix) to read as follows:
(ix) the amount of any Prepayment Interest
Shortfall Amount;
(c) by adding the word "and" after the semi-colon in clause
(x) and designating the two lines after clause (x) as
clause (xi).
26. Section 4.05 (Permitted Withdrawals From Custodial Account) is hereby
amended as follows:
(a) by adding the following at the beginning of clause (i):
(a) to pay any outstanding MGIC Insurance Premiums,
and (b)
(b) by replacing the last five lines of clause (ii) with
the following:
the Trust Fund; provided however, that in the event
that the Servicer determines in good faith that any
unreimbursed Monthly Advances will not be recoverable from
amounts representing late recoveries of payments of
principal or interest respecting the particular Mortgage
Loan as to which such Monthly Advance was made or from
Liquidation Proceeds or Insurance Proceeds with respect to
such Mortgage Loan, the Servicer may reimburse itself for
such amounts from the Custodial Account, it being
understood, in the case of any such reimbursement, that the
Servicer's right thereto shall be prior to the rights of the
Trust Fund;
27. Section 4.06 (Establishment of and Deposits to Escrow Account) shall
be amended by deleting the words "Purchaser and/or subsequent
purchasers of Residential Mortgage Loans, and various Mortgagors-T&I"
in the fourth and fifth lines of the first sentence of the first
paragraph, and replacing it with the following:
"in trust for Xxxxx Fargo Bank Minnesota, National
Association, as Master Servicer for the ARC 2000-BC3 Trust".
28. Section 4.09 (Protection of Accounts) is hereby amended by replacing
the word "Purchaser" in the third line thereto with "Trustee and the
Trust Fund".
29. Section 4.10 (Maintenance of Hazard Insurance) is hereby amended by
adding two new sentences to the end of the first paragraph to read
as follows:
The Company acknowledges that it is holding such policies
for the benefit of the Trust Fund. In the event a new hazard
insurance policy is obtained, such insurer must be
acceptable to FHLMC.
30. Section 4.13 (Inspections) is hereby amended by replacing the words
"FNMA or" with "FHLMC".
31. Section 4.14 (Restoration of Mortgaged Property) is hereby amended by
replacing the word "Purchaser" in the last sentence thereto with
"Trustee or Trust Fund".
32. Section 4.15 (Maintenance of PMI Policy; Claims) is hereby amended by
replacing the word "Purchaser" in the second and seventh lines
thereto with "Master Servicer, Trustee or Trust Fund".
33. Section 4.16 (Title, Management and Disposition of REO Property) is
hereby amended by (i) replacing the word "Purchaser" in the first
paragraph thereto with "Trust Fund", (ii) replacing the word
"Purchaser" in the second paragraph thereto with "the Trustee on
behalf of the Trust Fund", (iii) replacing the word "Purchaser" in
the second and last lines of the third paragraph thereof with "Trust
Fund", (iv) replacing the reference to "one year" in the eighth line
of the third paragraph thereof with "three years" and (v) adding two
new paragraphs after the third paragraph thereof to read as follows:
In the event that the Trust Fund acquires any REO Property
in connection with a default or imminent default on a Mortgage Loan,
the Servicer shall dispose of such REO Property not later than the
end of the third taxable year after the year of its acquisition by
the Trust Fund unless the Servicer has applied for and received a
grant of extension from the Internal Revenue Service to the effect
that, under the REMIC Provisions and any relevant proposed
legislation and under applicable state law, the applicable Trust
REMIC may hold REO Property for a longer period without adversely
affecting the REMIC status of such REMIC or causing the imposition of
a federal or state tax upon such REMIC. If the Servicer has received
such an extension, then the Servicer shall continue to attempt to
sell the REO Property for its fair market value for such period
longer than three years as such extension permits (the "Extended
Period"). If the Servicer has not received such an extension and the
Servicer is unable to sell the REO Property within the period ending
3 months before the end of such third taxable year after its
acquisition by the Trust Fund or if the Servicer has received such an
extension, and the Servicer is unable to sell the REO Property within
the period ending three months before the close of the Extended
Period, the Servicer shall, before the end of the three year period
or the Extended Period, as applicable, (i) purchase such REO Property
at a price equal to the REO Property's fair market value or (ii)
auction the REO Property to the highest bidder (which may be the
Servicer) in an auction reasonably designed to produce a fair price
prior to the expiration of the three-year period or the Extended
Period, as the case may be. The Trustee shall sign any document or
take any other action reasonably requested by the Servicer which
would enable the Servicer, on behalf of the Trust Fund, to request
such grant of extension.
Notwithstanding any other provisions of this Agreement, no
REO Property acquired by the Trust Fund shall be rented (or allowed
to continue to be rented) or otherwise used by or on behalf of the
Trust Fund in such a manner or pursuant to any terms that would: (i)
cause such REO Property to fail to qualify as "foreclosure property"
within the meaning of Section 860G(a)(8) of the Code; or (ii) subject
any Trust REMIC to the imposition of any federal income taxes on the
income earned from such REO Property, including any taxes imposed by
reason of Sections 860F or 860G(c) of the Code, unless the Servicer
has agreed to indemnify and hold harmless the Trust Fund with respect
to the imposition of any such taxes.
(v) deleting the first sentence of the fourth paragraph thereto, (vi)
replacing the word "sentence" with "paragraph" in the sixth line of
the fourth paragraph thereto, (vii) replacing the word "Purchaser" in
the third line of the sixth paragraph thereto with "Trust Fund" and
(viii) replacing the word "advances" in the sixth line of the sixth
paragraph thereof with "Monthly Advances".
34. Section 4.17 is hereby amended by replacing the words "Remittance
Date" with "tenth calendar day of".
35. A new Section 4.21 (Credit Reporting) is hereby added to read as
follows:
Section 4.21 Credit Reporting.
For each Mortgage Loan, the Servicer will accurately and
fully report its underlying borrower credit files to each of the
following credit repositories or their successors: Equifax Credit
Information Services, Inc., Trans Union, LLC and Experian Information
Solution, Inc., on a monthly basis in a timely manner.
36. Section 5.01 (Remittances) is amended by adding the following sentence
as the last sentence of the first paragraph thereof:
All remittances required to be made to the Master
Servicer shall be made to the following wire account:
Xxxxx Fargo Bank Minnesota, National Association
Minneapolis, Minnesota
ABA# 000-000-000
Acct #: 0000000000
Account Name: Corporate Trust Clearing
For further credit to: Collection Account No.
10191800 (ARC 2000-BC3)
37. Section 5.02 (Statements to Purchaser) is hereby amended in its
entirety to read as follows:
Section 5.02 Statements to Master Servicer.
Not later than the tenth calendar day (or if such
tenth calendar day is not a Business Day, the immediately
preceding Business Day) of each month, the Servicer shall
furnish to the Master Servicer (a) a monthly remittance
advice containing such information in the form attached
hereto as Exhibit A-1 or other format mutually acceptable to
the Servicer, the Master Servicer and Guarantor as to the
accompanying remittance and the period ending on the
preceding Determination Date and (b) all such information
required pursuant to clause (a) above on a magnetic tape or
other similar media reasonably acceptable to the Master
Servicer. The Master Servicer will convert such data into a
format acceptable to the Guarantor and provide monthly
reports to the Guarantor pursuant to the Trust Agreement.
Such monthly remittance advice shall also include
on a cumulative basis the amount of any (i) claims filed,
(ii) claim payments made, (iii) claims denied and (iv)
policies cancelled with respect to those Serviced Mortgage
Loans covered by loan-level primary mortgage insurance
policies provided by MGIC or any other provider of primary
mortgage insurance purchased by the Trust.
The Servicer shall provide the Master Servicer with
such information available to it concerning the Mortgage
Loans as is necessary for the Master Servicer to prepare the
Trust Fund's federal income tax returns as the Master
Servicer may reasonably request from time to time.
38. Section 5.03 (Monthly Advances by Company) is hereby amended by
(i) inserting the following after the second sentence thereof:
The Servicer shall keep appropriate records of such amounts
and will provide such records to the Guarantor and the
Master Servicer upon request. The Guarantor, in its
reasonable judgment, shall have the right to require the
Servicer to remit from its own funds to the Custodial
Account an amount equal to all Monthly Advances previously
made out of funds held in the Custodial Account and not
previously reimbursed from collections on the Mortgage
Loans, and in such event, the Servicer shall thereafter
remit all Monthly Advances from its own funds. In no event
shall the preceding sentence be construed as limiting the
Servicer's right to (i) pass through late collections on the
related Mortgage Loans in lieu of making Monthly Advances or
(ii) reimburse itself for such Monthly Advances from late
collections on the related Mortgage Loans.
(ii) deleting the words "if requested by a Rating Agency
(hereinafter defined) or a guarantor in connection with a
securitization," from the third sentence thereto; and
(iii) deleting the last sentence thereto.
39. Section 6.02 (Satisfaction of Mortgages and Release of Mortgage
Files) is hereby amended by replacing the word "Purchaser" in the
third line of the second paragraph thereto with the word "Trust
Fund".
40. Section 6.04 (Annual Statement as to Compliance) is hereby amended by
replacing the words "May 31, 2000" in the second line of the first
sentence thereof with the words "May 31, 2001".
41. Section 6.05 (Annual Independent Accountants' Servicing Report) is
hereby amended by replacing the words "May 31, 2000" in the first
line of the first sentence thereof with the words "May 31, 2001".
42. A new Section 7.03 (Compensating Interest) is added to Article VII to
immediately follow Section 7.02 and to read as follows:
Section 7.03 Compensating Interest
The Servicer shall deposit in the Custodial Account
on a daily basis, and retain therein with respect to each
Principal Prepayment, the Prepayment Interest Shortfall
Amount, if any, for the month of distribution. Such deposit
shall be made from the Servicer's own funds, without
reimbursement therefor up to a maximum amount of the
Servicing Fee actually received for such month for the
Mortgage Loans.
43. Section 8.01 (Indemnification; Third Party Claims) is amended by
replacing the word "Purchaser" in the first line thereof with the
words "Trust Fund, Trustee, Guarantor and Master Servicer"; by
replacing the word "Purchaser" in the third line thereof with the
words "Trust Fund, Master Servicer or Guarantor"; by changing the
word "Purchaser" in the tenth line thereof to "Master Servicer,
Trustee, Guarantor or Trust Fund"; and by changing the word
"Purchaser" in the last sentence of such Section to "Trust Fund."
44. Section 8.03 (Limitation on Liability of Company and Others) is
amended by changing the word "Purchaser" in the second line thereof
to "Trust Fund, the Trustee or the Master Servicer"; and by changing
the word "Purchaser" in the sixteenth line thereof to "Trust Fund."
45. Section 8.04 (Limitation on Resignation and Assignment by Company) is
hereby amended by replacing the word "Purchaser" in the seventh line
of the first paragraph thereof and the second line of the second
paragraph thereto with "Master Servicer, the Trustee and the
Guarantor".
46. Section 11.01 (Termination) is hereby amended by restating subclause
(ii) thereof to read as below and adding the following sentence after
the first sentence of Section 11.01:
(ii) mutual consent of the Servicer and the Trustee in
writing, provided such termination is also
acceptable to the Master Servicer, the Guarantor
and the Rating Agencies.
At the time of any termination of the Servicer
pursuant to Section 11.01, without cause, the Servicer shall
be entitled to all accrued and unpaid Servicing Fees and
unreimbursed Servicing Advances and Monthly Advances;
provided, however, in the event of a termination for cause
under Sections 10.01 and 12.14 hereof, such unreimbursed
amounts shall not be reimbursed to the Servicer until such
amounts are received by the Trust Fund from the related
Mortgage Loans.
47. The first paragraph of Section 11.02 (Termination Without Cause) is
hereby deleted and replaced with the following:
With the prior written consent of the Guarantor,
the Directing Holder may terminate the rights and
obligations of the Servicer under this Agreement. Any such
termination shall be with 30 days' prior notice, in writing
and delivered to the Trustee, the Guarantor, the Master
Servicer and the Servicer by registered mail as provided in
Section 12.05. The Servicer shall comply with the
termination procedures set forth in Section 12.01 hereof.
The Master Servicer or the Trustee shall have no right to
terminate the Servicer pursuant to the foregoing sentences
of this Section 11.02. In connection with any such
termination pursuant to this Section 11.02, the Directing
Holder will be responsible for reimbursing the Servicer for
all unreimbursed Servicing Advances, Monthly Advances,
Servicing Fees and other reasonable or necessary
out-of-pocket costs associated with any such servicing
transfer at the time of such termination without any right
of reimbursement by the Directing Holder from the Trust
Fund.
The second paragraph of Section 11.02 is amended by replacing the
word "Purchaser" with "Directing Holder from its own funds without
reimbursement."
48. Section 11.03 is hereby amended by replacing the first paragraph
thereof with the following:
Subject to the requirements set forth in this Section 11.03,
the Directing Holder may terminate this Agreement, with the prior
written consent of the Master Servicer, the Trustee, the Guarantor
and the Depositor, with respect to the servicing of those Mortgage
Loans that are determined to be Distressed Mortgage Loans as of the
Notice Date and servicing of such Mortgage Loans will be transferred
to the Special Servicer. The appointment of a Special Servicer by the
Directing Holder and the execution of a special servicing agreement
between the Directing Holder and the Special Servicer shall be
subject to the consent of the Master Servicer, the Trustee, the
Guarantor and the Depositor, and the receipt of confirmation from the
Rating Agencies that the transfer of servicing to the Special
Servicer shall not result in a reduction of any rating previously
given by such Rating Agency to any Certificate. Any monthly fee paid
to the Special Servicer in connection with any Mortgage Loan serviced
by such Special Servicer shall not exceed one-twelfth of the product
of (a) 0.50% and (b) the outstanding principal balance of such
Mortgage Loan.
All reasonable costs and expenses incurred in connection
with a transfer of servicing to the Special Servicer including,
without limitation, the costs and expenses of the Master Servicer or
any other Person in appointing a Special Servicer, or of transferring
the Servicing Files and the other necessary data to the Special
Servicer shall be paid by the Directing Holder from its own funds
without reimbursement.
The Directing Holder shall be responsible for the delivery
of all required Transfer Notices and will send a copy of the Transfer
Notice to the Master Servicer.
49. Section 12.01 (Successor to Company) is hereby amended by:
(i) replacing the words "Prior to" with "Upon" in the first line
of the first paragraph thereto;
(ii) replacing the reference to the words "Section 11.02" with
"Section 12.14" in the second line thereof;
(iii) by changing the word "Purchaser" in the third line
of the first paragraph to "Master Servicer, with
the consent of the Guarantor" and by adding the
words ", in accordance with the Trust Agreement,"
after the word "shall" in the second line of the
first paragraph thereto;
(iv) adding the following new sentences immediately
following the first sentence of the first paragraph
thereof to read as follows:
Prior to termination of the Servicer's
responsibilities, rights, duties and obligations under this
Agreement pursuant to Section 11.02, the Directing Holder
shall appoint a successor which shall succeed to all rights
and assume all of the responsibilities, duties and
liabilities of the Servicer under this Agreement. Any
successor to the Servicer shall be subject to the approval
of the Master Servicer, the Depositor, the Guarantor and
each Rating Agency, as evidenced by a letter from such
Rating Agency delivered to the Trustee that the transfer of
servicing will not result in a qualification, withdrawal or
downgrade of the then-current rating of any of the
Certificates.
(v) amending the existing second sentence of the first
paragraph thereof by (a) changing the word
"Purchaser" to "the Depositor and the Master
Servicer" and (b) by adding the following proviso
at the end of such sentence:
; provided, however, that no such compensation
shall be in excess of that permitted the Servicer
under this Agreement.
(vi) replacing the word "Purchaser" in the second line
of the second paragraph thereof with "Trustee and
Master Servicer".
(vii) adding the following new sentence at the end of the third
paragraph thereof:
In the event the Servicer is terminated pursuant to
Section 11.02, the Directing Holder shall be responsible for
payment of any out-of-pocket costs from its own funds
without reimbursement incurred by the Servicer and the
Master Servicer in connection with the transfer of the
Serviced Mortgage Loans to a successor servicer.
Except as otherwise provided in the Agreement, all
reasonable costs and expenses incurred in connection with
any transfer of servicing hereunder (whether as a result of
termination or removal of the Servicer or resignation of the
Servicer or otherwise), including, without limitation, the
costs and expenses of the Master Servicer or any other
Person in appointing a successor servicer, or of the Master
Servicer in assuming the responsibilities of the Servicer
hereunder, or of transferring the Servicing Files and the
other necessary data to the successor servicer shall be paid
by the terminated, removed or resigning Servicer from its
own funds without reimbursement.
50. Section 12.02 (Amendment) is hereby amended by replacing the words
"by the Company and by written agreement signed by the Company and
the Purchaser" with "written agreement by the Servicer and Xxxxxx
Capital, with the written consent of the Master Servicer, the Trustee
and the Guarantor".
51. Section 12.03 (Governing Law) is hereby amended by deleting the first
sentence thereof.
52. Section 12.04 (Duration of Agreement) is hereby amended by deleting
the last sentence thereof.
53. Section 12.07 (Relationship of Parties) is hereby amended by
replacing the words "the Purchaser" with "Xxxxxx Capital, the Master
Servicer, the Trustee or the Trust Fund".
54. Section 12.10 (Assignment by Purchaser) is hereby deleted in its
entirety.
55. Section 12.11 (Solicitation of Mortgagor) is hereby amended by
replacing the word "Purchaser" with "Xxxxxx Capital or the Trustee"
in each instance.
56. New Sections 12.12 (Intended Third Party Beneficiaries), 12.13
(Guarantor Audit and Inspection Rights; Access to Financial
Statements), 12.14 (Guarantor Rights of Termination or Declaration of
Event of Default), 12.15 (Fees for Failure to Provide Timely
Reports), 12.16 (Confidentiality) and 12.17 (Deficiency Judgments)
are added to the SWSA to read as follows:
Section 12.12 Intended Third Party Beneficiaries.
Notwithstanding any provision herein to the contrary, the
parties to this Agreement agree that it is appropriate, in
furtherance of the intent of such parties as set forth herein, that
the Master Servicer, the Trustee, the Guarantor and the Directing
Holder receive the benefit of the provisions of this Agreement as
intended third party beneficiaries of this Agreement to the extent of
such provisions. The Servicer shall have the same obligations to the
Master Servicer, the Guarantor, the Trustee and the Directing Holder
as if they were parties to this Agreement, and the Master Servicer,
the Trustee, the Guarantor and the Directing Holder shall have the
same rights and remedies to enforce the provisions of this Agreement
as if they were parties to this Agreement. The Servicer shall only
take direction from the Master Servicer (if direction by the Master
Servicer is required under this Agreement) unless otherwise directed
by this Agreement or the Loss Mitigation Advisory Agreement.
Notwithstanding the foregoing, all rights and obligations of the
Master Servicer hereunder (other than the right to indemnification)
shall terminate upon termination of the Trust Agreement and of the
Trust Fund pursuant to the Trust Agreement, and all rights of the
Guarantor hereunder (other than the right to indemnification) shall
terminate upon termination of the Guaranty.
Section 12.13 Guarantor Audit and Inspection Rights;
Access to Financial Statements.
(a) During business hours, or at such other times as may be
reasonable under the applicable circumstances, and upon reasonable
advance notice to the Servicer, the Guarantor, with the assistance
and cooperation of an appropriate Servicing Officer or other
knowledgeable financial officer of the Servicer, shall have the right
to (i) review and audit the Servicer's servicing procedures as they
relate to the Serviced Mortgage Loans and (ii) examine and audit the
Servicing Files and related book, records and other information of
the Servicer, but solely as they relate to the Serviced Mortgage
Loans and this Agreement.
(b) Within ninety days after the Closing Date, to the extent
the Servicing Files contain information relating to the underwriting
criteria used in the origination of each Mortgage Loan, the Guarantor
will have the right to review up to 800 of the Servicing Files and
the related underwriting documentation in order to ascertain whether
each such Mortgage Loan was originated generally in accordance with
the applicable underwriting standards. If the Guarantor determines
that more than 20% (by number) of such 800 Mortgage Loans were not
originated in accordance with the applicable underwriting standards,
the Guarantor will have the right to review additional Servicing
Files until the Guarantor obtains a sample containing less than 20%
(by number) of Mortgage Loans not so originated.
(c) With respect to any Mortgage Loan that goes into
foreclosure, the Guarantor will have the right to request the
Servicer to deliver a copy of the related Servicing File to the
Guarantor to review.
(d) Within thirty days of their issuance to the public (in
the event that Servicer is a SEC reporting company) or to its members
or stockholders, the Servicer shall make available to the Guarantor a
copy of its audited financial statements. The Servicer shall also
make available upon the request of the Guarantor any comparable
interim financial statements, but only to the extent that such
statements have been prepared by or on behalf of the Servicer in the
normal course of its business and are available upon request to its
members or stockholders or to the public at large.
Section 12.14 Guarantor Right of Termination or
Declaration of Event of Default.
Notwithstanding any other provision of this Agreement, in
the event either (i) any Class of Certificates issued by the Trust
Fund with an initial rating assigned by the Rating Agencies of "AA"
(or an equivalent rating) is downgraded to "A" (or an equivalent
rating) or lower, or (ii) a Realized Loss is applied to reduce the
principal balance of the Class B Certificates, the Guarantor, in its
sole discretion, shall have the right to terminate the Servicer or
Servicers (or any subservicers) of the Serviced Mortgage Loans to
which such applied Realized Loss is attributable and to appoint a
successor servicer in accordance with the procedures set forth in
Section 12.01.
Section 12.15 Fees for Failure to Provide Timely Reports.
In the event the Master Servicer fails to provide certain
reports to the Guarantor accurately, completely and timely due to the
Servicer's failure to timely provide the necessary information to the
Master Servicer, and the Master Servicer is required to pay a fee to
the Guarantor, such fee shall be paid by the Servicer. The fees are
as follows:
1. For the first such failure, the amount of $500.
2. For the second such failure, the amount of $750.
3. For the third such failure, the amount of $1,000.
4. The fourth such failure shall constitute a Servicer
Event of Default under this Agreement.
Neither the Servicer nor the Master Servicer shall be
required to make any such payments upon the first such failure during
each successive two-year period following the Closing Date.
Section 12.16 Confidentiality.
The Servicer and the Master Servicer shall keep the terms of
this Agreement and the Trust Agreement regarding fees and expenses
confidential to the extent such information is not otherwise
disclosed in or pursuant to the Trust Agreement or any publicly
available documents.
Section 12.17. Deficiency Judgments.
Pursuant to the Trust Agreement, the Holders of the
Subordinate Certificates that are or may be affected by a Realized
Loss on a Liquidated Mortgage Loan are deemed to have repurchased the
ownership interest in such Liquidated Mortgage Loan held by Holders
of the Senior Certificates. In connection with the liquidation of a
Mortgage Loan, if (i) the Servicer is directed by the Master Servicer
to seek a deficiency judgment, (ii) the Servicer is offered suitable
indemnification and reimbursement for expenses from the Holders of
Subordinate Certificates, and (iii) such action is permitted by law,
the Servicer shall seek a deficiency judgment under such Liquidated
Mortgage Loan on behalf of the Holders of the Subordinate
Certificates to the extent of any Realized Loss.
EXHIBIT A-1
MONTHLY REPORTING FORMAT TO XXXXX FARGO BANK
The format for the tape should be:
1. Record length of 240
2. Blocking factor of 07 records per block
3. ASCII
4. Unlabeled tape
5. 6250 or 1600 BPI (please indicate)
COBOL
Field Name Position Length "picture"
---------- -------- ------ ---------
Master Servicer No. 001-002 2 "01"
Unit Code 003-004 2 " "
Loan Number 005-014 10 X(10)
Borrower Name 015-034 20 X(20)
Old Payment Amount 035-045 11 S9(9)V9(02)
Old Loan Rate 046-051 6 9(2)V9(04)
Servicer Fee Rate 052-057 6 9(2)V9(04)
Servicer Ending Balance 058-068 11 S9(9)V9(02)
Servicer Next Due Date 069-076 8 CCYYMMDD
Curtail Amt 1 - Before 077-087 11 S9(9)V9(02)
Curtail Date 1 088-095 8 CCYYMMDD
Curtail Amt 1 - After 096-106 11 S9(9)V9(02)
Curtail Amt 2 - Before 107-117 11 S9(9)V9(02)
Curtail Date 2 118-125 8 CCYYMMDD
Curtail Amt 2 - After 126-136 11 S9(9)V9(02)
Curtail Amt 3 - Before 137-147 11 S9(9)V9(02)
Curtail Date 3 148-155 8 CCYYMMDD
Curtail Amt 3 - After 156-166 11 S9(9)V9(02)
New Payment Amount 167-177 11 S9(9)V9(02)
New Loan Rate 178-183 6 9(2)V9(04)
Index Rate 184-189 6 9(2)V9(04)
Remaining Term 190-192 3 9(3)
Liquidation Amount 193-203 11 S9(9)V9(02)
Action Code 204-205 2 X(02)
Scheduled Principal 206-216 11 S9(9)V9(02)
Scheduled Interest 217-227 11 S9(9)V9(02)
Scheduled Ending Balance 228-238 11 S9(9)V9(02)
FILLER 239-240 2 X(02)
Trailer Record:
Number of Records 001-006 6 9(06)
FILLER 007-240 234 X(234)
Field Names and Descriptions:
Field Name Description
---------- ------------
Master Servicer No. Hard code as "01" used internally
Unit Code Hard code as " " used internally
Loan Number Investor's loan number
Borrower Name Last name of borrower
Old Payment Amount P&I amount used for the applied payment
Old Loan Rate Gross interest rate used for the applied payment
Servicer Fee Rate Servicer's fee rate
Servicer Ending Balance Ending actual balance after a payment has been applied
Servicer Next Due Date Borrower's next due date for a payment
Curtailment Amount 1 - Before Amount of curtailment applied before the payment
Curtailment Date 1 Date of curtailment should coincide with the payment date
applicable to the curtailment
Curtailment Amount 1 - After Amount of curtailment applied after the payment
Curtailment Amount 2 - Before Amount of curtailment applied before the payment
Curtailment Date 2 Date of curtailment should coincide with the payment date
applicable to the curtailment
Curtailment Amount 2 - After Amount of curtailment applied after the payment
Curtailment Amount 3 - Before Amount of curtailment applied before the payment
Curtailment Date 3 Date of curtailment should coincide with the payment date
applicable to the curtailment
Curtailment Amount 3 - After Amount of curtailment applied after the payment
New Payment Amount For ARM, Equal, or Buydown loans, when a payment
change occurs, this is the scheduled payment
New Loan Rate For ARM loans, when the gross interest rate change occurs,
this is the scheduled rate
Index Rate For ARM loans, the index rate used in calculating the new gross
interest rate
Remaining Term For ARM loans, the number of months left on the loan used
to determine the new P&I amount
Liquidation Amount The payoff amount of the loan
Action Code For delinquent loans:
12 -- Relief Provisions
15 -- Bankruptcy/Litigation
20 -- Referred for Deed-in-lieu, short sale
30 -- Referred to attorney to begin foreclosure
60 -- Loan Paid in full
70 -- Real Estate Owned
Scheduled Principal Amount of principal from borrower payment due to bondholder
Scheduled Interest Amount of interest from borrower payment due to bondholder
Scheduled Ending Balance Ending scheduled balance of loan
FILLER Should be filled with spaces
Delinquency Reporting Data Fields to be
provided to Master Servicer
Servicer Loan #
Investor Loan #
Borrower Name
Address
State
Due Date
Action Code
FC Received
File Referred to Atty
NOD
Complaint Filed
Sale Published
Target Sale Date
Actual Sale Date
Loss Mit Approval Date
Loss Mit Type
Loss Mit Estimated Completion Date
Loss Mit Actual Completion Date
Loss Mit Broken Plan Date
BK Chapter
BK Filed Date
Post Petition Due
Motion for Relief
Lift of Stay
RFD
Occupant Code
Eviction Start Date
Eviction Completed Date
List Price
List Date
Accepted Offer Price
Accepted Offer Date
Estimated REO Closing Date
Actual REO Sale Date
XXXXX FARGO BANK MINNESOTA, N.A.
Form 332
-----------------------------------------------------------------------------
Calculation of Realized Loss
Purpose
To provide the Servicer with a form for the calculation of any Realized Loss
(or gain) as a result of a Mortgage Loan having been foreclosed and
Liquidated.
Distribution
The Servicer will prepare the form in duplicate and send the original together
with evidence of conveyance of title and appropriate supporting documentation
to the Master Servicer with the Monthly Accounting Reports which supports the
Mortgage Loan's removal from the Mortgage Loan Activity Report. The Servicer
will retain the duplicate for its own records.
Due Date
The form will be submitted to the Master Servicer no later than the tenth
calendar day of the month after the Mortgage Loan has been liquidated.
Preparation Instructions
The numbers on the form correspond with the numbers listed below.
1. The actual Unpaid Principal Balance of the Mortgage Loan.
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.
3-7. Complete as necessary. All line entries must be supported by copies
of appropriate statements, vouchers, receipts, canceled checks, etc.,
to document the expense. Entries not properly documented will not be
reimbursed to the Servicer.
8. Accrued Servicing Fees based upon the Scheduled Principal Balance of
the Mortgage Loan as calculated on a monthly basis.
10. The total of lines 1 through 9.
Credits
11-17. Complete as necessary. All line entries must be supported by copies
of the appropriate claims forms, 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 16.
18. The total of lines 11 through 17.
Total Realized Loss (or Amount of Any Gain)
19. The total derived from subtracting line 18 from 10. If the amount
represents a realized gain, show the amount in parenthesis ( ).
XXXXX FARGO BANK MINNESOTA, N.A.
CALCULATION OF REALIZED LOSS
-----------------------------------------------------------------------------
XXXXX FARGO BANK MINNESOTA, N.A. Trust: ___________________________
Prepared by: __________________ Date: _______________
Phone: ______________________
----------------------- ----------------------- -----------------
| Servicer Loan No. | | Servicer Name | | Servicer Address|
| | | | | |
| | | | | |
----------------------- ----------------------- -----------------
XXXXX FARGO BANK MINNESOTA, N.A.
Loan No._____________________________
Borrower's Name:________________________________________________________
Property
Address:________________________________________________________________
Liquidation and Acquisition Expenses:
Actual Unpaid Principal Balance of Mortgage Loan $ _______________(1)
Interest accrued at Net Rate ________________(2)
Attorney's Fees ________________(3)
Taxes ________________(4)
Property Maintenance ________________(5)
MI/Hazard Insurance Premiums ________________(6)
Hazard Loss Expenses ________________(7)
Accrued Servicing Fees ________________(8)
Other (itemize) ________________(9)
__________________________________________ $___________________
__________________________________________ ____________________
__________________________________________ ____________________
__________________________________________ ____________________
Total Expenses $ ______________(10)
Credits:
Escrow Balance $ ______________(11)
HIP Refund ________________(12)
Rental Receipts ________________(13)
Hazard Loss Proceeds ________________(14)
Primary Mortgage Insurance Proceeds ________________(15)
Proceeds from Sale of Acquired Property ________________(16)
Other (itemize) ________________(17)
_________________________________________ ____________________
_________________________________________ ____________________
Total Credits $________________(18)
Total Realized Loss (or Amount of Gain) $________________(19)
Schedule I
Schedule of Serviced Mortgage Loans
