FIRST HORIZON ASSET SECURITIES INC. MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006-AA1 TERMS AGREEMENT (to Underwriting Agreement, dated February 24, 2006 among the Company, First Horizon Home Loan Corporation and the Underwriter)
EXECUTION
FIRST
HORIZON ASSET SECURITIES INC.
MORTGAGE
PASS-THROUGH CERTIFICATES
SERIES
2006-AA1
(to
Underwriting Agreement,
dated
February 24, 2006
among
the
Company, First Horizon
Home
Loan
Corporation
and
the
Underwriter)
First
Horizon Asset Securities Inc.
0000
Xxxxxxx Xxx
Xxxxxx,
Xxxxx 00000
|
New York, New York
February 14, 2006
|
Credit
Suisse Securities (USA) LLC (the “Underwriter”) agrees, subject to the terms and
provisions herein and of the captioned Underwriting Agreement (the “Underwriting
Agreement”), to purchase such Classes of Series 2006-AA1Certificates specified
in Section 2(a) hereof (the “Offered Certificates”). This letter supplements and
modifies the Underwriting Agreement solely as it relates to the purchase and
sale of the Offered Certificates described below. The Series 2006-AA1
Certificates are registered with the Securities and Exchange Commission by
means
of an effective Registration Statement (No. 333-125158). Capitalized terms
used
and not defined herein have the meanings given them in the Underwriting
Agreement.
Section
1. The
Mortgage Pools:
The
Series 2006-AA1 Certificates shall evidence the entire beneficial ownership
interest in two mortgage pools (the “Mortgage Pools”) of conventional,
adjustable rate, fully amortizing one- to four-family residential mortgage
loans
(the “Mortgage Loans”) having the following characteristics as of February 1,
2006 (the “Cut-off Date”):
(a) Aggregate
Principal Amount of the Mortgage Pools:
Approximately $506,010,875 aggregate principal balance as of the Cut-off Date,
subject to an upward or downward variance of up to 5%, the precise aggregate
principal balance to be determined by the Company.
(b) Original
Terms to Maturity:
The
original term to maturity of each Mortgage Loan included in the Mortgage Pools
shall be between 240 and 360 months.
Section
2. The
Certificates:
The
Offered Certificates shall be issued as follows:
(a) Classes:
The
Offered Certificates shall be issued with the following Class designations,
interest rates and principal balances, subject in the aggregate to the variance
referred to in Section 1(a)and, as to any particular Class, to an upward or
downward variance of up to 5%:
Required
Ratings
|
|||||||||||
Class
|
Class Principal Balance |
Pass-Through Rate
|
Class
Purchase Price Percentage
|
Fitch
|
Moody’s
|
||||||
Class
I-A-1
|
$ |
230,020,000
|
6.2667990500%
|
101.277343750%
|
AAA
|
Aaa
|
|||||
Class
I-A-2
|
$ |
14,425,000
|
6.2667990500%
|
101.277343750%
|
AAA
|
Aa1
|
|||||
Class
II-A-1
|
$ |
208,540,000
|
6.2885311427%
|
101.277343750%
|
AAA
|
Aaa
|
|||||
Class
II-A-2
|
$ |
23,171,000
|
6.2885311427%
|
101.277343750%
|
AAA
|
Aaa
|
|||||
Class
II-A-R
|
$ |
100
|
6.2885311427%
|
101.277343750%
|
AAA
|
Aaa
|
|||||
Class
B-1
|
$ |
13,915,000
|
6.2773748616%
|
100.601562500%
|
AA
|
N/A
|
|||||
Class
B-2
|
$ |
5,313,000
|
6.2773748616%
|
99.675781250%
|
A
|
N/A
|
|||||
Class
B-3
|
$ |
4,048,000
|
6.2773748616%
|
96.656250000%
|
BBB
|
N/A
|
(b) The
Offered Certificates shall have such other characteristics as described in
the
related Prospectus.
Each
of
the Underwriters agrees, severally and not jointly, subject to the terms and
conditions contained herein and in the Underwriting Agreement, to purchase
the
principal balances of the Classes of Certificates specified opposite its name
below:
Class
|
Credit
Suisse
Securities (USA) LLC |
||
Class
I-A-1
|
$ |
230,020,000
|
|
Class
I-A-2
|
$ |
14,425,000
|
|
Class
II-A-1
|
$ |
208,540,000
|
|
Class
II-A-2
|
$ |
23,171,000
|
|
Class
II-A-R
|
$ |
100
|
|
Class
B-1
|
$ |
13,915,000
|
|
Class
B-2
|
$ |
5,313,000
|
|
Class
B-3
|
$ |
4,048,000
|
Section
3. Purchase
Price:
The
Purchase Price for each Class of the Offered Certificates shall be the Class
Purchase Price Percentage therefor (as set forth in Section 2(a) above) of
the
initial Class Principal Balance thereof plus accrued interest at the applicable
per annum Pass-Through Rate set forth in 2(a) above from and including the
Cut-off Date up to, but not including, February 28, 2006 (the “Closing
Date”).
Section
4. Required
Ratings:
The
Offered Certificates shall have received at least the Required Ratings from
Fitch, Inc. (“Fitch”) and Xxxxx’x Investors Service, Inc. (“Moody’s) set forth
in Section 2(a) above.
Section
5. Tax
Treatment:
One or
more elections will be made to treat the assets of the Trust Fund as a
REMIC.
If
the
foregoing is in accordance with your understanding of our agreement, please
sign
and return to the undersigned a counterpart hereof, whereupon this letter and
your acceptance shall represent a binding agreement among the Underwriter,
First
Horizon Home
Loan
Corporation and the Company.
Very
truly yours,
CREDIT SUISSE SECURITIES (USA) LLC | ||
|
|
|
By: | ||
Name:
Title:
|
The
foregoing Agreement is
hereby
confirmed and accepted
as
of the
date first above written.
FIRST HORIZON ASSET SECURITIES INC. | ||
|
|
|
By: | ||
Name:
Title:
|
FIRST HORIZON HOME LOAN CORPORATION | ||
|
|
|
By: | ||
Name:
Title:
|