ASSET BACKED FUNDING CORPORATION Depositor HOMEQ SERVICING CORPORATION Servicer and WELLS FARGO BANK, N.A., Trustee POOLING AND SERVICING AGREEMENT Dated as of September 1, 2005 ABFC Asset-Backed Certificates, Series 2005-WMC1
|
ASSET BACKED FUNDING CORPORATION
Depositor
HOMEQ SERVICING CORPORATION
Servicer
and
XXXXX FARGO BANK, N.A.,
Trustee
POOLING AND SERVICING AGREEMENT
Dated as of September 1, 2005
ABFC Asset-Backed Certificates, Series 2005-WMC1
|
TABLE OF CONTENTS
Section 1.01 |
Defined Terms. |
Section 1.02 |
Accounting. |
Section 1.03 |
Rights of the NIMS Insurer. |
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01 |
Conveyance of Mortgage Loans. |
Section 2.02 |
Acceptance by Trustee. |
Section 2.03 |
Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. |
Section 2.04 |
Conveyance of the Subsequent Mortgage Loans. |
Section 2.05 |
Representations, Warranties and Covenants of the Servicer. |
Section 2.06 |
Representations and Warranties of the Depositor. |
Section 2.07 |
Issuance of Certificates and the Uncertificated Regular Interests. |
ARTICLE III
ADMINISTRATION AND SERVICING
OF THE TRUST FUND
Section 3.01 |
Servicer to Act as Servicer. |
Section 3.02 |
Collection of Mortgage Loan Payments. |
Section 3.03 |
Realization Upon Defaulted Mortgage Loans. |
Section 3.04 |
Collection Account, Distribution Account and Cap Carryover Reserve Account. |
Section 3.05 |
Permitted Withdrawals From the Collection Account. |
Section 3.06 |
Establishment of Escrow Accounts; Deposits in Escrow Accounts. |
Section 3.07 |
Permitted Withdrawals From Escrow Account. |
Section 3.08 |
Payment of Taxes, Insurance and Other Charges; Collections Thereunder. |
Section 3.09 |
Transfer of Accounts. |
Section 3.10 |
Maintenance of Hazard Insurance. |
Section 3.11 |
Maintenance of Mortgage Impairment Insurance Policy. |
Section 3.12 |
Fidelity Bond, Errors and Omissions Insurance. |
Section 3.13 |
Title, Management and Disposition of REO Property. |
Section 3.14 |
Due-on-Sale Clauses; Assumption and Substitution Agreements. |
Section 3.15 |
Notification of Adjustments. |
Section 3.16 |
Optional Purchases of Mortgage Loans by Servicer. |
Section 3.17 |
Trustee to Cooperate; Release of Files. |
Section 3.18 |
Servicing Compensation. |
Section 3.19 |
Annual Statement as to Compliance. |
Section 3.20 |
Annual Independent Certified Public Accountants’ Reports. |
Section 3.21 |
Access to Certain Documentation and Information Regarding the Mortgage Loans. |
Section 3.22 |
Duties of Credit Risk Manager. |
Section 3.23 |
Obligations of the Servicer in Respect of Compensating Interest. |
Section 3.24 |
Obligations of the Servicer in Respect of Mortgage Interest Rates and Monthly Payments. |
Section 3.25 |
Investment of Funds in the Collection Account and the Distribution Account. |
Section 3.26 |
Liability of Servicer; Indemnification. |
Section 3.27 |
Reports of Foreclosure and Abandonment of Mortgaged Properties. |
Section 3.28 |
Protection of Assets. |
Section 3.29 |
Limitation of Liability of the Credit Risk Manager. |
Section 3.30 |
No Personal Solicitation. |
Section 3.31 |
Periodic Filings. |
ARTICLE IV
FLOW OF FUNDS
Section 4.01 |
Interest Distributions. |
Section 4.02 |
Distributions of Principal and Monthly Excess Cashflow Amounts. |
Section 4.03 |
Allocation of Losses. |
Section 4.04 |
Method of Distribution. |
Section 4.05 |
Distributions on Book-Entry Certificates. |
Section 4.06 |
Statements. |
Section 4.07 |
Remittance Reports; Advances. |
Section 4.08 |
REMIC Distributions. |
Section 4.09 |
Swap Account. |
Section 4.10 |
Tax Treatment of Swap Payments and Swap Termination Payments. |
ARTICLE V
THE CERTIFICATES
Section 5.01 |
The Certificates. |
Section 5.02 |
Registration of Transfer and Exchange of Certificates. |
Section 5.03 |
Mutilated, Destroyed, Lost or Stolen Certificates. |
Section 5.04 |
Persons Deemed Owners. |
Section 5.05 |
Appointment of Paying Agent. |
ARTICLE VI
THE SERVICER AND THE DEPOSITOR
Section 6.01 |
Liability of the Servicer and the Depositor. |
Section 6.02 |
Merger or Consolidation of, or Assumption of the Obligations of, the Servicer or the Depositor. |
Section 6.03 |
Limitation on Liability of the Servicer and Others. |
Section 6.04 |
Servicer Not to Resign. |
Section 6.05 |
Delegation of Duties. |
ARTICLE VII
DEFAULT
Section 7.01 |
Servicer Events of Termination. |
Section 7.02 |
Trustee to Act; Appointment of Successor. |
Section 7.03 |
Waiver of Defaults. |
Section 7.04 |
Notification to Certificateholders. |
Section 7.05 |
Survivability of Servicer Liabilities. |
ARTICLE VIII
THE TRUSTEE
Section 8.01 |
Duties of Trustee. |
Section 8.02 |
Certain Matters Affecting the Trustee. |
Section 8.03 |
Trustee Not Liable for Certificates or Mortgage Loans. |
Section 8.04 |
Trustee May Own Certificates. |
Section 8.05 |
Trustee Expenses. |
Section 8.06 |
Eligibility Requirements for Trustee. |
Section 8.07 |
Resignation or Removal of Trustee. |
Section 8.08 |
Successor Trustee. |
Section 8.09 |
Merger or Consolidation of Trustee. |
Section 8.10 |
Appointment of Co-Trustee or Separate Trustee. |
Section 8.11 |
Limitation of Liability. |
Section 8.12 |
Trustee May Enforce Claims Without Possession of Certificates. |
Section 8.13 |
Suits for Enforcement. |
Section 8.14 |
Waiver of Bond Requirement. |
Section 8.15 |
Waiver of Inventory, Accounting and Appraisal Requirement. |
ARTICLE IX
REMIC ADMINISTRATION
Section 9.01 |
REMIC Administration. |
Section 9.02 |
Prohibited Transactions and Activities. |
Section 9.03 |
Indemnification with Respect to Certain Taxes and Loss of REMIC Status. |
Section 9.04 |
REO Property. |
ARTICLE X
TERMINATION
Section 10.01 |
Termination. |
Section 10.02 |
Additional Termination Requirements. |
ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.01 |
Amendment. |
Section 11.02 |
Recordation of Agreement; Counterparts. |
Section 11.03 |
Limitation on Rights of Certificateholders. |
Section 11.04 |
Governing Law; Jurisdiction. |
Section 11.05 |
Notices. |
Section 11.06 |
Severability of Provisions. |
Section 11.07 |
Article and Section References. |
Section 11.08 |
Notice to the Rating Agencies and the NIMS Insurer. |
Section 11.09 |
Further Assurances. |
Section 11.10 |
Third Party Beneficiary. |
Section 11.11 |
Acts of Certificateholders. |
EXHIBITS
Exhibit A-1 |
Form of Class A-1 Certificates |
Exhibit A-2 |
Form of Class A-2A Certificates |
Exhibit A-3 |
Form of Class A-2B Certificates |
Exhibit A-4 |
Form of Class A-2C Certificates |
Exhibit A-5 |
Form of Class A-2D Certificates |
Exhibit A-6 |
Form of Class A-2MZ Certificates |
Exhibit B-1 |
Form of Class M-1 Certificates |
Exhibit B-2 |
Form of Class M-2 Certificates |
Exhibit B-3 |
Form of Class M-3 Certificates |
Exhibit B-4 |
Form of Class M-4 Certificates |
Exhibit B-5 |
Form of Class M-5 Certificates |
Exhibit B-6 |
Form of Class M-6 Certificates |
Exhibit B-7 |
Form of Class M-7 Certificates |
Exhibit B-8 |
Form of Class M-8 Certificates |
Exhibit B-9 |
Form of Class M-9 Certificates |
Exhibit B-10 |
Form of Class M-10 Certificates |
Exhibit B-11 |
Form of Class M-11 Certificates |
Exhibit B-12 |
Form of Class M-12 Certificates |
Exhibit B-13 |
Form of Class B-1 Certificates |
Exhibit B-14 |
Form of Class B-2 Certificates |
Exhibit C-1 |
Form of Class CE Certificates |
Exhibit C-2 |
Form of Class P Certificates |
Exhibit C-3 |
Form of Class R Certificates |
Exhibit C-4 |
Form of Class R-X Certificates |
Exhibit D |
Mortgage Loan Schedule |
Exhibit E |
Form of Request for Release |
Exhibit F-1 |
Form of Trustee’s Initial Certification |
Exhibit F-2 |
Form of Trustee’s Final Certification |
Exhibit F-3 |
Form of Receipt of Mortgage Note |
Exhibit G |
Mortgage Loan Purchase Agreement |
Exhibit H |
Form of Lost Note Affidavit |
Exhibit I |
Form of ERISA Representation |
Exhibit J-1 |
Form of Investment Letter (Non-Rule 144A) |
Exhibit J-2 |
Form of Rule 144A Investment Letter |
Exhibit K |
Form of Residual Certificate Transfer Affidavit |
Exhibit L |
Form of Transferor Certificate |
Exhibit M |
Monthly Information Provided by Servicer |
Exhibit N |
Form of Interest Rate Swap Agreement |
Exhibit O |
Form of Certification |
Exhibit P-1 |
Form of Certification of the Trustee to be Provided to Depositor |
Exhibit P-2 |
Form of Certification of the Servicer to be Provided to Depositor |
Exhibit Q |
Representations and Warranties Regarding Prepayment Charges |
Exhibit R |
Form of Subsequent Transfer Instrument |
Exhibit S |
Form of Addition Notice |
ASSET BACKED FUNDING CORPORATION, as depositor (the “Depositor”), HOMEQ SERVICING CORPORATION, as servicer (the “Servicer”), and XXXXX FARGO BANK, N.A., as trustee (the “Trustee”) are entering into this Pooling and Servicing Agreement, dated as of September 1, 2005 (the “Agreement”).
PRELIMINARY STATEMENT
The Depositor intends to sell pass-through certificates (collectively, the “Certificates”), to be issued hereunder in multiple Classes, which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund created hereunder. The Certificates will consist of twenty-one Classes of Certificates, designated as (i) the Class A-1, Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, Class A-2MZ Certificates, (ii) the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11 and Class M-12 Certificates, (iii) the Class B-1 and Class B-2 Certificates, (iv) the Class CE Certificates, (v) the Class P Certificates and (vi) the Class R and Class R-X Certificate.
REMIC 1
As provided herein, the Trustee will make an election to treat the segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (but exclusive of the Cap Carryover Reserve Account, the Interest Rate Swap Agreement, the Swap Account, the Pre-Funding Accounts and the Servicer Prepayment Charge Payment Amounts) as a real estate investment conduit (a “REMIC”) for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 1.” The Class R-1 Interest will represent the sole class of “residual interests” in REMIC 1 for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, the Uncertificated REMIC 1 Pass-Through Rate, the initial Uncertificated Balance, and solely for purposes of satisfying Treasury Regulations Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests. None of the REMIC 1 Regular Interests will be certificated.
Designation |
|
Uncertificated REMIC 1 Pass-Through Rate |
|
Initial Uncertificated Balance |
|
Latest Possible Maturity Date(1) |
| |
I |
|
Variable(2) |
|
$ |
296,938,015.40 |
|
August 25, 2035 |
|
I-PF |
|
Variable(2) |
|
$ |
2,114,696.99 |
|
August 25, 2035 |
|
II |
|
Variable(2) |
|
$ |
696,288,812.30 |
|
August 25, 2035 |
|
II-PF |
|
Variable(2) |
|
$ |
11,623,798.71 |
|
August 25, 2035 |
|
P |
|
Variable(2) |
|
$ |
100.00 |
|
August 25, 2035 |
|
___________________________________________
(1) |
For purposes of Treasury Regulations Section 1.860G-1(a)(4)(iii), the Distribution Date in the month following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each REMIC 1 Regular Interest and each Class of Regular Certificates. |
(2) |
Calculated in accordance with the definition of “Uncertificated REMIC 1 Pass-Through Rate” herein |
REMIC 2
As provided herein, the Trustee will make an election to treat the segregated pool of assets consisting of the REMIC 1 Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 2.” The Class R-2 Interest will represent the sole class of “residual interests” in REMIC 2 for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, the Uncertificated REMIC 2 Pass-Through Rate, the initial Uncertificated Balance, and for purposes of satisfying Treasury Regulations Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 2 Regular Interests. None of the REMIC 2 Regular Interests will be certificated.
Designation |
|
Uncertificated REMIC 2 |
|
Initial Certificate |
|
Assumed Final |
| |
I |
|
(2) |
|
$ |
14,952,540.69 |
|
August 25, 2035 |
|
I-1-A |
|
(2) |
|
$ |
1,646,224.80 |
|
August 25, 2035 |
|
I-1-B |
|
(2) |
|
$ |
1,646,224.80 |
|
August 25, 2035 |
|
I-2-A |
|
(2) |
|
$ |
1,934,389.01 |
|
August 25, 2035 |
|
I-2-B |
|
(2) |
|
$ |
1,934,389.01 |
|
August 25, 2035 |
|
I-3-A |
|
(2) |
|
$ |
2,296,751.45 |
|
August 25, 2035 |
|
I-3-B |
|
(2) |
|
$ |
2,296,751.45 |
|
August 25, 2035 |
|
I-4-A |
|
(2) |
|
$ |
2,495,456.15 |
|
August 25, 2035 |
|
I-4-B |
|
(2) |
|
$ |
2,495,456.15 |
|
August 25, 2035 |
|
I-5-A |
|
(2) |
|
$ |
2,765,819.57 |
|
August 25, 2035 |
|
I-5-B |
|
(2) |
|
$ |
2,765,819.57 |
|
August 25, 2035 |
|
I-6-A |
|
(2) |
|
$ |
3,026,387.86 |
|
August 25, 2035 |
|
I-6-B |
|
(2) |
|
$ |
3,026,387.86 |
|
August 25, 2035 |
|
I-7-A |
|
(2) |
|
$ |
3,260,031.41 |
|
August 25, 2035 |
|
I-7-B |
|
(2) |
|
$ |
3,260,031.41 |
|
August 25, 2035 |
|
I-8-A |
|
(2) |
|
$ |
3,399,669.07 |
|
August 25, 2035 |
|
I-8-B |
|
(2) |
|
$ |
3,399,669.07 |
|
August 25, 2035 |
|
I-9-A |
|
(2) |
|
$ |
3,530,462.54 |
|
August 25, 2035 |
|
I-9-B |
|
(2) |
|
$ |
3,530,462.54 |
|
August 25, 2035 |
|
I-10-A |
|
(2) |
|
$ |
3,651,391.53 |
|
August 25, 2035 |
|
I-10-B |
|
(2) |
|
$ |
3,651,391.53 |
|
August 25, 2035 |
|
I-11-A |
|
(2) |
|
$ |
3,761,494.56 |
|
August 25, 2035 |
|
I-11-B |
|
(2) |
|
$ |
3,761,494.56 |
|
August 25, 2035 |
|
I-12-A |
|
(2) |
|
$ |
3,859,879.78 |
|
August 25, 2035 |
|
I-12-B |
|
(2) |
|
$ |
3,859,879.78 |
|
August 25, 2035 |
|
I-13-A |
|
(2) |
|
$ |
3,945,733.75 |
|
August 25, 2035 |
|
I-13-B |
|
(2) |
|
$ |
3,945,733.75 |
|
August 25, 2035 |
|
I-14-A |
|
(2) |
|
$ |
4,018,331.39 |
|
August 25, 2035 |
|
I-14-B |
|
(2) |
|
$ |
4,018,331.39 |
|
August 25, 2035 |
|
I-15-A |
|
(2) |
|
$ |
4,077,044.13 |
|
August 25, 2035 |
|
I-15-B |
|
(2) |
|
$ |
4,077,044.13 |
|
August 25, 2035 |
|
I-16-A |
|
(2) |
|
$ |
4,121,349.27 |
|
August 25, 2035 |
|
I-16-B |
|
(2) |
|
$ |
4,121,349.27 |
|
August 25, 2035 |
|
I-17-A |
|
(2) |
|
$ |
4,150,835.34 |
|
August 25, 2035 |
|
I-17-B |
|
(2) |
|
$ |
4,150,835.34 |
|
August 25, 2035 |
|
I-18-A |
|
(2) |
|
$ |
4,165,210.12 |
|
August 25, 2035 |
|
I-18-B |
|
(2) |
|
$ |
4,165,210.12 |
|
August 25, 2035 |
|
I-19-A |
|
(2) |
|
$ |
4,164,305.06 |
|
August 25, 2035 |
|
I-19-B |
|
(2) |
|
$ |
4,164,305.06 |
|
August 25, 2035 |
|
I-20-A |
|
(2) |
|
$ |
4,152,171.03 |
|
August 25, 2035 |
|
I-20-B |
|
(2) |
|
$ |
4,152,171.03 |
|
August 25, 2035 |
|
I-21-A |
|
(2) |
|
$ |
55,144,696.50 |
|
August 25, 2035 |
|
I-21-B |
|
(2) |
|
$ |
55,144,696.50 |
|
August 25, 2035 |
|
I-22-A |
|
(2) |
|
$ |
781,723.27 |
|
August 25, 2035 |
|
I-22-B |
|
(2) |
|
$ |
781,723.27 |
|
August 25, 2035 |
|
I-23-A |
|
(2) |
|
$ |
746,423.14 |
|
August 25, 2035 |
|
I-23-B |
|
(2) |
|
$ |
746,423.14 |
|
August 25, 2035 |
|
I-24-A |
|
(2) |
|
$ |
712,833.78 |
|
August 25, 2035 |
|
I-24-B |
|
(2) |
|
$ |
712,833.78 |
|
August 25, 2035 |
|
I-25-A |
|
(2) |
|
$ |
680,865.66 |
|
August 25, 2035 |
|
I-25-B |
|
(2) |
|
$ |
680,865.66 |
|
August 25, 2035 |
|
I-26-A |
|
(2) |
|
$ |
650,436.36 |
|
August 25, 2035 |
|
I-26-B |
|
(2) |
|
$ |
650,436.36 |
|
August 25, 2035 |
|
I-27-A |
|
(2) |
|
$ |
621,466.30 |
|
August 25, 2035 |
|
I-27-B |
|
(2) |
|
$ |
621,466.30 |
|
August 25, 2035 |
|
I-28-A |
|
(2) |
|
$ |
593,880.62 |
|
August 25, 2035 |
|
I-28-B |
|
(2) |
|
$ |
593,880.62 |
|
August 25, 2035 |
|
I-29-A |
|
(2) |
|
$ |
567,608.51 |
|
August 25, 2035 |
|
I-29-B |
|
(2) |
|
$ |
567,608.51 |
|
August 25, 2035 |
|
I-30-A |
|
(2) |
|
$ |
542,583.44 |
|
August 25, 2035 |
|
I-30-B |
|
(2) |
|
$ |
542,583.44 |
|
August 25, 2035 |
|
I-31-A |
|
(2) |
|
$ |
518,741.55 |
|
August 25, 2035 |
|
I-31-B |
|
(2) |
|
$ |
518,741.55 |
|
August 25, 2035 |
|
I-32-A |
|
(2) |
|
$ |
672,619.45 |
|
August 25, 2035 |
|
I-32-B |
|
(2) |
|
$ |
672,619.45 |
|
August 25, 2035 |
|
I-33-A |
|
(2) |
|
$ |
1,083,023.83 |
|
August 25, 2035 |
|
I-33-B |
|
(2) |
|
$ |
1,083,023.83 |
|
August 25, 2035 |
|
I-34-A |
|
(2) |
|
$ |
405,950.36 |
|
August 25, 2035 |
|
I-34-B |
|
(2) |
|
$ |
405,950.36 |
|
August 25, 2035 |
|
I-35-A |
|
(2) |
|
$ |
389,178.92 |
|
August 25, 2035 |
|
I-35-B |
|
(2) |
|
$ |
389,178.92 |
|
August 25, 2035 |
|
I-36-A |
|
(2) |
|
$ |
373,145.49 |
|
August 25, 2035 |
|
I-36-B |
|
(2) |
|
$ |
373,145.49 |
|
August 25, 2035 |
|
I-37-A |
|
(2) |
|
$ |
357,815.02 |
|
August 25, 2035 |
|
I-37-B |
|
(2) |
|
$ |
357,815.02 |
|
August 25, 2035 |
|
I-38-A |
|
(2) |
|
$ |
360,684.63 |
|
August 25, 2035 |
|
I-38-B |
|
(2) |
|
$ |
360,684.63 |
|
August 25, 2035 |
|
I-39-A |
|
(2) |
|
$ |
328,078.14 |
|
August 25, 2035 |
|
I-39-B |
|
(2) |
|
$ |
328,078.14 |
|
August 25, 2035 |
|
I-40-A |
|
(2) |
|
$ |
314,728.40 |
|
August 25, 2035 |
|
I-40-B |
|
(2) |
|
$ |
314,728.40 |
|
August 25, 2035 |
|
I-41-A |
|
(2) |
|
$ |
301,955.26 |
|
August 25, 2035 |
|
I-41-B |
|
(2) |
|
$ |
301,955.26 |
|
August 25, 2035 |
|
I-42-A |
|
(2) |
|
$ |
289,731.69 |
|
August 25, 2035 |
|
I-42-B |
|
(2) |
|
$ |
289,731.69 |
|
August 25, 2035 |
|
I-43-A |
|
(2) |
|
$ |
278,032.89 |
|
August 25, 2035 |
|
I-43-B |
|
(2) |
|
$ |
278,032.89 |
|
August 25, 2035 |
|
I-44-A |
|
(2) |
|
$ |
266,834.36 |
|
August 25, 2035 |
|
I-44-B |
|
(2) |
|
$ |
266,834.36 |
|
August 25, 2035 |
|
I-45-A |
|
(2) |
|
$ |
256,113.08 |
|
August 25, 2035 |
|
I-45-B |
|
(2) |
|
$ |
256,113.08 |
|
August 25, 2035 |
|
I-46-A |
|
(2) |
|
$ |
245,847.82 |
|
August 25, 2035 |
|
I-46-B |
|
(2) |
|
$ |
245,847.82 |
|
August 25, 2035 |
|
I-47-A |
|
(2) |
|
$ |
236,017.05 |
|
August 25, 2035 |
|
I-47-B |
|
(2) |
|
$ |
236,017.05 |
|
August 25, 2035 |
|
I-48-A |
|
(2) |
|
$ |
226,601.61 |
|
August 25, 2035 |
|
I-48-B |
|
(2) |
|
$ |
226,601.61 |
|
August 25, 2035 |
|
I-49-A |
|
(2) |
|
$ |
217,582.65 |
|
August 25, 2035 |
|
I-49-B |
|
(2) |
|
|
4217,582.65 |
|
August 25, 2035 |
|
I-50-A |
|
(2) |
|
$ |
5,461,948.23 |
|
August 25, 2035 |
|
I-50-B |
|
(2) |
|
$ |
5,461,948.23 |
|
August 25, 2035 |
|
II |
|
(2) |
|
$ |
35,395,630.71 |
|
August 25, 2035 |
|
II-1-A |
|
(2) |
|
$ |
3,896,914.70 |
|
August 25, 2035 |
|
II-1-B |
|
(2) |
|
$ |
3,896,914.70 |
|
August 25, 2035 |
|
II-2-A |
|
(2) |
|
$ |
4,579,051.99 |
|
August 25, 2035 |
|
II-2-B |
|
(2) |
|
$ |
4,579,051.99 |
|
August 25, 2035 |
|
II-3-A |
|
(2) |
|
$ |
5,436,830.05 |
|
August 25, 2035 |
|
II-3-B |
|
(2) |
|
$ |
5,436,830.05 |
|
August 25, 2035 |
|
II-4-A |
|
(2) |
|
$ |
5,907,200.35 |
|
August 25, 2035 |
|
II-4-B |
|
(2) |
|
$ |
5,907,200.35 |
|
August 25, 2035 |
|
II-5-A |
|
(2) |
|
$ |
6,547,199.93 |
|
August 25, 2035 |
|
II-5-B |
|
(2) |
|
$ |
6,547,199.93 |
|
August 25, 2035 |
|
II-6-A |
|
(2) |
|
$ |
7,164,012.64 |
|
August 25, 2035 |
|
II-6-B |
|
(2) |
|
$ |
7,164,012.64 |
|
August 25, 2035 |
|
II-7-A |
|
(2) |
|
$ |
7,717,089.59 |
|
August 25, 2035 |
|
II-7-B |
|
(2) |
|
$ |
7,717,089.59 |
|
August 25, 2035 |
|
II-8-A |
|
(2) |
|
$ |
8,047,637.43 |
|
August 25, 2035 |
|
II-8-B |
|
(2) |
|
$ |
8,047,637.43 |
|
August 25, 2035 |
|
II-9-A |
|
(2) |
|
$ |
8,357,249.46 |
|
August 25, 2035 |
|
II-9-B |
|
(2) |
|
$ |
8,357,249.46 |
|
August 25, 2035 |
|
II-10-A |
|
(2) |
|
$ |
8,643,510.47 |
|
August 25, 2035 |
|
II-10-B |
|
(2) |
|
$ |
8,643,510.47 |
|
August 25, 2035 |
|
II-11-A |
|
(2) |
|
$ |
8,904,144.44 |
|
August 25, 2035 |
|
II-11-B |
|
(2) |
|
$ |
8,904,144.44 |
|
August 25, 2035 |
|
II-12-A |
|
(2) |
|
$ |
9,137,040.22 |
|
August 25, 2035 |
|
II-12-B |
|
(2) |
|
$ |
9,137,040.22 |
|
August 25, 2035 |
|
II-13-A |
|
(2) |
|
$ |
9,340,272.25 |
|
August 25, 2035 |
|
II-13-B |
|
(2) |
|
$ |
9,340,272.25 |
|
August 25, 2035 |
|
II-14-A |
|
(2) |
|
$ |
9,512,124.11 |
|
August 25, 2035 |
|
II-14-B |
|
(2) |
|
$ |
9,512,124.11 |
|
August 25, 2035 |
|
II-15-A |
|
(2) |
|
$ |
9,651,107.87 |
|
August 25, 2035 |
|
II-15-B |
|
(2) |
|
$ |
9,651,107.87 |
|
August 25, 2035 |
|
II-16-A |
|
(2) |
|
$ |
9,755,986.23 |
|
August 25, 2035 |
|
II-16-B |
|
(2) |
|
$ |
9,755,986.23 |
|
August 25, 2035 |
|
II-17-A |
|
(2) |
|
$ |
9,825,785.16 |
|
August 25, 2035 |
|
II-17-B |
|
(2) |
|
$ |
9,825,785.16 |
|
August 25, 2035 |
|
II-18-A |
|
(2) |
|
$ |
9,859,812.88 |
|
August 25, 2035 |
|
II-18-B |
|
(2) |
|
$ |
9,859,812.88 |
|
August 25, 2035 |
|
II-19-A |
|
(2) |
|
$ |
9,857,670.44 |
|
August 25, 2035 |
|
II-19-B |
|
(2) |
|
$ |
9,857,670.44 |
|
August 25, 2035 |
|
II-20-A |
|
(2) |
|
$ |
9,828,946.97 |
|
August 25, 2035 |
|
II-20-B |
|
(2) |
|
$ |
9,828,946.97 |
|
August 25, 2035 |
|
II-21-A |
|
(2) |
|
$ |
130,537,565.50 |
|
August 25, 2035 |
|
II-21-B |
|
(2) |
|
$ |
130,537,565.50 |
|
August 25, 2035 |
|
II-22-A |
|
(2) |
|
$ |
1,850,481.73 |
|
August 25, 2035 |
|
II-22-B |
|
(2) |
|
$ |
1,850,481.73 |
|
August 25, 2035 |
|
II-23-A |
|
(2) |
|
$ |
1,766,919.86 |
|
August 25, 2035 |
|
II-23-B |
|
(2) |
|
$ |
1,766,919.86 |
|
August 25, 2035 |
|
II-24-A |
|
(2) |
|
$ |
1,687,407.72 |
|
August 25, 2035 |
|
II-24-B |
|
(2) |
|
$ |
1,687,407.72 |
|
August 25, 2035 |
|
II-25-A |
|
(2) |
|
$ |
1,611,733.34 |
|
August 25, 2035 |
|
II-25-B |
|
(2) |
|
$ |
1,611,733.34 |
|
August 25, 2035 |
|
II-26-A |
|
(2) |
|
$ |
1,539,701.64 |
|
August 25, 2035 |
|
II-26-B |
|
(2) |
|
$ |
1,539,701.64 |
|
August 25, 2035 |
|
II-27-A |
|
(2) |
|
$ |
1,471,124.20 |
|
August 25, 2035 |
|
II-27-B |
|
(2) |
|
$ |
1,471,124.20 |
|
August 25, 2035 |
|
II-28-A |
|
(2) |
|
$ |
1,405,823.88 |
|
August 25, 2035 |
|
II-28-B |
|
(2) |
|
$ |
1,405,823.88 |
|
August 25, 2035 |
|
II-29-A |
|
(2) |
|
$ |
1,343,632.99 |
|
August 25, 2035 |
|
II-29-B |
|
(2) |
|
$ |
1,343,632.99 |
|
August 25, 2035 |
|
II-30-A |
|
(2) |
|
$ |
1,284,394.06 |
|
August 25, 2035 |
|
II-30-B |
|
(2) |
|
$ |
1,284,394.06 |
|
August 25, 2035 |
|
II-31-A |
|
(2) |
|
$ |
1,227,955.95 |
|
August 25, 2035 |
|
II-31-B |
|
(2) |
|
$ |
1,227,955.95 |
|
August 25, 2035 |
|
II-32-A |
|
(2) |
|
$ |
1,592,213.05 |
|
August 25, 2035 |
|
II-32-B |
|
(2) |
|
$ |
1,592,213.05 |
|
August 25, 2035 |
|
II-33-A |
|
(2) |
|
$ |
2,563,715.17 |
|
August 25, 2035 |
|
II-33-B |
|
(2) |
|
$ |
2,563,715.17 |
|
August 25, 2035 |
|
II-34-A |
|
(2) |
|
$ |
960,958.64 |
|
August 25, 2035 |
|
II-34-B |
|
(2) |
|
$ |
960,958.64 |
|
August 25, 2035 |
|
II-35-A |
|
(2) |
|
$ |
921,257.58 |
|
August 25, 2035 |
|
II-35-B |
|
(2) |
|
$ |
921,257.58 |
|
August 25, 2035 |
|
II-36-A |
|
(2) |
|
$ |
883,303.51 |
|
August 25, 2035 |
|
II-36-B |
|
(2) |
|
$ |
883,303.51 |
|
August 25, 2035 |
|
II-37-A |
|
(2) |
|
$ |
847,013.48 |
|
August 25, 2035 |
|
II-37-B |
|
(2) |
|
$ |
847,013.48 |
|
August 25, 2035 |
|
II-38-A |
|
(2) |
|
$ |
853,806.37 |
|
August 25, 2035 |
|
II-38-B |
|
(2) |
|
$ |
853,806.37 |
|
August 25, 2035 |
|
II-39-A |
|
(2) |
|
$ |
776,620.86 |
|
August 25, 2035 |
|
II-39-B |
|
(2) |
|
$ |
776,620.86 |
|
August 25, 2035 |
|
II-40-A |
|
(2) |
|
$ |
745,019.60 |
|
August 25, 2035 |
|
II-40-B |
|
(2) |
|
$ |
745,019.60 |
|
August 25, 2035 |
|
II-41-A |
|
(2) |
|
$ |
714,783.24 |
|
August 25, 2035 |
|
II-41-B |
|
(2) |
|
$ |
714,783.24 |
|
August 25, 2035 |
|
II-42-A |
|
(2) |
|
$ |
685,847.81 |
|
August 25, 2035 |
|
II-42-B |
|
(2) |
|
$ |
685,847.81 |
|
August 25, 2035 |
|
II-43-A |
|
(2) |
|
$ |
658,154.61 |
|
August 25, 2035 |
|
II-43-B |
|
(2) |
|
$ |
658,154.61 |
|
August 25, 2035 |
|
II-44-A |
|
(2) |
|
$ |
631,645.64 |
|
August 25, 2035 |
|
II-44-B |
|
(2) |
|
$ |
631,645.64 |
|
August 25, 2035 |
|
II-45-A |
|
(2) |
|
$ |
606,266.42 |
|
August 25, 2035 |
|
II-45-B |
|
(2) |
|
$ |
606,266.42 |
|
August 25, 2035 |
|
II-46-A |
|
(2) |
|
$ |
581,966.68 |
|
August 25, 2035 |
|
II-46-B |
|
(2) |
|
$ |
581,966.68 |
|
August 25, 2035 |
|
II-47-A |
|
(2) |
|
$ |
558,695.45 |
|
August 25, 2035 |
|
II-47-B |
|
(2) |
|
$ |
558,695.45 |
|
August 25, 2035 |
|
II-48-A |
|
(2) |
|
$ |
536,407.39 |
|
August 25, 2035 |
|
II-48-B |
|
(2) |
|
$ |
536,407.39 |
|
August 25, 2035 |
|
II-49-A |
|
(2) |
|
$ |
515,057.85 |
|
August 25, 2035 |
|
II-49-B |
|
(2) |
|
$ |
515,057.85 |
|
August 25, 2035 |
|
II-50-A |
|
(2) |
|
$ |
12,929,428.77 |
|
August 25, 2035 |
|
II-50-B |
|
(2) |
|
$ |
12,929,428.77 |
|
August 25, 2035 |
|
P |
|
(2) |
|
$ |
100.00 |
|
August 25, 2035 |
|
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date in the month following the maturity date for the Mortgage Loan with the latest possible maturity date has been designated as the “latest possible maturity date” for each REMIC 2 Regular Interest. |
(2) |
Calculated in accordance with the definition of “Uncertificated REMIC 2 Pass-Through Rate” herein. |
REMIC 3
As provided herein, the Trustee will make an election to treat the segregated pool of assets consisting of the REMIC 2 Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 3.” The Class R-3 Interest will represent the sole class of “residual interests” in REMIC 3 for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, the Uncertificated REMIC 3 Pass-Through Rate, the initial Uncertificated Balance, and for purposes of satisfying Treasury Regulations Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 3 Regular Interests. None of the REMIC 3 Regular Interests will be certificated.
Designation |
|
Uncertificated REMIC 3 Pass-Through Rate |
|
Initial Uncertificated Balance |
|
Latest Possible Maturity Date(1) |
| |
LTAA |
|
Variable(2) |
|
$ |
493,413,008.47 |
|
August 25, 2035 |
|
LTA1 |
|
Variable(2) |
|
$ |
1,179,500.00 |
|
August 25, 2035 |
|
LTA2A |
|
Variable(2) |
|
$ |
1,081,155.00 |
|
August 25, 2035 |
|
LTA2B |
|
Variable(2) |
|
$ |
431,825.00 |
|
August 25, 2035 |
|
LTA2C |
|
Variable(2) |
|
$ |
707,880.00 |
|
August 25, 2035 |
|
LTA2D |
|
Variable(2) |
|
$ |
229,380.00 |
|
August 25, 2035 |
|
LT2MZ |
|
Variable(2) |
|
$ |
272,250.00 |
|
August 25, 2035 |
|
LTM1 |
|
Variable(2) |
|
$ |
186,285.00 |
|
August 25, 2035 |
|
LTM2 |
|
Variable(2) |
|
$ |
168,670.00 |
|
August 25, 2035 |
|
LTM3 |
|
Variable(2) |
|
$ |
115,800.00 |
|
August 25, 2035 |
|
LTM4 |
|
Variable(2) |
|
$ |
80,555.00 |
|
August 25, 2035 |
|
LTM5 |
|
Variable(2) |
|
$ |
83,075.00 |
|
August 25, 2035 |
|
LTM6 |
|
Variable(2) |
|
$ |
70,490.00 |
|
August 25, 2035 |
|
LTM7 |
|
Variable(2) |
|
$ |
75,520.00 |
|
August 25, 2035 |
|
LTM8 |
|
Variable(2) |
|
$ |
57,900.00 |
|
August 25, 2035 |
|
LTM9 |
|
Variable(2) |
|
$ |
50,350.00 |
|
August 25, 2035 |
|
LTM10 |
|
Variable(2) |
|
$ |
75,520.00 |
|
August 25, 2035 |
|
LTM11 |
|
Variable(2) |
|
$ |
30,210.00 |
|
August 25, 2035 |
|
LTM12 |
|
Variable(2) |
|
$ |
45,315.00 |
|
August 25, 2035 |
|
LTB1 |
|
Variable(2) |
|
$ |
52,865.00 |
|
August 25, 2035 |
|
LTB2 |
|
Variable(2) |
|
$ |
15,105.00 |
|
August 25, 2035 |
|
LTZZ |
|
Variable(2) |
|
$ |
5,060,003.23 |
|
Xxxxxx 00, 0000 |
|
XXX |
|
Variable(2) |
|
$ |
100.00 |
|
August 25, 2035 |
|
LT1SUB |
|
Variable(2) |
|
$ |
6,315.27 |
|
August 25, 2035 |
|
LT1GRP |
|
Variable(2) |
|
$ |
29,693.81 |
|
August 25, 2035 |
|
LT2SUB |
|
Variable(2) |
|
$ |
16,341.46 |
|
August 25, 2035 |
|
LT2GRP |
|
Variable(2) |
|
$ |
69,628.88 |
|
August 25, 2035 |
|
LTXX |
|
Variable(2) |
|
$ |
503,360,682.27 |
|
August 25, 2035 |
|
LTIO |
|
Variable(2) |
|
$ |
478,308,576.00 |
|
August 25, 2035 |
|
______________________________________
(1) |
For purposes of Treasury Regulations Section 1.860G-1(a)(4)(iii), the Distribution Date in the month following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each REMIC 3 Regular Interest and each Class of Regular Certificates. |
(2) |
Calculated in accordance with the definition of “Uncertificated REMIC 3 Pass-Through Rate” herein. |
(3) |
REMIC 3 Regular Interest LTIO will not have an Uncertificated Balance, but will accrue interest on its Uncertificated Notional Amount, as defined herein. |
REMIC 4
As provided herein, the Trustee shall make an election to treat the segregated pool of assets consisting of the REMIC 3 Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 4.” The Class R-4 Interest represents the sole class of “residual interests” in REMIC 4 for purposes of the REMIC Provisions.
The following table sets forth (or describes) the Class designation, Certificate Interest Rate and Original Class Certificate Principal Balance for each Class of Certificates or REMIC 4 Regular Interests comprising the interests in the Trust Fund created hereunder:
Class |
|
Original Class Certificate Principal Balance |
|
Certificate Interest Rate |
|
Assumed Final |
| |
A-1 |
|
$ |
235,900,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
A-2A |
|
$ |
216,231,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
A-2B |
|
$ |
86,365,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
A-2C |
|
$ |
141,576,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
A-2D |
|
$ |
45,876,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
A-2MZ |
|
$ |
54,450,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-1 |
|
$ |
37,257,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-2 |
|
$ |
33,734,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-3 |
|
$ |
23,160,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-4 |
|
$ |
16,111,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-5 |
|
$ |
16,615,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-6 |
|
$ |
14,098,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-7 |
|
$ |
15,104,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-8 |
|
$ |
11,580,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-9 |
|
$ |
10,070,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-10 |
|
$ |
15,104,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-11 |
|
$ |
6,042,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
M-12 |
|
$ |
9,063,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
B-1 |
|
$ |
10,573,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
B-2 |
|
$ |
3,021,000.00 |
|
Variable (2) |
|
August 25, 2035 |
|
CE Interest |
|
$ |
5,035,323.40 |
|
(3) |
|
August 25, 2035 |
|
P Interest |
|
$ |
100.00 |
|
N/A |
|
August 25, 2035 |
|
Swap IO Interest |
|
|
(4 |
) |
(5) |
|
August 25, 2035 |
|
R |
|
|
|
|
N/A |
|
August 25, 2035 |
|
R-X |
|
|
|
|
N/A |
|
August 25, 2035 |
|
Total |
|
|
|
|
|
|
August 25, 2035 |
|
_________________________________________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each Class of Certificates that represents one or more of the “regular interests” in REMIC 4. |
(2) |
Calculated in accordance with the definition of “Certificate Interest Rate” herein. |
(3) |
Solely for REMIC purposes, the Class CE Interest will (i) have an Original Class Certificate Principal Balance equal to the Initial Overcollateralization Amount and (ii) will accrue interest on its Notional Amount. |
(4) |
For federal income tax purposes, the Class IO Interest will not have an Uncertificated Balance, but will have a notional amount equal to the Uncertificated Notional Amount of REMIC 3 Regular Interest IO. |
(5) |
For federal income tax purposes, the Class Swap-IO Interest will not have a Certificate Interest Rate, but will be entitled to 100% of the amounts distributed on REMIC 3 Regular Interest LT-IO. |
REMIC 5
As provided herein, the Trustee shall make an election to treat the segregated pool of assets consisting of the Class CE Interest as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 5.” The Class R-5 Interest represents the sole class of “residual interests” in REMIC 5 for purposes of the REMIC Provisions.
The following table sets forth (or describes) the Class designation, Certificate Interest Rate and Original Class Certificate Principal Balance for the Class of Certificates comprising the interests in the Trust Fund created hereunder:
Class |
Original Class Certificate Principal Balance |
Certificate Interest Rate |
Assumed Final |
CE |
$ 5,035,323.40 |
Variable (2) |
August 25, 2035 |
_________________________________________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each Class of Certificates that represents one or more of the “regular interests” in REMIC 5. |
(2) |
The Class CE Certificates will be entitled to 100% of amounts distributed on the Class CE Interest. |
REMIC 6
As provided herein, the Trustee shall make an election to treat the segregated pool of assets consisting of the Class P Interest as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 6.” The Class R-6 Interest represents the sole class of “residual interests” in REMIC 6 for purposes of the REMIC Provisions.
The following table sets forth (or describes) the Class designation, Certificate Interest Rate and Original Class Certificate Principal Balance for the Class of Certificates comprising the interests in the Trust Fund created hereunder:
Class |
Original Class Certificate Principal Balance |
Certificate Interest Rate |
Assumed Final |
P |
$ 100.00 |
Variable (2) |
August 25, 2035 |
_________________________________________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each Class of Certificates that represents one or more of the “regular interests” in REMIC 6. |
(2) |
The Class P Certificates will be entitled to 100% of amounts distributed on the Class P Interest. |
REMIC 7
As provided herein, the Trustee shall make an election to treat the segregated pool of assets consisting of the Class IO Interest as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 7.” The Class R-7 Interest represents the sole class of “residual interests” in REMIC 7 for purposes of the REMIC Provisions.
The following table sets forth (or describes) the Class designation, Certificate Interest Rate and Original Class Certificate Principal Balance for the Class of Certificates comprising the interests in the Trust Fund created hereunder:
Class |
Original Class Certificate Principal Balance |
Certificate Interest Rate |
Assumed Final |
REMIC 7 Regular Interest SWAP-IO |
$ 100.00 |
Variable (2) |
August 25, 2035 |
_________________________________________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each Class of Certificates that represents one or more of the “regular interests” in REMIC 7. |
(2) |
REMIC 7 Regular Interest SWAP-IO will be entitled to 100% of amounts distributed on the Class IO Interest. |
DEFINITIONS
Section 1.01 |
Defined Terms. |
Whenever used in this Agreement or in the Preliminary Statement, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Article. Interest on all Classes of REMIC 1 Regular Interests will be calculated on the basis of a 360-day year consisting of twelve 30-day months. Interest on all Regular Certificates will be calculated on the basis of the actual number of days in the related Interest Accrual Period and a 360-day year.
“1933 Act”: The Securities Act of 1933, as amended.
“60+ Day Delinquent Loan”: Each Mortgage Loan (including each Mortgage Loan in foreclosure and each Mortgage Loan for which the Mortgagor has filed for bankruptcy after the Closing Date) with respect to which any portion of a Monthly Payment is, as of the last day of the prior Collection Period, two months or more past due and each Mortgage Loan relating to an REO Property.
“Account”: Any of the Collection Account, the Distribution Account, the Cap Carryover Reserve Account, the Swap Account or the Escrow Account.
“Accrued Certificate Interest”: With respect to each Distribution Date and Class of Certificates, an amount equal to the interest accrued at the Certificate Interest Rate during the related Interest Accrual Period on the Certificate Principal Balance of such Class of Certificates, reduced by such Class’ Interest Percentage of Relief Act Interest Shortfalls for such Distribution Date.
“Addition Notice”: With respect to the transfer of Subsequent Mortgage Loans to the Trust Fund pursuant to Section 2.04, a notice of the Depositor’s designation of the Subsequent Mortgage Loans to be sold to the Trust Fund and the aggregate Principal Balance of such Subsequent Mortgage Loans as of the Subsequent Cut-off Date. The Addition Notice shall be given not later than three Business Days prior to the related Subsequent Transfer Date and shall be substantially in the form attached hereto as Exhibit S.
“Adjustable-Rate Mortgage Loan”: A Mortgage Loan which has a rate at which interest accrues that adjusts based on the Index plus a related Gross Margin, as set forth and subject to the limitations in the related Mortgage Note.
“Adjustment Date”: With respect to each Adjustable-Rate Mortgage Loan, each adjustment date on which the Mortgage Interest Rate of an Adjustable-Rate Mortgage Loan changes pursuant to the related Mortgage Note. The first Adjustment Date following the Cut-off Date as to each Adjustable-Rate Mortgage Loan is set forth in the Mortgage Loan Schedule.
“Advance”: As to any Mortgage Loan, any advance made by the Servicer in respect of any Distribution Date pursuant to Section 4.07.
“Adverse REMIC Event”: As defined in Section 9.01(f) hereof.
“Affiliate”: With respect to any Person, any other Person controlling, controlled by or under common control with such Person. For purposes of this definition, “control” means the power to direct the management and policies of a Person, directly or indirectly, whether through ownership of voting securities, by contract or otherwise and “controlling” and “controlled” shall have meanings correlative to the foregoing.
“Aggregate Overcollateralization Release Amount”: With respect to any Distribution Date, the lesser of (i) the Principal Remittance Amount and (ii) the Overcollateralization Release Amount.
“Agreement”: This Pooling and Servicing Agreement and all amendments and supplements hereto.
“Applicable Regulations”: As to any Mortgage Loan, all federal, state and local laws, statutes, rules and regulations applicable thereto.
“Applied Realized Loss Amount”: With respect to each Distribution Date, the excess, if any, of the aggregate of (a) the Certificate Principal Balances of the Certificates (after taking into account the distribution of the Principal Distribution Amount on such Distribution Date and any increase in any Certificate Principal Balance as a result of Subsequent Recoveries) over (b) the Pool Balance as of the end of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period.
“Assignment”: An assignment of Mortgage, notice of transfer or equivalent instrument, in recordable form, which is sufficient under the laws of the jurisdiction wherein the related Mortgaged Property is located to reflect or record the sale of the Mortgage.
“Assumed Final Maturity Date”: As to each Class of Certificates, the date set forth as such in the Preliminary Statement.
“Available Funds”: As to any Distribution Date, an amount equal to the excess of (i) the sum of (a) the aggregate of the Monthly Payments due during the related Collection Period and received on or prior to the related Determination Date by the Servicer, (b) Liquidation Proceeds, Insurance Proceeds, Condemnation Proceeds, Principal Prepayments, Substitution Adjustment Amounts, the Purchase Price for any repurchased Mortgage Loan, the Termination Price with respect to the termination of the Trust pursuant to Section 10.01 hereof and other unscheduled recoveries of principal and interest (excluding Prepayment Charges, Originator Prepayment Charge Payment Amounts, Servicer Prepayment Charge Payment Amounts and Prepayment Interest Excess) in respect of the Mortgage Loans during the related Prepayment Period, (c) the aggregate of any amounts received in respect of an REO Property deposited in the Collection Account for such Distribution Date, (d) any Compensating Interest for such Distribution Date, (e) the aggregate of any Advances made by the Servicer for such Distribution Date, (f) any Reimbursement Amount or Subsequent Recovery deposited into the Collection Account during the related Prepayment Period and (g) with respect to the Distribution Date immediately following the end of the Funding Period, any amounts in the Pre-Funding Accounts
(exclusive of investment income) after giving effect to any purchase of Subsequent Mortgage Loans over (ii) the sum of (a) amounts reimbursable or payable to the Servicer pursuant to Sections 3.05 or 6.03, (b) amounts reimbursable or payable to the Trustee pursuant to Section 8.05 or Section 9.01(c), (c) Stayed Funds, (d) the Servicing Fee, (e) amounts deposited in the Collection Account or the Distribution Account, as the case may be, in error and (f) any Net Swap Payment or Swap Termination Payment owed to the Swap Provider (other than any Swap Termination Payment owed to the Swap Provider resulting from a Swap Provider Trigger Event).
“Balloon Payment”: A payment of the unamortized principal balance of a Mortgage Loan in a single payment at the maturity of such Mortgage Loan that is substantially greater than the preceding Monthly Payment.
“Bankruptcy Code”: Title 11 of the United States Code, as amended.
“Book-Entry Certificates”: Any of the Certificates that shall be registered in the name of the Depository or its nominee, the ownership of which is reflected on the books of the Depository or on the books of a Person maintaining an account with the Depository (directly, as a “Depository Participant,” or indirectly, as an indirect participant in accordance with the rules of the Depository and as described in Section 5.02 hereof). On the Closing Date, the Floating Rate Certificates shall be Book-Entry Certificates.
“Business Day”: Any day other than a Saturday, a Sunday or a day on which banking institutions in the State of Delaware, the State of New York, the State of New Jersey, the city in which the offices of the Servicer are located or any city in which the Corporate Trust Office of the Trustee is located are authorized or obligated by law or executive order to be closed.
“Cap”: Any of the Group 1 Cap, the Group 2 Cap or the Pool Cap.
“Cap Carryover Amount”: If on any Distribution Date, the Accrued Certificate Interest for any Floating Rate Certificates is based upon the related Cap, the excess of (i) the amount of interest such Certificate would have been entitled to receive on such Distribution Date based on the related Pass-Through Rate, over (ii) the amount of interest such Certificate received on such Distribution Date based on such related Cap, together with the unpaid portion of any such excess from prior Distribution Dates (and interest accrued thereon at the then applicable Pass-Through Rate on such Certificate).
“Cap Carryover Reserve Account”: The reserve account established and maintained pursuant to Section 3.04(g).
“Certificate”: Any Regular Certificate, Class P Certificate or Residual Certificate.
“Certificate Interest Rate”: With respect to any Class of the Floating Rate Certificates and any Distribution Date, the lesser of (x) the related Pass-Through Rate for such Distribution Date and (y) the applicable Cap for such Distribution Date.
With respect to the Class CE Interest and any Distribution Date, a per annum rate equal to the percentage equivalent of a fraction, the numerator of which is the sum of the amounts calculated pursuant to clauses (A) through (W) below, and the denominator of which is the aggregate Uncertificated Balance of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2 and REMIC 3 Regular Interest LTZZ. For purposes of calculating the Certificate Interest Rate for the Class CE Certificates, the numerator is equal to the sum of the following components:
(A) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTAA minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTAA;
(B) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTA1 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTA1;
(C) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTA2A minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTA2A;
(D) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTA2B minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTA2B;
(E) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTA2C minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTA2C;
(F) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTA2D minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTA2D;
(G) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTA2MZ minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTA2MZ;
(H) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM1 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM1;
(I) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM2 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM2;
(J) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM3 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM3;
(K) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM4 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM4;
(L) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM5 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM5;
(M) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM6 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM6;
(N) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM7 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM7;
(O) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM8 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM8;
(P) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM9 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM9;
(Q) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM10 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM10;
(R) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM11 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM11;
(S) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM12 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTM12;
(T) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTB1 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTB1;
(U) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTM6 minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTB2;
(V) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTZZ minus the Marker Rate, applied to an amount equal to the Uncertificated Balance of REMIC 3 Regular Interest LTZZ; and
(W) 100% of the interest distributed on REMIC 3 Regular Interest LTP.
With respect to the Class Class CE Certificates, 100% of the interest distributed on the Class CE Interest.
With respect to the Class SWAP-IO Interest, the Class SWAP-IO Interest shall not have a Pass-Through Rate, but interest for such Regular Interest and each Distribution Date shall be an amount equal to 100% of the amounts distributable to REMIC 3 Regular Interest LTIO for such Distribution Date.
“Certificate Owner”: With respect to each Book-Entry Certificate, any beneficial owner thereof.
“Certificate Principal Balance”: With respect to any Class of Certificates (other than the Residual Certificates) and any Distribution Date, the Original Class Certificate Principal Balance (a) reduced by the sum of (i) all amounts actually distributed in respect of principal of such Class on all prior Distribution Dates and (ii) Applied Realized Loss Amounts allocated thereto for previous Distribution Dates and (b) increased by any Subsequent Recoveries allocated to such Class for previous Distribution Dates. The Residual Certificates do not have a Certificate Principal Balance. With respect to the Class CE Certificates, the excess of the aggregate Uncertificated Balance of the REMIC 3 Regular Interests over the aggregate Certificate Principal Balance of the Certificates (other than the Class CE Certificates).
“Certificate Register” and “Certificate Registrar”: The register maintained and registrar appointed pursuant to Section 5.02 hereof.
“Certificateholder” or “Holder”: The Person in whose name a Certificate is registered in the Certificate Register, except that a Disqualified Organization or non-U.S. Person shall not be a Holder of any Residual Certificate for any purpose hereof.
“Certification”: As defined in Section 3.31(b) hereof.
“Class”: Collectively, Certificates or REMIC Regular Interests which have the same priority of payment and bear the same class designation and the form of which is identical except for variation in the Percentage Interest evidenced thereby.
“Certificate Margin”: With respect to each Class of Floating Rate Certificates and for purposes of the Marker Rate and the Maximum LTZZ Uncertificated Accrued Interest Deferral Amount, the specified REMIC 3 Regular Interest, as follows:
Class |
REMIC 3 Regular Interest |
Certificate Margin | |
(1) (%) |
(2) (%) | ||
A-1 |
LTA1 |
0.260% |
0.520% |
A-2A |
LTA2A |
0.110% |
0.220% |
X-0X |
XXX0X |
0.180% |
0.360% |
A-2C |
LTA2C |
0.280% |
0.560% |
A-2D |
LTA2D |
0.360% |
0.720% |
A-2MZ |
LT2MZ |
0.320% |
0.640% |
M-1 |
LTM1 |
0.440% |
0.660% |
M-2 |
LTM2 |
0.450% |
0.675% |
M-3 |
LTM3 |
0.490% |
0.735% |
M-4 |
LTM4 |
0.590% |
0.885% |
M-5 |
LTM5 |
0.630% |
0.945% |
M-6 |
LTM6 |
0.680% |
1.020% |
M-7 |
LTM7 |
1.120% |
1.680% |
M-8 |
LTM8 |
1.300% |
1.950% |
M-9 |
LTM9 |
1.750% |
2.625% |
M-10 |
LTM10 |
2.000% |
3.000% |
M-11 |
LTM11 |
3.000% |
4.500% |
M-12 |
LTM12 |
2.500% |
3.750% |
B-1 |
LTB1 |
2.500% |
3.750% |
B-2 |
LTB2 |
2.500% |
3.750% |
__________
(1) |
For the Accrual Period for each Distribution Date on or prior to the Optional Termination Date. |
(2) |
For each other Accrual Period. |
“Class A Certificate”: Any one of the Certificates with an “A” designated on the face thereof substantially in the form annexed hereto as Exhibits X-0, X-0, X-0, X-0, X-0 and A-6, executed by the Trustee on behalf of the Trust and authenticated and delivered by the Certificate Registrar, representing the right to distributions as set forth herein and therein and evidencing (i) a REMIC Regular Interest in REMIC 4, (ii) the right to receive the related Cap Carryover Amount and (iii) the obligation to pay any Class IO Distribution Amount.
“Class A Certificateholders”: Collectively, the Holders of the Class A Certificates.
“Class B Certificate”: Any one of the Certificates with an “B” designated on the face thereof substantially in the form annexed hereto as Exhibits B-13 and B-14, executed by the Trustee on behalf of the Trust and authenticated and delivered by the Certificate Registrar, representing the right to distributions as set forth herein and therein and evidencing (i) a REMIC Regular Interest in REMIC 4, (ii) the right to receive the related Cap Carryover Amount and (iii) the obligation to pay any Class IO Distribution Amount..
“Class B Certificateholders”: Collectively, the Holders of the Class B Certificates.
“Class B-1 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum
of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date), (xii) the Certificate Principal Balance of the Class M-11 Certificates (after taking into account the distribution of the Class M-11 Principal Distribution Amount on such Distribution Date), (xiii) the Certificate Principal Balance of the Class M-12 Certificates (after taking into account the distribution of the Class M-12 Principal Distribution Amount on such Distribution Date) and (xiii) the Certificate Principal Balance of the Class B-1 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 98.40% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class B-2 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account thedistribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the
Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date), (xii) the Certificate Principal Balance of the Class M-11 Certificates (after taking into account the distribution of the Class M-11 Principal Distribution Amount on such Distribution Date), (xiii) the Certificate Principal Balance of the Class M-12 Certificates (after taking into account the distribution of the Class M-12 Principal Distribution Amount on such Distribution Date) (xiv) the Certificate Principal Balance of the Class B-1 Certificates (after taking into account the distribution of the Class B-1 Principal Distribution Amount on such Distribution Date) and (xv) the Certificate Principal Balance of the Class B-2 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 99.00% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class CE Certificates”: Any one of the Class CE Certificates as designated on the face thereof substantially in the form annexed hereto as Exhibit C-1, executed by the Trustee on behalf of the Trust and authenticated and delivered by the Certificate Registrar, representing the right to distributions as set forth herein and therein and evidencing (i) a REMIC Regular Interest in REMIC 5, (ii) the obligation to pay Cap Carryover Amounts and Swap Termination Payments and (iii) the obligation to pay any Class IO Distribution Amount.
“Class CE Distributable Amount”: With respect to any Distribution Date, the sum of (i) the interest accrued on such Class CE Certificate at its Certificate Interest Rate calculated on its Notional Amount less the amount (without duplication) of Cap Carryover Amounts paid pursuant to Section 4.02(b)(xvii), (ii) any remaining Aggregate Overcollateralization Release Amounts, (iii) the aggregate of amounts remaining in the Cap Carryover Reserve Account after the distributions in Section 3.04(g).
“Class CE Interest”: An uncertificated interest in the Trust Fund held by the Trustee, evidencing a Regular Interest in REMIC 4 for purposes of the REMIC Provisions.
“Class IO Distribution Amount”: As defined in Section 4.09 hereof. For purposes of clarity, the Class IO Distribution Amount for any Distribution Date shall equal the amount
payable to the Swap Account on such Distribution Date in excess of the amount payable on the Class IO Interest on such Distribution Date, all as further provided in Section 4.09 hereof.
“Class Swap-IO Interest”: An uncertificated interest in the Trust Fund held by the Trustee, evidencing a REMIC Regular Interest in REMIC 4 for purposes of the REMIC Provisions.
“Class M Certificate”: Any one of the Certificates with an “M” designated on the face thereof substantially in the form annexed hereto as Exhibits X-0, X-0, X-0, X-0, X-0, X-0, X-0, X-0, X-0, X-00, X-00 and B-12, executed by the Trustee on behalf of the Trust and authenticated and delivered by the Certificate Registrar, representing the right to distributions as set forth herein and therein and evidencing (i) a REMIC Regular Interest in REMIC 4, (ii) the right to receive the related Cap Carryover Amount and (iii) the obligation to pay any Class IO Distribution Amount.
“Class M Certificateholders”: Collectively, the Holders of the Class M Certificates.
“Class M-1 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date) and (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 62.40% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-2 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date) and (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 69.10% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-3 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum
of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), and (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 73.70% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-4 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date) and (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 76.90% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-5 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date) and (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 80.20% and (ii) the Pool Balance as
of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-6 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date) and (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 83.00% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-7 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date) and (viii) the Certificate Principal Balance of the Class M-7 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 86.00% and (ii) the Pool Balance as
of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-8 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date) and (ix) the Certificate Principal Balance of the Class M-8 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 88.30% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-9 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the
Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date) and (x) the Certificate Principal Balance of the Class M-9 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 90.30% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-10 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date) and (xi) the Certificate Principal Balance of the Class M-10 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 93.30% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-11 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum
of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date) and (xii) the Certificate Principal Balance of the Class M-11 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 94.50% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class M-12 Principal Distribution Amount”: As of any Distribution Date on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the
Certificate Principal Balance of the Class M-7 Certificates (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date), (xii) (xi) the Certificate Principal Balance of the Class M-11 Certificates (after taking into account the distribution of the Class M-11 Principal Distribution Amount on such Distribution Date) and (xii) the Certificate Principal Balance of the Class M-12 Certificates the immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) 96.30% and (ii) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period minus the the product of (i) 0.50% and (ii) the sum of (a) the Cut-off Date Aggregate Principal Balance and (b) the Original Pre-Funded Amounts.
“Class P Certificate”: Any one of the Certificates with a “P” designated on the face thereof substantially in the form annexed hereto as Exhibit C-2, executed by the Trustee on behalf of the Trust and authenticated and delivered by the Certificate Registrar, representing the right to distributions as set forth herein and therein and evidencing a REMIC Regular Interest in REMIC 6.
“Class P Interest”: An uncertificated interest in the Trust Fund held by the Trustee, evidencing a Regular Interest in REMIC 4 for purposes of the REMIC Provisions.
“Class R Certificate”: The Class R Certificate executed by the Trustee on behalf of the Trust, and authenticated and delivered by the Certificate Registrar, substantially in the form annexed hereto as Exhibit C-3 and evidencing the ownership of the Residual Interest in each of REMIC 1, REMIC 2, REMIC 3 and REMIC 4. The Class R Certificate represents the ownership of the Class R-1 Interest, the Class R-2 Interest, the Class R-3 Interest and the Class R-4 Interest.
“Class R-X Certificate”: The Class R-X Certificate executed by the Trustee on behalf of the Trust, and authenticated and delivered by the Certificate Registrar, substantially in the form annexed hereto as Exhibit C-4 and evidencing the ownership of the Residual Interest in each of REMIC 5, REMIC 6 and REMIC 7. The Class R-X Certificate represents the ownership of the Class R-5 Interest, the Class R-6 Interest and the Class R-7 Interest.
“Class R-1 Interest”: The uncertificated residual interest in REMIC 1.
“Class R-2 Interest”: The uncertificated residual interest in REMIC 2.
“Class R-3 Interest”: The uncertificated residual interest in REMIC 3.
“Class R-4 Interest”: The uncertificated residual interest in REMIC 4.
“Class R-5 Interest”: The uncertificated residual interest in REMIC 5.
“Class R-6 Interest”: The uncertificated residual interest in REMIC 6.
“Class R-7 Interest”: The uncertificated residual interest in REMIC 7.
“Closing Date”: September 30, 2005.
“Code”: The Internal Revenue Code of 1986, as it may be amended from time to time.
“Collection Account”: The account or accounts created and maintained by the Servicer pursuant to Section 3.04(a), which shall be entitled “Collection Account, HomEq Servicing Corporation, as Servicer for the Trust under the Pooling and Servicing Agreement dated as of September 1, 2005 among Asset Backed Funding Corporation, as Depositor, HomEq Servicing Corporation, as Servicer, and Xxxxx Fargo Bank, N.A., as Trustee, in trust for registered Holders of ABFC 2005-WMC1 Trust, ABFC Asset-Backed Certificates, Series 2005-WMC1,” and which must be an Eligible Account.
“Collection Period”: With respect to any Distribution Date, the period from the second day of the calendar month preceding the month in which such Distribution Date occurs through the first day of the month in which such Distribution Date occurs.
“Combined Loan-to-Value Ratio”: For any Mortgage Loan, the fraction, expressed as a percentage, the numerator of which is the sum of (i) the Principal Balance of the Mortgage Loan at origination and (ii) the principal balance of the senior mortgage loan, if any, on the date of origination of the Mortgage Loan and the denominator of which is the Value of the related Mortgaged Property.
“Commission”: The United States Securities and Exchange Commission.
“Compensating Interest”: As defined in Section 3.23 hereof.
“Condemnation Proceeds”: All awards or settlements in respect of a taking of a Mortgaged Property by exercise of the power of eminent domain or condemnation.
“Consulting Agreement”: The Consulting Agreement, dated as of September 30, 2005, between The Murrayhill Company, as Credit Risk Manager, and the Depositor.
“Corporate Trust Office”: The principal corporate trust office of the Trustee at which at any particular time its corporate trust business in connection with this Agreement shall be administered, which office at the date of the execution of this instrument is located at (i) for certificate transfer purposes, Xxxxx Fargo Center, Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx, 00000-0000, Attention: Client Manager-ABFC, Series 2005-WMC1 and (ii) for all other purposes, 0000 Xxx Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx 00000, Attention: Client Manager-ABFC, Series 2005-WMC1 or at such other address as the Trustee
may designate from time to time by notice to the Certificateholders, the Depositor and the Servicer.
“Corresponding Classes”: With respect to the following REMIC 3 Regular Interests, the following Classes:
REMIC 3 Regular Interest |
Certificate |
LTA1 |
Class A-1 Certificates |
LTA2A |
Class A-2A Certificates |
LTA2B |
Class A-2B Certificates |
LTA2C |
Class A-2C Certificates |
LTA2D |
Class A-2D Certificates |
LT-2MZ |
Class A-2MZ Certificates |
LTM1 |
Class M-1 Certificates |
LTM2 |
Class M-2 Certificates |
LTM3 |
Class M-3 Certificates |
LTM4 |
Class M-4 Certificates |
LTM5 |
Class M-5 Certificates |
LTM6 |
Class M-6 Certificates |
LTM7 |
Class M-7 Certificates |
LTM8 |
Class M-8 Certificates |
LTM9 |
Class M-9 Certificates |
LTM10 |
Class M-10 Certificates |
LTM11 |
Class M-11 Certificates |
LTM12 |
Class M-12 Certificates |
LTB1 |
Class B-1 Certificates |
LTB2 |
Class B-2 Certificates |
LTP |
Class P Certificates |
“Credit Risk Manager”: The Murrayhill Company, a Colorado corporation.
“Credit Risk Manager Fee”: The fee payable to the Credit Risk Manager on each Distribution Date for its services as Credit Risk Manager, in an amount equal to the product of (i) one-twelfth of the Credit Risk Manager Fee Rate and (ii) the Pool Balance as of the opening of business on the first day of the related Collection Period.
“Credit Risk Manager Fee Rate”: With respect to any Distribution Date, 0.0150% per annum.
“Credit Risk Management Agreement”: The Credit Risk Management Agreement between the Servicer and the Credit Risk Manager dated as of September 30, 2005.
“Cut-off Date”: September 1, 2005.
“Cut-off Date Aggregate Principal Balance”: The aggregate Cut-off Date Principal Balance of the Mortgage Loans.
“Cut-off Date Principal Balance”: With respect to any Mortgage Loan, the unpaid Principal Balance thereof as of the Cut-off Date or Subsequent Cut-off Date, as applicable, after application of funds received or advanced on or before such date (or as of the applicable date of substitution with respect to an Eligible Substitute Mortgage Loan).
“Debt Service Reduction”: With respect to any Mortgage Loan, a reduction in the scheduled Monthly Payment for such Mortgage Loan by a court of competent jurisdiction in a proceeding under the Bankruptcy Code, except such a reduction resulting from a Deficient Valuation.
“Defective Mortgage Loan”: A Mortgage Loan replaced or to be replaced by one or more Eligible Substitute Mortgage Loans.
“Deficient Valuation”: With respect to any Mortgage Loan, a valuation of the related Mortgaged Property by a court of competent jurisdiction in an amount less than the then outstanding principal balance of the Mortgage Loan, which valuation results from a proceeding initiated under the Bankruptcy Code.
“Definitive Certificates”: As defined in Section 5.02(c) hereof.
“Delinquent”: Any Mortgage Loan with respect to which the Monthly Payment due on a Due Date is not made by the close of business on the next scheduled Due Date for such Mortgage Loan.
“Depositor”: Asset Backed Funding Corporation, a Delaware corporation, or any successor in interest.
“Depository”: The initial depository shall be The Depository Trust Company, whose nominee is Cede & Co., or any other organization registered as a “clearing agency” pursuant to Section 17A of the Exchange Act. The Depository shall initially be the registered Holder of the Book-Entry Certificates. The Depository shall at all times be a “clearing corporation” as defined in Section 8-102(3) of the Uniform Commercial Code of the State of New York.
“Depository Participant”: A broker, dealer, bank or other financial institution or other person for whom from time to time a Depository effects book-entry transfers and pledges of securities deposited with the Depository.
“Determination Date”: With respect to any Distribution Date, the 15th day of the calendar month in which such Distribution Date occurs or, if such 15th day is not a Business Day, the Business Day immediately preceding such 15th day.
“Directly Operate”: With respect to any REO Property, the furnishing or rendering of services to the tenants thereof, the management or operation of such REO Property, the holding of such REO Property primarily for sale to customers, the performance of any construction work thereon or any use of such REO Property in a trade or business conducted by the Trust other than through an Independent Contractor; provided, however, that the Trustee (or
the Servicer under this Agreement) shall not be considered to Directly Operate an REO Property solely because the Trustee (or the Servicer under this Agreement) establishes rental terms, chooses tenants, enters into or renews leases, deals with taxes and insurance, or makes decisions as to repairs or capital expenditures with respect to such REO Property.
“Disqualified Organization”: A “disqualified organization” under Section 860E of the Code, which as of the Closing Date is any of: (i) the United States, any state or political subdivision thereof, any possession of the United States, any foreign government, any international organization, or any agency or instrumentality of any of the foregoing, (ii) any organization (other than a cooperative described in Section 521 of the Code) which is exempt from the tax imposed by Chapter 1 of the Code unless such organization is subject to the tax imposed by Section 511 of the Code, (iii) any organization described in Section 1381(a)(2)(C) of the Code, or (iv) any other Person so designated by the Trustee based upon an Opinion of Counsel provided by nationally recognized counsel to the Trustee that the holding of an ownership interest in a Residual Certificate by such Person may cause the Trust Fund or any Person having an ownership interest in any Class of Certificates (other than such Person) to incur liability for any federal tax imposed under the Code that would not otherwise be imposed but for the transfer of an ownership interest in a Residual Certificate to such Person. A corporation will not be treated as an instrumentality of the United States or of any state or political subdivision thereof if all of its activities are subject to tax and a majority of its board of directors is not selected by a governmental unit. The term “United States,” “state” and “international organization” shall have the meanings set forth in Section 7701 of the Code.
“Distribution Account”: The trust account or accounts created and maintained by the Trustee pursuant to Section 3.04(b), which shall be entitled “Distribution Account, Xxxxx Fargo Bank, N.A., as Trustee, in trust for the registered Holders of ABFC 2005-WMC1 Trust, ABFC Asset-Backed Certificates, Series 2005-WMC1” and which must be an Eligible Account.
“Distribution Date”: The 25th day of any calendar month, or if such 25th day is not a Business Day, the Business Day immediately following such 25th day, commencing in October 2005.
“Distribution Date Statement”: As defined in Section 4.06(a) hereof.
“Due Date”: With respect to each Mortgage Loan and any Distribution Date, the day of the calendar month in which such Distribution Date occurs on which the Monthly Payment for such Mortgage Loan was due, exclusive of any grace period.
“Eligible Account”: Any of (i) an account or accounts maintained with a federal or state chartered depository institution or trust company the short-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the short-term unsecured debt obligations of such holding company) are rated “A–1+” by S&P, “P-1” by Xxxxx’x and “F-1+” by Fitch (or comparable ratings if S&P, Xxxxx’x and Fitch are not the Rating Agencies) by each of the Rating Agencies at the time any amounts are held on deposit therein, (ii) an account or accounts the deposits in which are fully insured by the FDIC, (iii) a trust account or accounts maintained
with the trust department of a federal or state chartered depository institution, national banking association or trust company acting in its fiduciary capacity or (iv) an account otherwise acceptable to each Rating Agency without reduction or withdrawal of their then current ratings of the Certificates as evidenced by a letter from each Rating Agency to the Trustee and the NIMS Insurer. Eligible Accounts may bear interest.
“Eligible Investments”: Any one or more of the following obligations or securities acquired at a purchase price of not greater than par, regardless of whether issued or managed by the Depositor, the Servicer, the NIMS Insurer, the Trustee or any of their respective Affiliates or for which an Affiliate of the Trustee serves as an advisor:
(i) direct obligations of, or obligations fully guaranteed as to timely payment of principal and interest by, the United States or any agency or instrumentality thereof, provided such obligations are backed by the full faith and credit of the United States;
(ii) (A) demand and time deposits in, certificates of deposit of, bankers’ acceptances issued by or federal funds sold by any depository institution or trust company (including the Trustee or its agents acting in their respective commercial capacities) incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state authorities, so long as, at the time of such investment or contractual commitment providing for such investment, such depository institution or trust company or its ultimate parent has a short-term uninsured debt rating in one of the two highest available rating categories of S&P and Xxxxx’x and the highest available rating category of Fitch and provided that each such investment has an original maturity of no more than 365 days and (B) any other demand or time deposit or deposit which is fully insured by the FDIC;
(iii) repurchase obligations with a term not to exceed 30 days with respect to any security described in clause (i) above and entered into with a depository institution or trust company (acting as principal) rated A or higher by S&P, A+ or higher by Fitch and A2 or higher by Xxxxx’x, provided, however, that collateral transferred pursuant to such repurchase obligation must be of the type described in clause (i) above and must (A) be valued daily at current market prices plus accrued interest or (B) pursuant to such valuation, be equal, at all times, to 105% of the cash transferred by the Trustee in exchange for such collateral and (C) be delivered to the Trustee or, if the Trustee is supplying the collateral, an agent for the Trustee, in such a manner as to accomplish perfection of a security interest in the collateral by possession of certificated securities;
(iv) securities bearing interest or sold at a discount that are issued by any corporation incorporated under the laws of the United States of America or any State thereof and that are rated by each Rating Agency in its highest long-term unsecured rating categories at the time of such investment or contractual commitment providing for such investment;
(v) commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not
more than 30 days after the date of acquisition thereof) that is rated by each Rating Agency in its highest short-term unsecured debt rating available at the time of such investment;
(vi) units of money market funds registered under the Investment Company Act of 1940 (including funds managed or advised by the Trustee or affiliates thereof) that, if rated by each Rating Agency, are rated in its highest rating category (if so rated by such Rating Agency); and
(vii) if previously confirmed in writing to the Trustee and consented to by the NIMS Insurer, any other demand, money market or time deposit, or any other obligation, security or investment, as may be acceptable to the Rating Agencies in writing as an eligible investment of funds backing securities having ratings equivalent to its highest initial rating of the Senior Certificates;
provided, that no instrument described hereunder shall evidence either the right to receive (a) only interest with respect to the obligations underlying such instrument or (b) both principal and interest payments derived from obligations underlying such instrument and the interest and principal payments with respect to such instrument provide a yield to maturity at par greater than 120% of the yield to maturity at par of the underlying obligations.
“Eligible Substitute Mortgage Loan”: A mortgage loan substituted for a Defective Mortgage Loan pursuant to the terms of this Agreement which must, on the date of such substitution, (i) have an outstanding principal balance (or in the case of a substitution of more than one Mortgage Loan for a Defective Mortgage Loan, an aggregate principal balance) not in excess of the then outstanding principal balance of the Defective Mortgage Loan as of the Due Date in the calendar month during which the substitution occurs, (ii) be of the same type (fixed-rate or adjustable-rate) and have a Mortgage Interest Rate not less than the Mortgage Interest Rate of the Defective Mortgage Loan and not more than 2% in excess of the Mortgage Interest Rate of such Defective Mortgage Loan and, with respect to an Adjustable-Rate Mortgage Loan, have the same Index as the Defective Mortgage Loan and have a Gross Margin equal to or greater than the Defective Mortgage Loan, (iii) have a Credit Score not less than the Defective Mortgage Loan, (iv) have a remaining term to maturity not more than one year earlier and not later than the remaining term to maturity of the Defective Mortgage Loan, (v) have a Combined Loan-to-Value Ratio as of the date of substitution not greater than the Combined Loan-to-Value Ratio of the Defective Mortgage Loan as of such date, (vi) have a Prepayment Charge at least equal in amount of that of the Defective Mortgage Loan and (vii) comply with each representation and warranty as to the Mortgage Loans set forth in the WMC Sale Agreement and Section 3.01 of the Mortgage Loan Purchase Agreement applicable to the Defective Mortgage Loan. In the event that one or more mortgage loans are substituted for one or more Defective Mortgage Loans, the amounts described in clause (i) hereof shall be determined on the basis of aggregate principal balance, the Mortgage Interest Rates described in clause (ii) hereof shall be determined on the basis of weighted average Mortgage Interest Rates, the terms described in clause (iv) hereof shall be determined on the basis of weighted average remaining term to maturity, the Combined Loan-to-Value Ratios described in clause (v) hereof shall be satisfied as to each such mortgage loan and, except to the extent otherwise provided in this sentence, the representations and warranties described in clause (vii) hereof must be satisfied as to each
Eligible Substitute Mortgage Loan or in the aggregate, as the case may be. Any Defective Mortgage Loan that is a Group 1 Mortgage Loan or Group 2 Mortgage Loan must be replaced by an Eligible Substitute Mortgage Loan that will be a Group 1 Mortgage Loan or Group 2 Mortgage Loan, as applicable.
“ERISA”: The Employee Retirement Income Security Act of 1974, as amended.
“ERISA-Restricted Certificates”: Any of the Class B-1, Class B-2, Class CE, Class P and Residual Certificates.
“Escrow Account”: The account or accounts created and maintained pursuant to Section 3.06.
“Escrow Payments”: The amounts constituting ground rents, taxes, assessments, water rates, mortgage insurance premiums, fire and hazard insurance premiums and other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to any Mortgage Loan.
“Estate in Real Property”: A fee simple estate in a parcel of real property.
“Exchange Act”: The Securities Exchange Act of 1934, as amended.
“Expense Fee Rate”: The sum of (i) the Servicing Fee Rate and (ii) the Credit Risk Manager Fee Rate.
“Extended Period”: As defined in Section 9.04(b).
“Extra Principal Distribution Amount”: As of any Distribution Date, the lesser of (x) the Monthly Excess Interest Amount for such Distribution Date and (y) the Overcollateralization Deficiency for such Distribution Date.
“FDIC”: Federal Deposit Insurance Corporation or any successor thereto.
“Fidelity Bond”: Shall have the meaning assigned thereto in Section 3.12.
“Final Recovery Determination”: With respect to any defaulted Mortgage Loan or any REO Property (other than a Mortgage Loan or REO Property (i) purchased by the Originator or the Seller pursuant to or as contemplated by Section 2.03, (ii) purchased by the Servicer pursuant to Section 3.16 or (iii) purchased by the Majority Class CE Certificateholders or the Servicer pursuant to Section 10.01), a determination made by the Servicer that all Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds and other payments or recoveries which the Servicer, in its reasonable good faith judgment, expects to be finally recoverable in respect thereof have been so recovered. The Servicer shall maintain records, prepared by a Servicing Officer, of each Final Recovery Determination made thereby.
“Fitch”: Fitch Ratings and its successors, and if such company shall for any reason no longer perform the functions of a securities rating agency, “Fitch” shall be deemed to
refer to any other “nationally recognized statistical rating organization” as set forth on the most current list of such organizations released by the Commission.
“Fixed-Rate Mortgage Loan”: A Mortgage Loan which has a constant annual rate at which interest accrues in accordance with the provisions of the related Mortgage Note.
“Fixed Swap Payment”: With respect to any Distribution Date, a fixed amount equal to the related amount set forth in the Interest Rate Swap Agreement.
“Floating Rate Certificates”: Any Class A Certificates, Class M Certificates or Class B Certificates.
“Floating Swap Payment”: With respect to any Distribution Date, a floating amount equal to the product of (i) LIBOR (as determined pursuant to the Interest Rate Swap Agreement for such Distribution Date), (ii) the related Base Calculation Amount (as defined in the Interest Rate Swap Agreement), (iii) 250 and (iv) a fraction, the numerator of which is the actual number of days elapsed from and including the previous Distribution Date to but excluding the current Distribution Date (or, for the first Distribution Date, the actual number of days elapsed from the Closing Date to but excluding the first Distribution Date), and the denominator of which is 360.
“Foreclosure Price”: The amount reasonably expected to be received from the sale of the related Mortgaged Property net of any expenses associated with foreclosure proceedings.
“Form 10-K”: As defined in Section 3.31(a) hereof.
“Funding Period”: The period beginning on the Closing Date and ending on the earlier to occur of (a) the date upon which the amount on deposit in the Pre-Funding Accounts (exclusive of investment income) has been reduced to zero or (b) December 30, 2005.
“Gross Margin”: With respect to each Adjustable-Rate Mortgage Loan, the fixed percentage set forth in the related Mortgage Note that is added to the Index on each Adjustment Date in accordance with the terms of the related Mortgage Note used to determine the Mortgage Interest Rate for such Mortgage Loan.
“Group 1 Allocation Percentage”: With respect to each Distribution Date, the aggregate Principal Balance of the Group 1 Mortgage Loans plus any amounts on deposit in the Group 1 Pre-Funding Account divided by the sum of the aggregate Principal Balance of the Group 1 Mortgage Loans and the Group 2 Mortgage Loans plus any amounts on deposit in the Pre-Funding Accounts.
“Group 1 Cap”: With respect to each Distribution Date and the Group 1 Certificates, a per annum rate, equal to the product of (x) a fraction, expressed as a percentage, the numerator of which is (1) the amount of interest accrued on the Group 1 Mortgage Loans on the Due Date occurring in the prior calendar month, minus (2) the sum of (x) the Servicing Fee and the Credit Risk Manager Fee with respect to the Group 1 Mortgage Loans, (y) the Group 1 Allocation Percentage of any Net Swap Payment owed to the Swap Provider and (z) the Group 1
Allocation Percentage of any Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) payable by the Trust, and the denominator of which is equal to the sum of (i) the aggregate Principal Balance of the Group 1 Mortgage Loans as of the last day of the immediately preceding Collection Period, after giving effect to Principal Prepayments received during the related Prepayment Period and (ii) the amount on deposit in the Group 1 Pre-Funding Account and (b) 12 and (y) a fraction whose numerator is 360 and whose denominator is the actual number of days elapsed in the related Interest Accrual Period. For federal income tax purposes and the REMIC 4 Regular Interests the ownership of which is represented by the Class A-1 Certificates, the weighted average (adjusted for the actual number of days elapsed in the related Accrual Period) of the Uncertificated REMIC 3 Pass-Through Rate on REMIC 3 Regular Interest LT1GRP, weighted on the basis of the Uncertificated Balance of such REMIC 3 Regular Interest immediately prior to such Distribution Date.
“Group 1 Certificates”: Any Class A-1 Certificates.
“Group 1 Interest Remittance Amount”: As of any Distribution Date, the sum, without duplication, of (i) all interest due and collected or advanced with respect to the related Collection Period on the Group 1 Mortgage Loans received by the Servicer on or prior to the Determination Date for such Distribution Date (less the Servicing Fee, amounts available for reimbursement of Advances and Servicing Advances pursuant to Section 3.05 and expenses reimbursable pursuant to Section 6.03 and Section 8.05), (ii) all Compensating Interest paid by the Servicer on the related Distribution Date with respect to such Mortgage Loans, (iii) the portion of any payment in connection with any Principal Prepayment (other than any Prepayment Interest Excess), substitution, Purchase Price, Termination Price, Insurance Proceeds or Net Liquidation Proceeds relating to interest with respect to such Mortgage Loans received during the related Prepayment Period and (iv) any Reimbursement Amount relating to the interes with respect to the Group 1 Mortgage Loans received during the related Prepayment Period.
“Group 1 Maximum Rate Cap”: As of any Distribution Date and the Group 1 Certificates, a per annum rate equal to the product of (1) the weighted average of the Net Maximum Mortgage Interest Rates of the Group 1 Mortgage Loans minus an amount, expressed as a per annum rate, equal to the sum of (x) the product of (i) any Net Swap Payment owed to the Swap Provider divided by the aggregate principal balances of the Mortgage Loans and (ii) 12 and (y) the product of (i) any Swap Termination Payment (other than any Swap Termination Payemnt resulting from a Swap Provider Trigger Event), payable by the Trust, divided by the aggregate principal balances of the Mortgage Loans and (ii) 12, plus an amount, expressed as a per annum rate, equal to the product of (x) a fraction, the numerator of which is equal to any Net Swap Payment made by the Swap Provider and the denominator of which is equal to the aggregate principal balances of the Mortgage Loans and (y) 12 and (2) a fraction, the numerator of which is 30 and the denominator of which is the actual number of days elapsed in the related Interest Accrual Period.
“Group 1 Principal Percentage”: With respect to any Distribution Date and the Group 1 Certificates, the percentage equivalent to a fraction, the numerator of which is the Principal Remittance Amount allocable to the Group 1 Mortgage Loans for such Distribution
Date and the denominator of which is the Principal Remittance Amount allocable to the Mortgage Loans for such Distribution Date.
“Group 1 Pre-Funding Account”: The account established and maintained pursuant to Section 4.05, as defined herein.
“Group 1 Senior Principal Distribution Amount”: With respect to any Distribution Date, (i) before the Stepdown Date or as to which a Trigger Event is in effect, the Group 1 Principal Percentage of the Principal Distribution Amount and (ii) on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (a) the Certificate Principal Balance of the Group 1 Certificates immediately prior to such Distribution Date over (b) the lesser of (x) the product of (1) 55.00% and (2) the aggregate Principal Balance of the Group 1 Mortgage Loans as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (y) the amount by which the aggregate Principal Balance of the Group 1 Mortgage Loans as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period exceeds the product of (1) 0.50% and (2) the sum of (a) the aggregate Principal Balance of the Group 1 Mortgage Loans on the Cut-off Date and (b) the Original Group 1 Pre-Funded Amount.
“Group 2 Allocation Percentage”: With respect to each Distribution Date, the aggregate Principal Balance of the Group 2 Mortgage Loans plus any amounts on deposit in the Group 2 Pre-Funding Account divided by the sum of the aggregate Principal Balance of the Group 1 Mortgage Loans and the Group 2 Mortgage Loans plus any amounts on deposit in the Pre-Funding Accounts.
“Group 2 Cap”: With respect to each Distribution Date and the Group 2 Certificates, a per annum rate, equal to the product of (x) a fraction, expressed as a percentage, the numerator of which is (1) the amount of interest accrued on the Group 2 Mortgage Loans on the Due Date occurring in the prior calendar month, minus (2) the sum of (x) the Servicing Fee and the Credit Risk Manager Fee with respect to the Group 2 Mortgage Loans, (y) the Group 2 Allocation Percentage of any Net Swap Payment owed to the Swap Provider and (z) the Group 2 Allocation Percentage of any Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) payable by the Trust, and the denominator of which is equal to the sum of (i) the aggregate Principal Balance of the Group 2 Mortgage Loans as of the last day of the immediately preceding Collection Period, after giving effect to Principal Prepayments received during the related Prepayment Period and (ii) the amount on deposit in the Group 2 Pre-Funding Account and (b) 12 and (y) a fraction whose numerator is 360 and whose denominator is the actual number of days elapsed in the related Interest Accrual Period. For federal income tax purposes and the REMIC 4 Regular Interests the ownership of which is represented by the Class A-2 Certificates, the weighted average (adjusted for the actual number of days elapsed in the related Accrual Period) of the Uncertificated REMIC 3 Pass-Through Rate on REMIC 3 Regular Interest LT2GRP, weighted on the basis of the Uncertificated Balance of such REMIC 3 Regular Interest immediately prior to such Distribution Date.
“Group 2 Certificates”: Any Class A-2A Certificates, Class A-2B Certificates, Class A-2C Certificates, Class A-2D Certificates or Class A-2MZ Certificates.
“Group 2 Interest Remittance Amount”: As of any Distribution Date, the sum, without duplication, of (i) all interest due and collected or advanced with respect to the related Collection Period on the Group 2 Mortgage Loans received by the Servicer on or prior to the Determination Date for such Distribution Date (less the Servicing Fee, amounts available for reimbursement of Advances and Servicing Advances pursuant to Section 3.05 and expenses reimbursable pursuant to Section 6.03 and Section 8.05), (ii) all Compensating Interest paid by the Servicer on the related Distribution Date with respect to such Mortgage Loans, (iii) the portion of any payment in connection with any Principal Prepayment (other than any Prepayment Interest Excess), substitution, Purchase Price, Termination Price, Insurance Proceeds or Net Liquidation Proceeds relating to interest with respect to such Mortgage Loans received during the related Prepayment Period and (iv) any Reimbursement Amount relating to the interest with respect to the Group 2 Mortgage Loans received during the related Prepayment Period.
“Group 2 Maximum Rate Cap”: As of any Distribution Date and the Group 2 Certificates, a per annum rate equal to the product of (1) the weighted average of the Net Maximum Mortgage Interest Rates of the Group 2 Mortgage Loans minus an amount, expressed as a per annum rate, equal to the sum of (x) the product of (i) any Net Swap Payment owed to the Swap Provider divided by the aggregate principal balances of the Mortgage Loans and (ii) 12 and (y) the product of (i) any Swap Termination Payment (other than any Swap Termination Payemnt resulting from a Swap Provider Trigger Event), payable by the Trust, divided by the aggregate principal balances of the Mortgage Loans and (ii) 12, plus an amount, expressed as a per annum rate, equal to the product of (x) a fraction, the numerator of whichi is equal to any Net Swap Payment made by the Swap Provider and the denominator of which is equal to the aggregate principal balances of the Mortgage Loans and (y) 12 and (2) a fraction, the numerator of which is 30 and the denominator of which is the actual number of days elapsed in the related Interest Accrual Period.
“Group 2 Mortgage Loan”: Each Mortgage Loan listed on Exhibit D hereto.
“Group 2 Pre-Funding Account”: The account established and maintained pursuant to Section 4.05, as defined herein.
“Group 2 Principal Percentage”: With respect to any Distribution Date and the Group 2 Certificates, the percentage equivalent to a fraction, the numerator of which is the Principal Remittance Amount allocable to the Group 2 Mortgage Loans for such Distribution Date and the denominator of which is the Principal Remittance Amount allocable to the Mortgage Loans for such Distribution Date.
“Group 2 Senior Principal Distribution Amount”: With respect to any Distribution Date (i) before the Stepdown Date or as to which a Trigger Event is in effect, the Group 2 Principal Percentage of the Principal Distribution Amount and (ii) on or after the Stepdown Date and as long as a Trigger Event is not in effect, the excess of (a) the aggregate Certificate Principal Balance of the Group 2 Certificates immediately prior to such Distribution Date over
(b) the lesser of (x) the product of (1) 55.00% and (2) the aggregate Principal Balance of the Group 2 Mortgage Loans as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (y) the amount by which the aggregate Principal Balance of the Group 2 Mortgage Loans as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period exceeds the product of (1) 0.50% and (2) the sum of (a) the aggregate Principal Balance of the Group 2 Mortgage Loans on the Cut-off Date and (b) the Original Group 2 Pre-Funded Amount.
“Group Subordinate Amount” for any Distribution Date and (i) the Group 1 Mortgage Loans, will be equal to the greater of zero and the excess of the aggregate Principal Balance of the Group 1 Mortgage Loans as of the first day of the related Collection Period over the Certificate Principal Balance of the Group 1 Certificates immediately prior to such Distribution Date and (ii) the Group 2 Mortgage Loans, will be equal to the greater of zero and the excess of the aggregate Principal Balance of the Group 2 Mortgage Loans as of the first day of the related Collection Period over the aggregate Certificate Principal Balance of the Group 2 Certificates immediately prior to such Distribution Date.
“Indenture”: An indenture relating to the issuance of net interest margin notes secured by the Class CE Certificates and the Class P Certificates, which may or may not be guaranteed by the NIMS Insurer.
“Independent”: When used with respect to any specified Person, any such Person who (i) is in fact independent of the Depositor, the Servicer and their respective Affiliates, (ii) does not have any direct financial interest in or any material indirect financial interest in the Depositor or the Servicer or any Affiliate thereof, and (iii) is not connected with the Depositor or the Servicer or any Affiliate thereof as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions; provided, however, that a Person shall not fail to be Independent of the Depositor or the Servicer or any Affiliate thereof merely because such Person is the beneficial owner of 1% or less of any class of securities issued by the Depositor or the Servicer or any Affiliate thereof, as the case may be.
“Independent Contractor”: Either (i) any Person (other than the Servicer) that would be an “independent contractor” with respect to the Trust Fund within the meaning of Section 856(d)(3) of the Code if the Trust Fund were a real estate investment trust (except that the ownership tests set forth in that section shall be considered to be met by any Person that owns, directly or indirectly, 35 percent or more of any Class of Certificates), so long as the Trust Fund does not receive or derive any income from such Person and provided that the relationship between such Person and the Trust Fund is at arm’s length, all within the meaning of Treasury Regulations Section 1.856-4(b)(5), or (ii) any other Person (including the Servicer) if the Trustee has received an Opinion of Counsel, which Opinion of Counsel shall be an expense of the Trust Fund, to the effect that the taking of any action in respect of any REO Property by such Person, subject to any conditions therein specified, that is otherwise herein contemplated to be taken by an Independent Contractor will not cause such REO Property to cease to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code (determined without regard to the exception applicable for purposes of Section 860D(a) of the Code), or cause any income realized in respect of such REO Property to fail to qualify as Rents from Real Property.
“Index”: With respect to each Adjustable-Rate Mortgage Loan and with respect to each related Adjustment Date, the index as specified in the related Mortgage Note.
“Initial Group 1 Mortgage Loan”: Each Mortgage Loan included in the Trust Fund on the Closing Date and listed on Exhibit D hereto. The aggregate Principal Balance of the Initial Group 1 Mortgage Loans as of the Cut-off Date is equal to $296,938,115.40.
“Initial Group 2 Mortgage Loan”: Each Mortgage Loan included in the Trust Fund on the Closing Date and listed on Exhibit D hereto. The aggregate Principal Balance of the Initial Group 2 Mortgage Loans as of the Cut-off Date is equal to $696,288,812.30.
“Initial Mortgage Loan”: Any of the Initial Group 1 Mortgage Loans or Initial Group 2 Mortgage Loans.
“Interest Rate Swap Agreement”: The 1992 ISDA Master Agreement (Multicurrency-Cross Border) dated as of September 30, 2005 (together with the schedule thereto, the Master Agreement) between Barclays Bank PLC and the Trustee, an ISDA Credit Support Annex (Bilateral Form-New York Law) as of the same date, which supplements, forms part of, and is subject to the Master Agreement, and a confirmation of the same date, which supplements and forms part of the Master Agreement.
“Initial Certificate Principal Balance”: With respect to any Certificate of a Class other than a Residual Certificate, the amount designated “Initial Certificate Principal Balance” on the face thereof.
“Initial Overcollateralization Amount”: $ 5,035,323.40.
“Insurance Proceeds”: Proceeds of any title policy, hazard policy or other insurance policy covering a Mortgage Loan, to the extent such proceeds are not to be applied to the restoration of the related Mortgaged Property or released to the Mortgagor in accordance with the procedures that the Servicer would follow in servicing mortgage loans held for its own account, subject to the terms and conditions of the related Mortgage Note and Mortgage.
“Interest Accrual Period”: With respect to any Distribution Date and the Floating Rate Certificates, the period from the preceding Distribution Date to the day prior to the current Distribution Date or, in the case of the first Distribution Date, from the Closing Date through and including the day prior to the current Distribution Date.
“Interest Carry Forward Amount”: For any Class of Floating Rate Certificates and any Distribution Date, the sum of (a) the excess, if any, of the Accrued Certificate Interest and any Interest Carry Forward Amount for the prior Distribution Date, over the amount in respect of interest actually distributed on such Class on such prior Distribution Date and (b) interest on such excess at the applicable Certificate Interest Rate for the actual number of days elapsed on the basis of a 360-day year since the prior Distribution Date.
“Interest Percentage”: With respect to any Class of Certificates and any Distribution Date, the ratio (expressed as a decimal carried to six places) of the Accrued
Certificate Interest for such Class to the sum of the Accrued Certificate Interest for all Classes, in each case with respect to such Distribution Date, without regard to shortfalls caused by the Relief Act or similar state laws.
“Interest Remittance Amount”: As of any Determination Date, the sum of the Group 1 Interest Remittance Amount and the Group 2 Interest Remittance Amount.
“Late Collections”: With respect to any Mortgage Loan, all amounts received subsequent to the Determination Date immediately following any related Collection Period, whether as late payments of Monthly Payments or as Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds or otherwise, which represent late payments or collections of principal and/or interest due (without regard to any acceleration of payments under the related Mortgage and Mortgage Note) but delinquent on a contractual basis for such Collection Period and not previously recovered.
“LIBOR Business Day”: Any day on which banks in London, England and The City of New York are open and conducting transactions in foreign currency and exchange.
“LIBOR Determination Date”: With respect to the Floating Certificates, (i) for the first Distribution Date, the second LIBOR Business Day preceding the Closing Date and (ii) for each subsequent Distribution Date, the second LIBOR Business Day prior to the immediately preceding Distribution Date.
“Liquidated Mortgage Loan”: As to any Distribution Date, any Mortgage Loan in respect of which the Servicer has determined, in accordance with the servicing procedures specified herein, as of the end of the related Prepayment Period, that all Liquidation Proceeds, Condemnation Proceeds and Insurance Proceeds which it expects to recover with respect to the liquidation of the Mortgage Loan or disposition of the related REO Property have been recovered.
“Liquidation Proceeds”: The amount (other than amounts received in respect of the rental of any REO Property prior to REO Disposition) received by the Servicer in connection with (i) the taking of all or a part of a Mortgaged Property by exercise of the power of eminent domain or condemnation or (ii) the liquidation of a defaulted Mortgage Loan by means of a trustee’s sale, foreclosure sale or otherwise.
“Liquidation Report”: The report with respect to a Liquidated Mortgage Loan in such form as is agreed to by the Servicer and the Trustee listing (i) the sale price of the related Mortgaged Property or amount of the REO Disposition, (ii) the amount of any Realized Loss (or gain) with respect to such Liquidated Mortgage Loan, (iii) the expenses relating to the liquidation of such Liquidated Mortgage Loan and (iv) such other information as is agreed to by the Servicer and the Trustee.
“Loan Group”: Any of Loan Group 1 or Loan Group 2.
“Loan Group 1”: The Group 1 Mortgage Loans.
“Loan Group 2”: The Group 2 Mortgage Loans.
“Losses”: As defined in Section 9.03.
“Lost Note Affidavit”: With respect to any Mortgage Loan as to which the original Mortgage Note has been permanently lost or destroyed and has not been replaced, an affidavit from the Seller certifying that the original Mortgage Note has been lost, misplaced or destroyed (together with a copy of the related Mortgage Note and indemnifying the Trust against any loss, cost or liability resulting from the failure to deliver the original Mortgage Note) in the form of Exhibit H hereto.
“Majority Certificateholders”: The Holders of Certificates evidencing at least 51% of the Voting Rights.
“Majority Class CE Certificateholders”: The Holders of Class CE Certificates evidencing at least a 51% Percentage Interest in the Class CE Certificates.
“Marker Rate”: With respect to the Class CE Interest and any Distribution Date, a per annum rate equal to two (2) times the weighted average of the Uncertificated REMIC Pass-Through Rates for REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2 and REMIC 3 Regular Interest LTZZ, (i) with the rate on each such REMIC Regular Interest (other than REMIC 3 Regular Interest LTZZ) subject to a cap equal to the lesser of (i) the Pass-Through Rate for the Corresponding Certificate and (ii) the related Cap for the purposes of this calculation and (ii) with the rate on REMIC 3 Regular Interest LTZZ subject to a cap of zero for the purpose of this calculation; provided, however, that for this purpose, calculations of the Uncertificated REMIC 3 Pass-Through Rate and the related caps with respect to each such REMIC Regular Interest (other than REMIC 3 Regular Interest LTZZ) shall be multiplied by a fraction, the numerator of which is the actual number of days in the Interest Accrual Period and the denominator of which is 30.
“Maximum LTZZ Uncertificated Accrued Interest Deferral Amount”: With respect to any Distribution Date, the excess of (a) accrued interest at the Uncertificated REMIC 3 Pass-Through Rate applicable to REMIC 3 Regular Interest LTZZ for such Distribution Date on a balance equal to the Uncertificated Balance of REMIC 3 Regular Interest LTZZ minus the REMIC 3 Overcollateralized Amount, in each case for such Distribution Date, over (b) Uncertificated Accrued Interest on REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3
Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1 and REMIC 3 Regular Interest LTB2 with each such REMIC 3 Regular Interest subject to a cap equal to the lesser of (i) the Pass-Through Rate for the Corresponding and (ii) the related Cap for the purposes of this calculation; provided, however, that for this purpose, calculations of the Uncertificated REMIC 3 Pass-Through Rate and the related caps with respect to Uncertificated Accrued Interest on REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1 and REMIC 3 Regular Interest LTB2 shall be multiplied by a fraction, the numerator of which is the actual number of days in the Interest Accrual Period and the denominator of which is 30.
“Maximum Mortgage Interest Rate”: With respect to each Adjustable-Rate Mortgage Loan, the percentage set forth in the related Mortgage Note as the maximum Mortgage Interest Rate thereunder.
“Maximum Rate Cap”: Any of the Group 1 Maximum Rate Cap, the Group 2 Maximum Rate Cap or the Pool Maximum Rate Cap.
“Minimum Mortgage Interest Rate”: With respect to each Adjustable-Rate Mortgage Loan, the percentage set forth in the related Mortgage Note as the minimum Mortgage Interest Rate thereunder.
“Monthly Excess Cashflow Amount”: The sum of the Monthly Excess Interest Amount, the Overcollateralization Release Amount and (without duplication) any portion of the Principal Distribution Amount remaining after principal distributions on the Floating Rate Certificates.
“Monthly Excess Interest Amount”: With respect to each Distribution Date, the sum of (a) the amount, if any, by which the related Interest Remittance Amount for such Distribution Date exceeds the aggregate amount distributed on such Distribution Date pursuant to paragraphs (i) through (vi) under Section 4.01 and (b) any amounts received under the Interest Rate Swap Agreement for this purpose.
“Monthly Form 8-K”: As defined in Section 3.31(a) hereof.
“Monthly Payment”: With respect to any Mortgage Loan, the scheduled monthly payment of principal and interest on such Mortgage Loan which is payable by the related Mortgagor from time to time under the related Mortgage Note, determined: (a) after giving effect to (i) any Deficient Valuation and/or Debt Service Reduction with respect to such Mortgage
Loan and (ii) any reduction in the amount of interest collectible from the related Mortgagor pursuant to the Relief Act or similar state laws; (b) without giving effect to any extension granted or agreed to by the Servicer pursuant to Section 3.01; and (c) on the assumption that all other amounts, if any, due under such Mortgage Loan are paid when due.
“Moody’s”: Xxxxx’x Investors Service, Inc., and its successors, and if such company shall for any reason no longer perform the functions of a securities rating agency, “Moody’s” shall be deemed to refer to any other “nationally recognized statistical rating organization” as set forth on the most current list of such organizations released by the Securities and Exchange Commission.
“Mortgage”: The mortgage, deed of trust or other instrument creating a first or second lien on, or first or second priority security interest in, a Mortgaged Property securing a Mortgage Note.
“Mortgage File”: The mortgage documents listed in Section 2.01 pertaining to a particular Mortgage Loan and any additional documents required to be added to the Mortgage File pursuant to this Agreement.
“Mortgage Interest Rate”: With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, which rate (i) in the case of each Fixed-Rate Mortgage Loan shall remain constant at the rate set forth in the applicable Mortgage Loan Schedule as the Mortgage Interest Rate in effect immediately following the Cut-off Date and (ii) in the case of each Adjustable-Rate Mortgage Loan (A) as of any date of determination until the first Adjustment Date following the Cut-off Date shall be the rate set forth in the applicable Mortgage Loan Schedule as the Mortgage Interest Rate in effect immediately following the Cut-off Date and (B) as of any date of determination thereafter shall be the rate as adjusted on the most recent Adjustment Date, to equal the sum, rounded as provided in the Mortgage Note, of the Index, determined as set forth in the related Mortgage Note, plus the related Gross Margin subject to the limitations set forth in the related Mortgage Note. With respect to each Mortgage Loan that becomes an REO Property, as of any date of determination, the annual rate determined in accordance with the immediately preceding sentence as of the date such Mortgage Loan became an REO Property.
“Mortgage Loan”: Each mortgage loan transferred and assigned to the Trustee pursuant to Section 2.01 or Section 2.03(d) as from time to time held as a part of the Trust Fund, the Mortgage Loans so held being identified in the Mortgage Loan Schedules.
“Mortgage Loan Purchase Agreement”: The agreement between the Seller and the Depositor, dated as of September 28, 2005, regarding the transfer of the Mortgage Loans by the Seller to or at the direction of the Depositor.
“Mortgage Loan Schedule”: As of any date with respect to the Mortgage Loans, the lists of such Mortgage Loans included in the Trust Fund on such date, separately identifying the Fixed-Rate Mortgage Loans and the Adjustable-Rate Mortgage Loans, attached hereto as Exhibits D-1 and D-2, as supplemented by each schedule of Subsequent Mortgage Loans
attached to a Subsequent Transfer Instrument. The Mortgage Loan Schedules shall set forth the following information with respect to each Mortgage Loan:
(1) |
the Mortgage Loan identifying number; |
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(2) |
the state and zip code of the Mortgaged Property; |
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(3) |
the type of Residential Dwelling constituting the Mortgaged Property; | |||||||
(4) |
the occupancy status of the Mortgaged Property at origination; |
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(5) |
the original months to maturity; |
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(6) |
the date of origination; |
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(7) |
the first payment date; |
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(8) |
the stated maturity date; |
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(9) the stated remaining months to maturity from the Cut-off Date (or Subsequent Cut-off Date, with respect to a Subsequent Mortgage Loan) based on the original amortization schedule;
(10) |
the original principal amount of the Mortgage Loan; |
(11) the Principal Balance of each Mortgage Loan as of the Cut-off Date (or Subsequent Cut-off Date, with repsect to a Subsequent Mortgage Loan);
(12) the Mortgage Interest Rate of the Mortgage Loan as of the Cut-off Date (or Subsequent Cut-off Date, with repsect to a Subsequent Mortgage Loan);
(13) the current principal and interest payment of the Mortgage Loan as of the Cut-off Date (or Subsequent Cut-off Date, with respect to a Subsequent Mortgage Loan);
(14) |
the contractual interest paid to date of the Mortgage Loan; |
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(15) |
the Combined Loan-to-Value Ratio at origination and as of the Cut-off Date; |
(16) a code indicating the loan performance status of the Mortgage Loan as of the Cut-off Date;
(17) |
a code indicating the Index that is associated with such Mortgage Loan; | |||
(18) |
the Gross Margin; |
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(19) |
the Periodic Rate Cap; |
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(20) |
the Minimum Mortgage Interest Rate; |
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(21) |
the Maximum Mortgage Interest Rate; |
(22) a code indicating whether the Mortgage Loan has a Prepayment Charge and the type of Prepayment Charge and the term;
(23) |
the first Adjustment Date immediately following the Cut-off Date; | ||||
(24) |
the rate adjustment frequency; |
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(25) |
the payment adjustment frequency; |
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(26) |
the purpose of the Mortgage Loan; and |
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(27) |
a code indicating whether the Mortgage Loan is a second lien. |
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The Mortgage Loan Schedules shall set forth the following information, as of the Cut-off Date (or Subsequent Cut-off Date, with repsect to a Subsequent Mortgage Loan), with respect to the Mortgage Loans in the aggregate, for the Fixed-Rate Mortgage Loans and for the Adjustable-Rate Mortgage Loans: (1) the number of Mortgage Loans; (2) the current Principal Balance of the Mortgage Loans; (3) the weighted average Mortgage Interest Rate of the Mortgage Loans; and (4) the weighted average maturity of the Mortgage Loans. The Mortgage Loan Schedules shall be amended from time to time in accordance with the provisions of this Agreement and a copy of such amended Mortgage Loan Schedules shall be furnished by the Servicer to the NIMS Insurer. With respect to any Eligible Substitute Mortgage Loan, Cut-off Date shall refer to the applicable date of substitution.
“Mortgage Note”: The original executed note or other evidence of indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan.
“Mortgage Pool”: The pool of Mortgage Loans, identified on Exhibits D-1 and D-2 from time to time, and any REO Properties acquired in respect thereof and as supplemented by any Subsequent Mortgage Loans identified on each schedule of Subsequent Mortgage Loans attached to a Subsequent Transfer Instrument.
“Mortgaged Property”: The underlying property securing a Mortgage Loan, including any REO Property, consisting of an Estate in Real Property improved by a Residential Dwelling.
“Mortgagor”: The obligor on a Mortgage Note.
“Net Liquidation Proceeds”: With respect to any Liquidated Mortgage Loan or any other disposition of related Mortgaged Property (including REO Property) the related Liquidation Proceeds net of unreimbursed Advances, unreimbursed Servicing Advances, Servicing Fees and any other accrued and unpaid servicing fees received and retained in connection with the liquidation of such Mortgage Loan or Mortgaged Property.
“Net Maximum Mortgage Interest Rate”: With respect to any (a) Adjustable-Rate Mortgage Loan, the applicable Maximum Mortgage Interest Rate less the Expense Fee Rate and (b) Fixed-Rate Mortgage Loan, the Mortgage Interest Rate for such Mortgage Loan less the Expense Fee Rate.
“Net Mortgage Interest Rate”: With respect to any Mortgage Loan, the Mortgage Interest Rate borne by such Mortgage Loan minus the Expense Fee Rate.
“Net Swap Payment”: In the case of payments made by the Trust, the excess, if any, of (x) the Fixed Swap Payment over (y) the Floating Swap Payment and in the case of payments made by the Swap Provider, the excess, if any, of (x) the Floating Swap Payment over (y) the Fixed Swap Payment. In each case, the Net Swap Payment shall not be less than zero.
“New Lease”: Any lease of REO Property entered into on behalf of the Trust, including any lease renewed or extended on behalf of the Trust if the Trust has the right to renegotiate the terms of such lease.
“NIMS Insurer”: Any insurer that is guaranteeing certain payments under notes secured by collateral which includes all or a portion of the Class CE, Class P and Class R Certificates.
“Nonrecoverable Advance”: Any Advance or Servicing Advance previously made or proposed to be made in respect of a Mortgage Loan that, in the good faith business judgment of the Servicer, will not or, in the case of a proposed Advance or Servicing Advance, would not be ultimately recoverable from Late Collections on such Mortgage Loan as provided herein.
“Notional Amount”: With respect to the Class CE Interest, an amount equal to the aggregate Uncertificated Balance of the REMIC 3 Regular Interests (other than REMIC 3 Regular Interest LTP and REMIC 3 Regular Interest LTIO).
“Offered Certificates”: The Class X-0, Xxxxx X-0X, Xxxxx X-0X, Class A-2C, Class A-2D, Class A-2MZ, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11 and Class M-12 Certificates.
“Officers’ Certificate”: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, the President, a vice president (however denominated) or a principal, and by the Treasurer, the Secretary, or one of the assistant treasurers or assistant secretaries of the Servicer, the Seller or the Depositor, as applicable.
“One-Month LIBOR”: With respect to each Interest Accrual Period, the rate determined by the Trustee on the related LIBOR Determination Date on the basis of the offered rate for one-month United States dollar deposits, as such rate appears on the Telerate Page 3750, as of 11:00 a.m. (London time) on such LIBOR Determination Date. If no such quotations are available on an LIBOR Determination Date, One-Month LIBOR for the related Interest Accrual Period will be established by the Trustee as follows:
(i) If on such LIBOR Determination Date two or more Reference Banks provide such offered quotations, One-Month LIBOR for the related Interest Accrual Period shall be the arithmetic mean of such offered quotations (rounded upwards if necessary to the nearest whole multiple of 0.001%);
(ii) If on such LIBOR Determination Date fewer than two Reference Banks provide such offered quotations, One-Month LIBOR for the related Interest Accrual Period shall be the arithmetic mean of the rates quoted by one or more major banks in New York City, selected by the Trustee after consultation with the Depositor and the NIMS Insurer, as of 11:00 A.M., New York City time, on such date for loans in U.S. Dollars to leading European banks for a period of one month in amounts approximately equal to the aggregate Certificate Principal Balance of the Floating Rate Certificates; and
(iii) If no such quotations can be obtained, One-Month LIBOR for the related Interest Accrual Period shall be One-Month LIBOR for the prior Distribution Date.
“Opinion of Counsel”: A written opinion of counsel, who may, without limitation, be a salaried counsel for the Depositor or the Servicer except that any opinion of counsel relating to (a) the qualification of any REMIC as a REMIC or (b) compliance with the REMIC Provisions must be an opinion of Independent counsel.
“Optional Termination Date”: The first Distribution Date on which the Majority Class CE Certificateholders or, if such holder is the Seller or is an affiliate of the Seller, the Servicer, may opt to terminate the Mortgage Pool pursuant to Section 10.01.
“Original Class Certificate Principal Balance”: With respect to each Class of Certificates, the Certificate Principal Balance thereof on the Closing Date, as set forth opposite such Class in the Preliminary Statement, except with respect to the Residual Certificates, which have an Original Class Certificate Principal Balance of zero.
Original Group 1 Pre-Funded Amount”: The amount deposited by the Depositor in the Group 1 Pre-Funding Account on the Closing Date, which amount is $2,114,696.99.
“Original Group 2 Pre-Funded Amount”: The amount deposited by the Depositor in the Group 2 Pre-Funding Account on the Closing Date, which amount is $11,623,798.71.
“Original Pre-Funded Amounts”: The Original Group 1 Pre-Funded Amount and the Original Group 2 Pre-Funded Amount.
“Originator”: WMC Mortgage Corp., or its successors in interest.
“Originator Prepayment Charge Payment Amount”: The amount payable by the Originator pursuant to Section 4.21(b) of the WMC Sale Agreement in respect of certain Prepayment Charges that are not collected from the Mortgagor.
“Overcollateralization Amount”: As of any Distribution Date, the excess, if any, of (x) the sum of (i) the Pool Balance as of the last day of the related Collection Period after
giving effect to principal prepayments in the related Prepayment Period and (ii) any funds on deposit in the Pre-Funding Accounts on the related Determination Date over (y) the aggregate Certificate Principal Balance of all Classes of Floating Rate Certificates and the Class P Certificates (after taking into account all distributions of principal on such Distribution Date and the increase of any Certificate Principal Balance as a result of Subsequent Recoveries).
“Overcollateralization Deficiency”: As of any Distribution Date, the excess, if any, of (x) the Targeted Overcollateralization Amount for such Distribution Date over (y) the Overcollateralization Amount for such Distribution Date, calculated for this purpose after taking into account the reduction on such Distribution Date of the Certificate Principal Balances of all Classes of Floating Rate Certificates resulting from the distribution of the Principal Distribution Amount (but not the Extra Principal Distribution Amount) on such Distribution Date, but prior to taking into account any Applied Realized Loss Amounts on such Distribution Date.
“Overcollateralization Release Amount”: With respect to any Distribution Date after the Stepdown Date on which a Trigger Event is not in effect, the excess, if any, of (i) the Overcollateralization Amount for such Distribution Date, assuming that 100% of the Principal Remittance Amount is applied as a principal distribution on the Floating Rate Certificates on such Distribution Date, over (ii) the Targeted Overcollateralization Amount for such Distribution Date. With respect to any Distribution Date on which a Trigger Event is in effect, the Overcollateralization Release Amount will be zero.
“Ownership Interest”: As to any Certificate, any ownership or security interest in such Certificate, including any interest in such Certificate as the Holder thereof and any other interest therein, whether direct or indirect, legal or beneficial, as owner or as pledgee.
“Pass-Through Rate”: For any Distribution Date and any Class of Floating Rate Certificates, the lesser of (i) LIBOR plus the related Certificate Margin and (ii) the applicable Maximum Rate Cap.
“Paying Agent”: Any paying agent appointed pursuant to Section 5.05.
“Percentage Interest”: With respect to any Certificate (other than a Residual Certificate), a fraction, expressed as a percentage, the numerator of which is the Initial Certificate Principal Balance, as the case may be, represented by such Certificate and the denominator of which is the Original Class Certificate Principal Balance of the related Class. With respect to each Residual Certificate, 100%.
“Periodic Rate Cap”: With respect to each Adjustable-Rate Mortgage Loan and any Adjustment Date therefor, the fixed percentage set forth in the related Mortgage Note, which is the maximum amount by which the Mortgage Interest Rate for such Mortgage Loan may increase or decrease (without regard to the Maximum Mortgage Interest Rate or the Minimum Mortgage Interest Rate) on such Adjustment Date from the Mortgage Interest Rate in effect immediately prior to such Adjustment Date.
“Permitted Transferee”: Any transferee of a Residual Certificate other than a Disqualified Organization, a non-U.S. Person or a U.S. Person with respect to whom income on
the Residual Certificate is attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of such Person or any other U.S. Person.
“Person”: Any individual, corporation, partnership, joint venture, association, joint stock company, trust, limited liability company, unincorporated organization or government or any agency or political subdivision thereof.
“Pool Balance”: As of any date of determination, the aggregate Principal Balance of the Mortgage Loans.
“Pool Cap”: As of any Distribution Date, a per annum rate, adjusted by multiplying such rate by a fraction equal to 30 over the actual number of days in the related Interest Accrual Period, equal to the weighted average of the Group 1 Cap and the Group 2 Cap, weighted on the basis of the related Group Subordinate Amount. For federal income tax purposes and the REMIC 4 Regular Interests the ownership of which is represented by the Class M Certificates and the Class B Certificates, a per annum rate equal to the weighted average (adjusted by multiplying such rate by a fraction equal to 30 over the actual number of days in the related Interest Accrual Period) of the Uncertificated REMIC 3 Pass-Through Rates on (a) REMIC 3 Regular Interest LT1SUB, subject to a cap and a floor equal to the Uncertificated REMIC 3 Pass-Through Rate on REMIC 3 Regular Interest LT1GRP and (b) REMIC 3 Regular Interest LT2SUB, subject to a cap and a floor equal to the Uncertificated REMIC 3 Pass-Through Rate on REMIC 3 Regular Interest LT2GRP, in each case as determined for such Distribution Date, weighted on the basis of the Uncertificated Balance of each such REMIC 3 Regular Interest immediately prior to such Distribution Date.
“Pool Maximum Rate Cap”: As of any Distribution Date and the Class M and Class B Certificates, a per annum rate equal to the weighted average of (i) the Group 1 Maximum Rate Cap and (ii) the Group 2 Maximum Rate Cap, weighted on the basis of the related Group Subordinate Amount.
“Pre-Funding Accounts”: The Group 1 Pre-Funding Account and the Group 2 Pre-Funding Account.
“Prepayment Charge”: With respect to any Prepayment Period, any prepayment premium, penalty or charge collected by the Servicer from a Mortgagor in connection with any voluntary Principal Prepayment pursuant to the terms of the related Mortgage Note as from time to time held as a part of the Trust Fund, the Prepayment Charges so held being identified in the Mortgage Loan Schedules (other than any Originator Prepayment Charge Payment Amount or Servicer Prepayment Charge Payment Amount).
“Prepayment Interest Excess”: With respect to any Distribution Date, for each Mortgage Loan that was the subject of a Principal Prepayment in full during the portion of the related Prepayment Period beginning on the first day of the calendar month in which such Distribution Date occurs through the Determination Date of the calendar month in which such Distribution Date occurs, an amount equal to interest (to the extent received) at the applicable Mortgage Interest Rate (net of the Servicing Fee Rate) on the amount of such Principal
Prepayment for the number of days commencing on the first day of the calendar month in which such Distribution Date occurs and ending on the date on which such prepayment is so applied.
“Prepayment Interest Shortfall”: With respect to any Distribution Date, for each Mortgage Loan that was the subject of a Principal Prepayment in full during the portion of the related Prepayment Period occurring in the prior calendar month that was applied by the Servicer to reduce the outstanding Principal Balance of such Mortgage Loan on a date preceding the related Due Date, an amount equal to interest at the applicable Mortgage Interest Rate (net of the Servicing Fee Rate) on the amount of such Principal Prepayment for the number of days commencing on the date on which the Principal Prepayment is applied and ending on the last day of the calendar month in which applied.
“Prepayment Period”: With respect to any Distribution Date and other than with respect to voluntary Principal Prepayments in part, the period commencing on the day after the Determination Date in the calendar month preceding the calendar month in which such Distribution Date occurs (or, in the case of the first Distribution Date, on September 1, 2005) and ending on the Determination Date in the calendar month in which such Distribution Date occurs and with respect to voluntary Principal Prepayments in part, the calendar month preceding such Distribution Date.
“Principal Balance”: As to any Mortgage Loan and any day, other than a Liquidated Mortgage Loan, the related Cut-off Date Principal Balance, minus the sum of (i) all collections and other amounts credited against the principal balance of any such Mortgage Loan, (ii) the principal portion of Advances, (iii) any Deficient Valuation and (iv) any principal reduction resulting from a Servicer Modification. For purposes of this definition, a Liquidated Mortgage Loan shall be deemed to have a Principal Balance equal to the Principal Balance of the related Mortgage Loan as of the final recovery of related Liquidation Proceeds and a Principal Balance of zero thereafter. As to any REO Property and any day, the Principal Balance of the related Mortgage Loan immediately prior to such Mortgage Loan becoming REO Property minus any REO Principal Amortization received with respect thereto on or prior to such day.
“Principal Distribution Amount”: As to any Distribution Date, the sum of (i) the Principal Remittance Amount minus the Overcollateralization Release Amount, if any, and (ii) the Extra Principal Distribution Amount, if any.
“Principal Prepayment”: Any payment of principal made by the Mortgagor on a Mortgage Loan which is received in advance of its scheduled Due Date and which is not accompanied by an amount of interest representing the full amount of scheduled interest due on any Due Date in any month or months subsequent to the month of prepayment.
“Principal Remittance Amount”: With respect to any Distribution Date, to the extent of funds available therefor, the sum (less amounts available for reimbursement of Advances and Servicing Advances pursuant to Section 3.05 and expenses reimbursable pursuant to Section 6.03 and Section 8.05) of: (i) each payment of principal on a Mortgage Loan due during the related Collection Period and received by the Servicer on or prior to the related Determination Date, and any Advances with respect thereto, (ii) all full and partial Principal
Prepayments received by the Servicer during the related Prepayment Period, (iii) Insurance Proceeds, Net Liquidation Proceeds and Subsequent Recoveries allocable to principal actually collected by the Servicer during the related Prepayment Period, (iv) with respect to Defective Mortgage Loans repurchased with respect to such Prepayment Period, the portion of the Purchase Price allocable to principal, (v) any Substitution Adjustment Amounts received during the related Prepayment Period, (vi) on the Distribution Date on which the Trust is to be terminated in accordance with Section 10.01 hereof, that portion of the Termination Price in respect of principal and (vii) on the Distribution Date immediately following the end of the Funding Period, any remaining amounts in the Pre-Funding Account (exclusive of investment income therein) after giving effect to any purchase of Subsequent Mortgage Loans.
“Private Certificates”: Any of the Class B-1, Class B-2, Class CE, Class P and Residual Certificates.
“Prospectus Supplement”: That certain Prospectus Supplement dated September 28, 2005 relating to the public offering of the Offered Certificates.
“Purchase Price”: With respect to any Mortgage Loan or REO Property to be purchased pursuant to or as contemplated by Section 2.03 or 10.01, an amount equal to the sum of (i) 100% of the Principal Balance thereof as of the date of purchase (or such other price as provided in Section 10.01), (ii) in the case of a Mortgage Loan, accrued interest on such Principal Balance at the applicable Mortgage Interest Rate in effect from time to time from the Due Date as to which interest was last covered by a payment by the Mortgagor or an Advance by the Servicer, which payment or Advance had as of the date of purchase been distributed pursuant to Section 4.01, through the end of the calendar month in which the purchase is to be effected, (iii) any unreimbursed Servicing Advances and Advances and any unpaid Servicing Fees allocable to such Mortgage Loan or REO Property, (iv) any amounts previously withdrawn from the Collection Account in respect of such Mortgage Loan or REO Property pursuant to Section 3.13 and (v) in the case of a Mortgage Loan required to be purchased pursuant to Section 2.03, expenses reasonably incurred or to be incurred by the Servicer or the Trustee in respect of the breach or defect giving rise to the purchase obligation.
“Rating Agency or Rating Agencies”: Xxxxx’x, Fitch and S&P, or their respective successors. If such agencies or their successors are no longer in existence, “Rating Agencies” shall be such nationally recognized statistical rating organizations as set forth on the most current list of such organizations released by the Commission and designated by the Depositor, notice of which designation shall be given to the Trustee and the Servicer.
“Realized Loss”: With respect to a Liquidated Mortgage Loan, the amount by which the remaining unpaid principal balance of the Mortgage Loan exceeds the amount of Net Liquidation Proceeds applied to the principal balance of the related Mortgage Loan. With respect to any Mortgage Loan, a Deficient Valuation or a reduction in the Principal Balance thereof resulting from a Servicer Modification.
“Realized Loss Amortization Amount”: As to the Class A-2MZ Certificates or any Class of Class M or Class B Certificates and as of any Distribution Date, the lesser of (x) the
Unpaid Realized Loss Amount for such Class of Certificates as of such Distribution Date and (y) the excess of (i) the Monthly Excess Cashflow Amount over (ii) the sum of (a) any remaining Accrued Certificate Interest, Interest Carry Forward Amount and remaining Realized Loss Amortization Amounts distributed to a Class of Certificates with a higher distribution priority as described in Section 4.02(b) hereof and (b) any remaining Accrued Certificate Interest and Interest Carry Forward Amounts for such Class of Certificates as described in Section 4.02(b) hereof, in each case for such Distribution Date.
“Record Date”: With respect to all of the Certificates (other than the Class CE, Class P or Residual Certificates), the Business Day immediately preceding such Distribution Date; provided, however, that if any such Certificate becomes a Definitive Certificate, the Record Date for such Certificate shall be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs. With respect to the the Class CE, Class P or Residual Certificates, the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
“Reference Banks”: Those banks (i) with an established place of business in London, England, (ii) not controlling, under the control of or under common control with the Depositor or the Trustee, (iii) whose quotations appear on the Telerate Page 3750 on the relevant LIBOR Determination Date and (iv) which have been designated as such by the Trustee; provided, however, that if fewer than two of such banks provide a One-Month LIBOR rate, then any leading banks selected by the Trustee which are engaged in transactions in United States dollar deposits in the international Eurocurrency market.
“Regular Certificate”: Any of the Offered Certificates, the Class B Certificates, the Class CE Certificates and the Class P Certificates.
“Reimbursement Amount”: With respect to any Mortgage Loan, any costs or damages incurred by the Trust in connection with a breach of the Originator’s representation and warranties regarding predatory and abusive lending laws set forth in clauses (i), (ddd) or (ooo) of Section 3.02 of the WMC Sale Agreement.
“Related Documents”: With respect to any Mortgage Loan, the related Mortgage Notes, Mortgages and other related documents.
“Relief Act”: The Servicemembers Civil Relief Act, as it may be amended from time to time.
“Relief Act Interest Shortfall”: With respect to any Distribution Date, for any Mortgage Loan with respect to which there has been a reduction in the amount of interest collectible thereon for the most recently ended Collection Period as a result of the application of the Relief Act or similar state laws, the amount by which (i) interest collectible on such Mortgage Loan during such Collection Period is less than (ii) one month’s interest on the Principal Balance of such Mortgage Loan at the Mortgage Interest Rate for such Mortgage Loan before giving effect to the application of the Relief Act or similar state laws.
“REMIC”: A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.
“REMIC 1 Regular Interest”: Any of the separate non-certificated beneficial ownership interests in REMIC 1 issued hereunder and designated as a “regular interest” in REMIC 1. Each REMIC 1 Regular Interest shall accrue interest at the related Uncertificated REMIC 1 Pass-Through Rate in effect from time to time, and shall be entitled to distributions of principal, subject to the terms and conditions hereof, in an aggregate amount equal to its initial Uncertificated Balance as set forth in the Preliminary Statement hereto. The designations for the respective REMIC 1 Regular Interests are set forth in the Preliminary Statement hereto. The REMIC 1 Regular Interests consist of REMIC 1 Regular Interest I, REMIC 1 Regular Interest I-PF, REMIC 1 Regular Interest II, REMIC 1 Regular Interest II-PF and REMIC 1 Regular Interest P.
“REMIC 2 Group 1 Regular Interests”: REMIC 2 Regular Interest I and REMIC 2 Regular Interest I-1-A through REMIC 2 Regular Interest I-50-B as designated in the Preliminary Statement hereto.
“REMIC 2 Group 2 Regular Interests”: REMIC 2 Regular Interest II and REMIC 2 Regular Interest II-1-A through REMIC 2 Regular Interest II-50-B as designated in the Preliminary Statement hereto.
“REMIC 2 Regular Interest”: Any of the separate non-certificated beneficial ownership interests in REMIC I issued hereunder and designated as a “regular interest” in REMIC 2. Each REMIC 2 Regular Interest shall accrue interest at the related Uncertificated REMIC 2 Pass-Through Rate in effect from time to time, and shall be entitled to distributions of principal, subject to the terms and conditions hereof, in an aggregate amount equal to its initial Uncertificated Balance as set forth in the Preliminary Statement hereto. The designations for the respective REMIC 2 Regular Interests are set forth in the Preliminary Statement hereto. The REMIC 2 Regular Interests consist of the REMIC 2 Group 1 Regular Interests, REMIC 2 Group 2 Regular Interests and REMIC 2 Regular Interest P.
“REMIC 3 Interest Loss Allocation Amount”: With respect to any Distribution Date, an amount equal to (a) the product of (i) 50% of the aggregate Principal Balance of the mortgage loans and related REO Properties then outstanding and (ii) the Uncertificated REMIC 3 Pass-Through Rate for REMIC 3 Regular Interest LTAA minus the Marker Rate, divided by (b) 12.
“REMIC 3 Marker Allocation Percentage”: 50% of any amount payable or loss attributable from the Mortgage Loans, which shall be allocated to REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10,
REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2, REMIC 3 Regular Interest LTZZ and REMIC 3 Regular Interest LTP.
“REMIC 3 Overcollateralized Amount”: With respect to any date of determination, (i) 1% of the aggregate Uncertificated Balances REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2, REMIC 3 Regular Interest LTZZ and REMIC 3 Regular Interest LTP, minus (ii) the aggregate of the Uncertificated Balances of REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2 and REMIC 3 Regular Interest LTP, in each case as of such date of determination.
“REMIC 3 Principal Loss Allocation Amount”: With respect to any Distribution Date and the mortgage loans, an amount equal to (a) the product of (i) 50% of the aggregate Principal Balance of the mortgage loans and related REO Properties then outstanding and (ii) 1 minus a fraction, the numerator of which is two times the aggregate of the Uncertificated Balances of REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1 and REMIC 3 Regular Interest LTB2 and the denominator of which is the aggregate of the Uncertificated Balances of REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2 and REMIC 3 Regular Interest LTZZ.
“REMIC 3 Overcollateralization Target Amount”: 0.50% of the Targeted Overcollateralization Amount.
“REMIC 3 Regular Interests”: Any one of the separate non-certificated beneficial ownership interests in REMIC 3 issued hereunder and designated as a “regular interest” in REMIC 3 and identified in the Preliminary Statement. Each REMIC 3 Regular Interest shall accrue interest at the related Uncertificated REMIC 3 Pass-Through Rate in effect from time to time, and shall be entitled to distributions of principal (other than REMIC 3 Regular Interest LTIO), subject to the terms and conditions hereof, in an aggregate amount equal to its initial Uncertificated Balance as set forth in the Preliminary Statement hereto. REMIC 3 Regular Interest LTP shall also be entitled to any Prepayment Charges received by the Trust Fund.
“REMIC 3 Sub WAC Allocation Percentage”: 50% of any amount payable or loss attributable from the Mortgage Loans, which shall be allocated to REMIC 3 Regular Interest LT1SUB, REMIC 3 Regular Interest LT1GRP, REMIC 3 Regular Interest LT2SUB, REMIC 3 Regular Interest LT2GRP and REMIC 3 Regular Interest LTXX.
“REMIC 3 Subordinated Balance Ratio”: The ratio among the Uncertificated Balances of each REMIC 3 Regular Interest ending with the designation “SUB,” equal to the ratio among, with respect to each such REMIC 3 Regular Interest, the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in Loan Group 1 or the Mortgage Loans in Loan Group 2, as applicable over (y) the current Certificate Principal Balance of the related Class A Certificates.
“REMIC 4”: The segregated pool of assets consisting of all of the REMIC 3 Regular Interests conveyed in trust to the Trustee, for the benefit of the Holders of the Regular Certificates (other than the Class CE and Class P Certificates), the Class CE Interest, the Class P Interest and Class IO Interest and the Holders of the Class R Certificates (as holders of the Class R-3 Interest), pursuant to Article II hereunder, and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC 4 Regular Interest”: Any of the Class CE Interest, Class P Interest, Class IO Interest, and any “regular interest” in REMIC 4 the ownership of which is represented by a Class A Certificate, Class M Certificate or Class B Certificate.
“REMIC 5”: The segregated pool of assets consisting of the Class CE Interest conveyed in trust to the Trustee, for the benefit of the Holders of the Class CE Certificates and the Holders of the Class R-X Certificates (as holders of the Class R-5 Interest), pursuant to Article II hereunder, and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC 5 Regular Interest”: The Class CE Certificates.
“REMIC 6”: The segregated pool of assets consisting of the Class P Interest conveyed in trust to the Trustee, for the benefit of the Holders of the Class P Certificates and the Holders of the Class R-X Certificates (as holders of the Class R-6 Interest), pursuant to Article II
hereunder, and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC 6 Regular Interest”: The Class P Certificates.
“REMIC 7”: The segregated pool of assets consisting of the Class IO Interest conveyed in trust to the Trustee, for the benefit of the Holders of REMIC VII Regular Interest SWAP-IO and the Holders of the Class R-X Certificates (as holders of the Class R-7 Interest), pursuant to Article II hereunder, and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC 7 Regular Interest”: REMIC VII Regular Interest SWAP-IO.
“REMIC Provisions”: Provisions of the federal income tax law relating to real estate mortgage investment conduits which appear at Section 860A through 860G of Subchapter M of Chapter 1 of the Code, and related provisions, and regulations and rulings promulgated thereunder, as the foregoing may be in effect from time to time.
“REMIC Regular Interest”: Any REMIC 1 Regular Interest, REMIC 2 Regular Interest, REMIC 3 Regular Interest or any of the Certificates (other than the Residual Certificates).
“Remittance Report”: A report prepared by the Servicer and delivered to the Trustee and the NIMS Insurer pursuant to Section 4.07, containing the information attached hereto as Exhibit M.
“Rents from Real Property”: With respect to any REO Property, gross income of the character described in Section 856(d) of the Code.
“REO Disposition”: The sale or other disposition of an REO Property on behalf of the Trust.
“REO Imputed Interest”: As to any REO Property, for any Collection Period, an amount equivalent to interest (at the Net Mortgage Interest Rate that would have been applicable to the related Mortgage Loan had it been outstanding) for such Collection Period on the unpaid Principal Balance of the Mortgage Loan as of the date of acquisition.
“REO Principal Amortization”: With respect to any REO Property, for any calendar month, the aggregate of all amounts received in respect of such REO Property during such calendar month, whether in the form of rental income, sale proceeds (including, without limitation, that portion of the Termination Price paid in connection with a purchase of all of the Mortgage Loans and REO Properties pursuant to Section 10.01 that is allocable to such REO Property) or otherwise, net of any portion of such amounts (i) payable pursuant to Section 3.13 in respect of the proper operation, management and maintenance of such REO Property or (ii) payable or reimbursable to the Servicer pursuant to Section 3.13 for unpaid Servicing Fees in respect of the related Mortgage Loan and unreimbursed Servicing Advances and Advances in respect of such REO Property or the related Mortgage Loan.
“REO Property”: A Mortgaged Property acquired by the Servicer on behalf of the Trust through foreclosure or deed-in-lieu of foreclosure, as described in Section 3.13.
“Request for Release”: A release signed by a Servicing Officer, in the form of Exhibit E attached hereto.
“Residential Dwelling”: Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a Xxxxxx Xxx eligible condominium project, (iv) a manufactured home, or (v) a detached one-family dwelling in a planned unit development, none of which is a co-operative or mobile home.
“Residual Certificate”: Any Class R Certificates or Class R-X Certificates.
“Residual Interest”: The sole Class of “residual interests” in each REMIC within the meaning of Section 860G(a)(2) of the Code.
“Responsible Officer”: When used with respect to the Trustee, any officer assigned to the Corporate Trust Division (or any successor thereto), including any Vice President, Assistant Vice President, Trust Officer, any Assistant Secretary, any trust officer or any other officer of the Trustee customarily performing functions similar to those performed by any of the above designated officers and in each case having direct responsibility for the administration of this Agreement.
“S&P”: Standard & Poor’s, a division of The XxXxxx-Xxxx Companies, Inc., and its successors, and if such company shall for any reason no longer perform the functions of a securities rating agency, “S&P” shall be deemed to refer to any other “nationally recognized statistical rating organization” as set forth on the most current list of such organizations released by the Commission.
“Seller”: Bank of America, N.A., or its successor in interest, in its capacity as seller under the Mortgage Loan Purchase Agreement.
“Senior Certificates”: The Class X-0, Xxxxx X-0X, Xxxxx X-0X, Class A-2C, Class A-2D and Class A-2 MZ Certificates.
“Senior Enhancement Percentage”: For any Distribution Date, the percentage obtained by dividing (x) the sum of (i) the aggregate Certificate Principal Balance of the Class M and Class B Certificates before taking into account the distribution of the Principal Distribution Amount on such Distribution Date and (ii) the Overcollateralization Amount as of the prior Distribution Date by (y) the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and any amounts remaining in the Pre-Funding Accounts.
“Senior Principal Distribution Amount”: For any Distribution Date, the sum of the Group 1 Senior Principal Distribution Amount and the Group 2 Senior Principal Distribution Amount.
“Senior Specified Enhancement Percentage”: On any date of determination thereof, 45.00%.
“Servicer”: HomEq Servicing Corporation, or any successor servicer appointed as herein provided, in its capacity as Servicer hereunder.
“Servicer Event of Termination”: One or more of the events described in Section 7.01.
“Servicer Modification”: A modification to the terms of a Mortgage Loan, in accordance with the terms of Section 3.01, as to which the Mortgagor is in default or as to which, in the judgment of the Servicer, default is reasonably foreseeable.
“Servicer Prepayment Charge Payment Amount”: The amount payable by the Servicer in respect of any waived Prepayment Charges pursuant to Section 3.01, which amount shall be equal to the difference between the amount of Prepayment Charge due by a Mortgagor before any waiver and the actual amount of the Prepayment Charge that was paid by the Mortgagor.
“Servicer Remittance Date”: With respect to any Distribution Date, the 21st day of the calendar month in which such Distribution Date occurs or if such day is a Saturday, the immediately preceding Business Day, or if such day is a Sunday or otherwise not a Business Day, the immediately following Business Day.
“Servicing Advances”: All customary, reasonable and necessary “out of pocket” costs and expenses incurred by the Servicer (including reasonable attorneys’ fees and disbursements) in the performance of its servicing obligations, including, but not limited to, the cost of (i) the preservation, restoration, inspection and protection of the Mortgaged Property, (ii) any enforcement or judicial proceedings, including foreclosures, (iii) the management and liquidation of the REO Property and (iv) compliance with the obligations under Section 3.08.
“Servicing Fee”: With respect to each Mortgage Loan (including each REO Property) and for any calendar month, an amount equal to one month’s interest (or in the event of any payment of interest which accompanies a Principal Prepayment in full made by the Mortgagor during such calendar month, interest for the number of days covered by such payment of interest) at the Servicing Fee Rate on the same principal amount on which interest on such Mortgage Loan accrues for such calendar month.
“Servicing Fee Rate”: With respect to each Mortgage Loan, 0.50% per annum.
“Servicing Officer”: Any representative or officer of the Servicer involved in, or responsible for, the administration and servicing of Mortgage Loans, whose name and specimen signature appear on a list of servicing officers furnished by the Servicer to the Trustee and the Depositor on the Closing Date, as such list may from time to time be amended.
“Servicing Standard”: The standards set forth in Section 3.01.
“Similar Law”: As defined in Section 5.02(d) hereof.
“Startup Day”: As defined in Section 9.01(b) hereof.
“Stayed Funds”: Any payment required to be made under the terms of the Certificates and this Agreement but which is not remitted by the Servicer because the Servicer is the subject of a proceeding under the Bankruptcy Code and the making of such remittance is prohibited by Section 362 of the Bankruptcy Code.
“Stepdown Date”: The earlier to occur of (i) the Distribution Date on which the aggregate Certificate Principal Balance of the Class A Certificates is reduced to zero and (ii) the later to occur of (x) the Distribution Date in October 2008 and (y) the Distribution Date on which the Senior Enhancement Percentage is greater than or equal to the Senior Specified Enhancement Percentage.
“Subordinate Certificates”: The Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1, Class B-2, Class CE and Residual Certificates.
“Subordination Depletion Date”: The Distribution Date on which the aggregate Certificate Principal Balance of the Class M and Class B Certificates has been reduced to zero.
“Subsequent Cut-off Date”: With respect to those Subsequent Mortgage Loans sold to the Trust Fund pursuant to a Subsequent Transfer Instrument, the later of (i) first day of the month in which the related Subsequent Transfer Date occurs or (ii) the date of origination of such Mortgage Loan.
“Subsequent Group 1 Mortgage Loan”: A Subsequent Mortgage Loan to be included in Loan Group 1.
“Subsequent Group 2 Mortgage Loan”: A Subsequent Mortgage Loan to be included in Loan Group 2.
“Subsequent Mortgage Loan”: A Mortgage Loan sold by the Depositor to the Trust Fund pursuant to Section 2.08, such Mortgage Loan being identified on the Mortgage Loan Schedule attached to a Subsequent Transfer Instrument.
“Subsequent Mortgage Loan Purchase Agreements”: The agreements among the Depositor, the Originator and the Seller, regarding the transfer of the Subsequent Mortgage Loans by the Seller to the Depositor.
“Subsequent Recovery”: Any amount (net of reimbursable expenses) received on a Mortgage Loan subsequent to such Mortgage Loan being determined to be a Liquidated Mortgage Loan that resulted in a Realized Loss in a prior month.
“Subsequent Transfer Date”: With respect to each Subsequent Transfer Instrument, the date on which the related Subsequent Mortgage Loans are sold to the Trust Fund.
“Subsequent Transfer Instrument”: Each Subsequent Transfer Instrument, dated as of a Subsequent Transfer Date, executed by the Trustee and the Depositor substantially in the form attached hereto as Exhibit R by which Subsequent Mortgage Loans are transferred to the Trust Fund.
“Substitution Adjustment Amount”: As defined in Section 2.03(d) hereof.
“Swap Account”: The account or accounts created and maintained pursuant to Section 4.09. The Swap Account must be an Eligible Account.
“Swap Interest Shortfall Amount”: Any shortfall of interest with respect to any Class of Certificates resulting from the application of the related Cap Rate due to a discrepancy between the Uncertificated Notional Amount of the Class SWAP-IO Interest and the scheduled notional amount pursuant to the Interest Rate Swap Agreement.
“Swap LIBOR”: A per annum rate equal to the floating rate payable by the Swap Provider under the Interest Rate Swap Agreement.
“Swap Provider”: |
Barclays Bank PLC. |
“Swap Provider Trigger Event”: A Swap Termination Payment that is triggered upon: (i) an Event of Default under the Interest Rate Swap Agreement with respect to which the Swap Provider is a Defaulting Party (as defined in the Interest Rate Swap Agreement), (ii) a Termination Event under the Interest Rate Swap Agreement with respect to which the Swap Provider is the sole Affected Party (as defined in the Interest Rate Swap Agreement) or (iii) an Additional Termination Event under the Interest Rate Swap Agreement with respect to which the Swap Provider is the sole Affected Party.
“Swap Termination Payment”: The payment due under the Interest Rate Swap Agreement upon the early termination of the Interest Rate Swap Agreement.
“Targeted Overcollateralization Amount”: As of any Distribution Date, (x) prior to the Stepdown Date, 0.50% of the Cut-off Date Aggregate Principal Balance and (y) on and after the Stepdown Date, (i) if a Trigger Event has not occurred, the greater of (A) 1.00% of the Pool Balance as of the last day of the related Collection Period after giving effect to Principal Prepayments in the related Prepayment Period and (B) 0.50% of the Cut-off Date Aggregate Principal Balance and (ii) if a Trigger Event has occurred, the Targeted Overcollateralization Amount for the immediately preceding Distribution Date.
“Tax Matters Person”: The tax matters person appointed pursuant to Section 9.01(e) hereof.
“Tax Returns”: The federal income tax returns on Internal Revenue Service Form 1066, U.S. Real Estate Mortgage Investment Conduit Income Tax Return, including Schedule Q thereto, Quarterly Notice to Residual Interest Holders of the REMIC Taxable Income or Net Loss Allocation, or any successor forms, to be filed on behalf of the Trust for each of the two REMICs created pursuant to this Agreement under the REMIC Provisions,
together with any and all other information reports or returns that may be required to be furnished to the Certificateholders or filed with the Internal Revenue Service or any other governmental taxing authority under any applicable provisions of federal, state or local tax laws.
“Telerate Page 3750”: The display page currently so designated on the Reuters Telerate Service (or such other page as may replace the Telerate Page 3750 page on that service for the purpose of displaying London interbank offered rates of major banks).
“Termination Price”: As defined in Section 10.01(a) hereof.
“Trigger Event”: With respect to any Distribution Date on or after the Stepdown Date, if (i) the three-month rolling average of 60+ Day Delinquent Loans equals or exceeds 35.00% of the Senior Enhancement Percentage or (ii) the aggregate amount of Realized Losses incurred since the Cut-off Date through the last day of the related Collection Period (reduced by the aggregate amount of Subsequent Recoveries received since the Cut-off Date through the last day of the related Collection Period) divided by the Cut-off Date Aggregate Principal Balance plus the Original Pre-Funded Amounts exceeds the applicable percentages set forth below with respect to such Distribution Date:
Distribution Date Occurring In |
Percentage |
October 2007 through September 2008 |
1.55% for the first month, plus an additional 1/12th of 1.90% for each month thereafter |
October 2008 through September 2009 |
3.45% for the first month, plus an additional 1/12th of 1.55% for each month thereafter |
October 2009 through September 2010 |
5.00% for the first month, plus an additional 1/12th of 1.25% for each month thereafter |
October 2010 through September 2011 |
6.25% for the first month, plus an additional 1/12th of 0.75% for each month thereafter |
October 2011 and thereafter |
7.00% |
“Trust”: ABFC 2005-WMC1 Trust, the trust created hereunder.
“Trust Fund”: The segregated pool of assets subject hereto, constituting the primary trust created hereby and to be administered hereunder, with respect to a portion of which four REMIC elections are to be made, such entire Trust Fund consisting of: (i) such Mortgage Loans as from time to time are subject to this Agreement, together with the Mortgage Files relating thereto, and together with all collections thereon and proceeds thereof, (ii) any REO Property, together with all collections thereon and proceeds thereof, (iii) the Trustee’s rights with respect to the Mortgage Loans under all insurance policies required to be maintained pursuant to this Agreement and any proceeds thereof, (iv) the Depositor’s rights under the WMC Sale
Agreement and the Mortgage Loan Purchase Agreement (including any security interest created thereby), (v) the Trustee’s rights under the Interest Swap Agreement and (vi) the Collection Account, the Distribution Account, Swap Account and the Cap Carryover Reserve Account and such assets that are deposited therein from time to time and any investments thereof, together with any and all income, proceeds and payments with respect thereto.
“Trustee”: Xxxxx Fargo Bank, N.A., a national banking association, or any successor Trustee appointed as herein provided.
“Uncertificated Accrued Interest”: With respect to each REMIC Regular Interest on each Distribution Date, an amount equal to one month’s interest at the related Uncertificated REMIC 1 Pass-Through Rate on the Uncertificated Balance of such REMIC Regular Interest. In each case, Uncertificated Accrued Interest will be reduced by any Prepayment Interest Shortfalls and Relief Act Interest Shortfalls (allocated to such REMIC Regular Interests based on their respective entitlements to interest irrespective of any Prepayment Interest Shortfalls and Relief Act Interest Shortfalls for such Distribution Date).
“Uncertificated Balance”: The amount of any REMIC Regular Interest outstanding as of any date of determination. As of the Closing Date, the Uncertificated Balance of each REMIC Regular Interest shall equal the amount set forth in the Preliminary Statement hereto as its initial uncertificated balance. On each Distribution Date, the Uncertificated Balance of each REMIC Regular Interest shall be reduced by all distributions of principal made on such REMIC Regular Interest on such Distribution Date pursuant to Section 4.08 and, if and to the extent necessary and appropriate, shall be further reduced on such Distribution Date by Realized Losses as provided in Section 4.08(b). The Uncertificated Balance of REMIC Regular Interest LTZZ shall be increased by interest deferrals as provided in Section 4.08(a)(i). The Uncertificated Balance of each REMIC Regular Interest shall never be less than zero.
“Uncertificated Notional Amount”: With respect to REMIC 3 Regular Interest LTIO and each Distribution Date listed below, the aggregate Uncertificated Balance of the REMIC 2 Regular Interests ending with the designation “A” listed below:
Distribution Date |
REMIC 1 Regular Interests |
1 |
I-1-A through I-50-A and II-1-A through II-50-A |
2 |
I-2-A through I-50-A and II-2-A through II-50-A |
3 |
I-3-A through I-50-A and II-3-A through II-50-A |
4 |
I-4-A through I-50-A and II-4-A through II-50-A |
5 |
I-5-A through I-50-A and II-5-A through II-50-A |
6 |
I-6-A through I-50-A and II-6-A through II-50-A |
7 |
I-7-A through I-50-A and II-7-A through II-50-A |
8 |
I-8-A through I-50-A and II-8-A through II-50-A |
9 |
I-9-A through I-50-A and II-9-A through II-50-A |
10 |
I-10-A through I-50-A and II-10-A through II-50-A |
11 |
I-11-A through I-50-A and II-11-A through II-50-A |
12 |
I-12-A through I-50-A and II-12-A through II-50-A |
13 |
I-13-A through I-50-A and II-13-A through II-50-A |
14 |
I-14-A through I-50-A and II-14-A through II-50-A |
15 |
I-15-A through I-50-A and II-15-A through II-50-A |
16 |
I-16-A through I-50-A and II-16-A through II-50-A |
17 |
I-17-A through I-50-A and II-17-A through II-50-A |
18 |
I-18-A through I-50-A and II-18-A through II-50-A |
19 |
I-19-A through I-50-A and II-19-A through II-50-A |
20 |
I-20-A through I-50-A and II-20-A through II-50-A |
21 |
I-21-A through I-50-A and II-21-A through II-50-A |
22 |
I-22-A through I-50-A and II-22-A through II-50-A |
23 |
I-23-A through I-50-A and II-23-A through II-50-A |
24 |
I-24-A through I-50-A and II-24-A through II-50-A |
25 |
I-25-A through I-50-A and II-25-A through II-50-A |
26 |
I-26-A through I-50-A and II-26-A through II-50-A |
27 |
I-27-A through I-50-A and II-27-A through II-50-A |
28 |
I-28-A through I-50-A and II-28-A through II-50-A |
29 |
I-29-A through I-50-A and II-29-A through II-50-A |
30 |
I-30-A through I-50-A and II-30-A through II-50-A |
31 |
I-31-A through I-50-A and II-31-A through II-50-A |
32 |
I-32-A through I-50-A and II-32-A through II-50-A |
33 |
I-33-A through I-50-A and II-33-A through II-50-A |
34 |
I-34-A through I-50-A and II-34-A through II-50-A |
35 |
I-35-A through I-50-A and II-35-A through II-50-A |
36 |
I-36-A through I-50-A and II-36-A through II-50-A |
37 |
I-37-A through I-50-A and II-37-A through II-50-A |
38 |
I-38-A through I-50-A and II-38-A through II-50-A |
39 |
I-39-A through I-50-A and II-39-A through II-50-A |
40 |
I-40-A through I-50-A and II-40-A through II-50-A |
41 |
I-41-A through I-50-A and II-41-A through II-50-A |
42 |
I-42-A through I-50-A and II-42-A through II-50-A |
43 |
I-43-A through I-50-A and II-43-A through II-50-A |
44 |
I-44-A through I-50-A and II-44-A through II-50-A |
45 |
I-45-A through I-50-A and II-45-A through II-50-A |
46 |
I-46-A through I-50-A and II-46-A through II-50-A |
47 |
I-47-A through I-50-A and II-47-A through II-50-A |
48 |
I-48-A through I-50-A and II-48-A through II-50-A |
49 |
I-49-A and I-50-A and II-49-A and II-50-A |
50 |
I-50-A and II-50-A |
thereafter |
$0.00 |
With respect to the Class IO Interest and any Distribution Date, an amount equal to the Uncertificated Notional Amount of the REMIC 3 Regular Interest LTIO.
“Uncertificated REMIC 1 Pass-Through Rate”: With respect to REMIC 1 Regular Interest I and REMIC 1 Regular Interest P, and (i) the first three Distribution Dates, the weighted average Net Mortgage Rates on the Group 1 Initial Mortgage Loans as of the first day of the month preceding the month in which the Distribution Date and (ii) thereafter, the weighted average Net Mortgage Rates on the Group 1 Mortgage Loans as of the first day of the month preceding the month in which the Distribution Date. With respect to REMIC 1 Regular Interest I-PF and (i) the first three Distribution Dates, 0.00% and (ii) thereafter, the weighted average Net Mortgage Rates on the Group 1 Mortgage Loans as of the first day of the month preceding the month in which the Distribution Date. With respect to REMIC 1 Regular Interest II and (i) the
first three Distribution Dates, the weighted average Net Mortgage Rates on the Group 2 Initial Mortgage Loans as of the first day of the month preceding the month in which the Distribution Date and (ii) thereafter, the weighted average Net Mortgage Rates on the Group 2 Mortgage Loans as of the first day of the month preceding the month in which the Distribution Date. With respect to REMIC 1 Regular Interest II-PF and (i) the first three Distribution Dates, 0.00% and (ii) thereafter, the weighted average Net Mortgage Rates on the Group 2 Mortgage Loans as of the first day of the month preceding the month in which the Distribution Date.
“Uncertificated REMIC 2 Pass-Through Rate”: With respect to REMIC 2 Regular Interest I and REMIC 2 Regular Interest P, a per annum rate equal to the weighted average Net Mortgage Rate of Loan Group 1. With respect to each REMIC 2 Group I Regular Interest ending with the designation “A”, a per annum rate equal to the weighted average Net Mortgage Rate of Loan Group 1 multiplied by 2, subject to a maximum rate of 8.5%. With respect to each REMIC 2 Group I Regular Interest ending with the designation “B”, the greater of (x) a per annum rate equal to the excess, if any, of (i) 2 multiplied by the weighted average Net Mortgage Rate of Loan Group 1 over (ii) 8.5% and (y) 0.00%. With respect to REMIC 2 Regular Interest II, a per annum rate equal to the weighted average Net Mortgage Rate of Loan Group 2. With respect to each REMIC 2 Group II Regular Interest ending with the designation “A”, a per annum rate equal to the weighted average Net Mortgage Rate of Loan Group 2 multiplied by 2, subject to a maximum rate of 8.500%. With respect to each REMIC 2 Group II Regular Interest ending with the designation “B”, the greater of (x) a per annum rate equal to the excess, if any, of (i) 2 multiplied by the weighted average Net Mortgage Rate of Loan Group 2 over (ii) 8.500% and (y) 0.00%.
“Uncertificated REMIC 3 Pass-Through Rate”: With respect to REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2, REMIC 3 Regular Interest LTZZ, REMIC 3 Regular Interest LTP, REMIC 3 Regular Interest LT1SUB, REMIC 3 Regular Interest LT2SUB, and REMIC 3 Regular Interest LTXX, a per annum rate (but not less than zero) equal to the weighted average of (w) with respect to REMIC 2 Regular Interest I, REMIC 2 Regular Interest II and REMIC 2 Regular Interest P, the Uncertificated REMIC 2 Pass-Through Rate for such REMIC 2 Regular Interest for each such Distribution Date, (x) with respect to REMIC 2 Regular Interests ending with the designation “B”, the weighted average of the Uncertificated REMIC 2 Pass-Through Rates for such REMIC 2 Regular Interests, weighted on the basis of the Uncertificated Balance of such REMIC 2 Regular Interests for each such Distribution Date and (y) with respect to REMIC 2 Regular Interests ending with the designation “A”, for each Distribution Date listed below, the weighted average of the rates listed below for each such REMIC 2 Regular Interest listed below, weighted on the basis of the Uncertificated Balance of each such REMIC 2 Regular Interest for each such Distribution Date:
Distribution Date |
REMIC 2 Regular Interest |
Rate |
1 |
I-1-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
2 |
I-2-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-2-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A |
Uncertificated REMIC 2 Pass-Through Rate |
3 |
I-3-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-3-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A and I-2-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A and II-2-A |
Uncertificated REMIC 2 Pass-Through Rate |
4 |
I-4-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-4-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-3-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-3-A |
Uncertificated REMIC 2 Pass-Through Rate |
5 |
I-5-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-5-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-4-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-4-A |
Uncertificated REMIC 2 Pass-Through Rate |
6 |
I-6-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-6-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-5-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-5-A |
Uncertificated REMIC 2 Pass-Through Rate |
7 |
I-7-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-7-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-6-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-6-A |
Uncertificated REMIC 2 Pass-Through Rate |
8 |
I-8-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-8-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-7-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-7-A |
Uncertificated REMIC 2 Pass-Through Rate |
9 |
I-9-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-9-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-8-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-8-A |
Uncertificated REMIC 2 Pass-Through Rate |
10 |
I-10-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-10-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-9-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-9-A |
Uncertificated REMIC 2 Pass-Through Rate |
11 |
I-11-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-11-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-10-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-10-A |
Uncertificated REMIC 2 Pass-Through Rate |
12 |
I-12-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-12-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-11-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-11-A |
Uncertificated REMIC 2 Pass-Through Rate |
13 |
I-13-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-13-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-12-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-12-A |
Uncertificated REMIC 2 Pass-Through Rate |
14 |
I-14-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-14-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-13-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-13-A |
Uncertificated REMIC 2 Pass-Through Rate |
15 |
I-15-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-15-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-14-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-14-A |
Uncertificated REMIC 2 Pass-Through Rate |
16 |
I-16-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-16-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-15-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-15-A |
Uncertificated REMIC 2 Pass-Through Rate |
17 |
I-17-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-17-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-16-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-16-A |
Uncertificated REMIC 2 Pass-Through Rate |
18 |
I-18-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-18-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-17-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-17-A |
Uncertificated REMIC 2 Pass-Through Rate |
19 |
I-19-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-19-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-18-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-18-A |
Uncertificated REMIC 2 Pass-Through Rate |
20 |
I-20-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-20-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-19-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-19-A |
Uncertificated REMIC 2 Pass-Through Rate |
21 |
I-21-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-21-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-20-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-20-A |
Uncertificated REMIC 2 Pass-Through Rate |
22 |
I-22-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-22-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-21-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-21-A |
Uncertificated REMIC 2 Pass-Through Rate |
23 |
I-23-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-23-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-22-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-22-A |
Uncertificated REMIC 2 Pass-Through Rate |
24 |
I-24-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-24-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-23-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-23-A |
Uncertificated REMIC 2 Pass-Through Rate |
25 |
I-25-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-25-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-24-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-24-A |
Uncertificated REMIC 2 Pass-Through Rate |
26 |
I-26-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-26-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-25-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-25-A |
Uncertificated REMIC 2 Pass-Through Rate |
27 |
I-27-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-27-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-26-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-26-A |
Uncertificated REMIC 2 Pass-Through Rate |
28 |
I-28-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-28-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-27-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-27-A |
Uncertificated REMIC 2 Pass-Through Rate |
29 |
I-29-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-29-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-28-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-28-A |
Uncertificated REMIC 2 Pass-Through Rate |
30 |
I-30-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-30-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-29-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-29-A |
Uncertificated REMIC 2 Pass-Through Rate |
31 |
I-31-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-31-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-30-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-30-A |
Uncertificated REMIC 2 Pass-Through Rate |
32 |
I-32-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-32-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-31-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-31-A |
Uncertificated REMIC 2 Pass-Through Rate |
33 |
I-33-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-33-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-32-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-32-A |
Uncertificated REMIC 2 Pass-Through Rate |
34 |
I-34-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-34-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-33-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-33-A |
Uncertificated REMIC 2 Pass-Through Rate |
35 |
I-35-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-35-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-34-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-34-A |
Uncertificated REMIC 2 Pass-Through Rate |
36 |
I-36-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-36-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-35-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-35-A |
Uncertificated REMIC 2 Pass-Through Rate |
37 |
I-37-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-37-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-36-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-36-A |
Uncertificated REMIC 2 Pass-Through Rate |
38 |
I-38-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-38-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-37-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-37-A |
Uncertificated REMIC 2 Pass-Through Rate |
39 |
I-39-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-39-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-38-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-38-A |
Uncertificated REMIC 2 Pass-Through Rate |
40 |
I-40-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-40-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
III-40-A through III-60-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-39-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-39-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
III-1-A through III-39-A |
Uncertificated REMIC 2 Pass-Through Rate |
41 |
I-41-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-41-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-40-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-40-A |
Uncertificated REMIC 2 Pass-Through Rate |
42 |
I-42-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-42-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-41-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-41-A |
Uncertificated REMIC 2 Pass-Through Rate |
43 |
I-43-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-43-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-42-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-42-A |
Uncertificated REMIC 2 Pass-Through Rate |
44 |
I-44-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-44-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-43-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-43-A |
Uncertificated REMIC 2 Pass-Through Rate |
45 |
I-45-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-45-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-44-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-44-A |
Uncertificated REMIC 2 Pass-Through Rate |
46 |
I-46-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-46-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-45-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-45-A |
Uncertificated REMIC 2 Pass-Through Rate |
47 |
I-47-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-47-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-46-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-46-A |
Uncertificated REMIC 2 Pass-Through Rate |
48 |
I-48-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-48-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-47-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-47-A |
Uncertificated REMIC 2 Pass-Through Rate |
49 |
I-49-A and I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-49-A and II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-48-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-48-A |
Uncertificated REMIC 2 Pass-Through Rate |
50 |
I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-49-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-49-A |
Uncertificated REMIC 2 Pass-Through Rate |
thereafter |
I-1-A through I-50-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-50-A |
Uncertificated REMIC 2 Pass-Through Rate |
With respect to REMIC 3 Regular Interest LT1GRP, a per annum rate (but not less than zero) equal to the weighted average of (w) with respect to REMIC 2 Regular Interest I and REMIC 2 Regular Interest P, the Uncertificated REMIC 2 Pass-Through Rate for such REMIC 2 Regular Interest for each such Distribution Date, (x) with respect to REMIC 2 Group I Regular Interests ending with the designation “B”, the weighted average of the Uncertificated REMIC 2 Pass-Through Rates for such REMIC 2 Regular Interests, weighted on the basis of the Uncertificated Balance of each such REMIC 2 Regular Interest for each such Distribution Date and (y) with respect to REMIC 2 Group I Regular Interests ending with the designation “A”, for each Distribution Date listed below, the weighted average of the rates listed below for such REMIC 2 Regular Interests listed below, weighted on the basis of the Uncertificated Balance of each such REMIC 2 Regular Interest for each such Distribution Date:
Distribution Date |
REMIC 2 Regular Interest |
Rate |
1 |
I-1-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
2 |
I-2-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
3 |
I-3-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A and I-2-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
4 |
I-4-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-3-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
5 |
I-5-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-4-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
6 |
I-6-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-5-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
7 |
I-7-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-6-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
8 |
I-8-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-7-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
9 |
I-9-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-8-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
10 |
I-10-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-9-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
11 |
I-11-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-10-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
12 |
I-12-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-11-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
13 |
I-13-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-12-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
14 |
I-14-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-13-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
15 |
I-15-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-14-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
16 |
I-16-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-15-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
17 |
I-17-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-16-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
18 |
I-18-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-17-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
19 |
I-19-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-18-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
20 |
I-20-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-19-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
21 |
I-21-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-20-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
22 |
I-22-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-21-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
23 |
I-23-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-22-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
24 |
I-24-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-23-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
25 |
I-25-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-24-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
26 |
I-26-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-25-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
27 |
I-27-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-26-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
28 |
I-28-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-27-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
29 |
I-29-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-28-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
30 |
I-30-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-29-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
31 |
I-31-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-30-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
32 |
I-32-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-31-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
33 |
I-33-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-32-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
34 |
I-34-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-33-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
35 |
I-35-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-34-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
36 |
I-36-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-35-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
37 |
I-37-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-36-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
38 |
I-38-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-37-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
39 |
I-39-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-38-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
40 |
I-40-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-39-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
41 |
I-41-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-40-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
42 |
I-42-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-41-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
43 |
I-43-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-42-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
44 |
I-44-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-43-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
45 |
I-45-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-44-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
46 |
I-46-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-45-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
47 |
I-47-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-46-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
48 |
I-48-A through I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-47-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
49 |
I-49-A and I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-48-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
50 |
I-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
I-1-A through I-49-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
thereafter |
I-1-A through I-50-A |
Uncertificated REMIC 2 Pass-Through Rate |
With respect to REMIC 3 Regular Interest LT2GRP, a per annum rate (but not less than zero) equal to the weighted average of (w) with respect to REMIC 2 Regular Interest II, the Uncertificated REMIC 2 Pass-Through Rate for such REMIC 2 Regular Interest for each such Distribution Date, (x) with respect to REMIC 2 Group II Regular Interests ending with the designation “B”, the weighted average of the Uncertificated REMIC 2 Pass-Through Rates for such REMIC 2 Regular Interests, weighted on the basis of the Uncertificated Balance of each such REMIC 2 Regular Interest for each such Distribution Date and (y) with respect to REMIC 2 Group II Regular Interests ending with the designation “A”, for each Distribution Date listed below, the weighted average of the rates listed below for such REMIC 2 Regular Interests listed
below, weighted on the basis of the Uncertificated Balance of each such REMIC 2 Regular Interest for each such Distribution Date:
Distribution Date |
REMIC 2 Regular Interest |
Rate |
1 |
II-1-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
2 |
II-2-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
3 |
II-3-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A and II-2-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
4 |
II-4-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-3-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
5 |
II-5-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-4-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
6 |
II-6-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-5-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
7 |
II-7-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-6-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
8 |
II-8-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-7-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
9 |
II-9-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-8-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
10 |
II-10-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-9-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
11 |
II-11-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-10-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
12 |
II-12-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-11-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
13 |
II-13-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-12-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
14 |
II-14-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-13-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
15 |
II-15-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-14-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
16 |
II-16-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-15-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
17 |
II-17-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-16-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
18 |
II-18-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-17-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
19 |
II-19-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-18-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
20 |
II-20-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-19-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
21 |
II-21-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-20-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
22 |
II-22-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-21-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
23 |
II-23-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-22-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
24 |
II-24-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-23-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
25 |
II-25-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-24-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
26 |
II-26-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-25-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
27 |
II-27-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-26-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
28 |
II-28-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-27-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
29 |
II-29-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-28-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
30 |
II-30-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-29-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
31 |
II-31-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-30-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
32 |
II-32-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-31-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
33 |
II-33-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-32-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
34 |
II-34-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-33-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
35 |
II-35-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-34-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
36 |
II-36-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-35-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
37 |
II-37-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-36-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
38 |
II-38-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-37-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
39 |
II-39-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-38-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
40 |
II-40-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-39-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
41 |
II-41-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-40-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
42 |
II-42-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-41-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
43 |
II-43-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-42-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
44 |
II-44-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-43-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
45 |
II-45-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-44-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
46 |
II-46-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-45-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
47 |
II-47-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-46-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
48 |
II-48-A through II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-47-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
49 |
II-49-A and II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-48-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
50 |
II-50-A |
2 multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated REMIC 2 Pass-Through Rate |
|
II-1-A through II-49-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
thereafter |
II-1-A through II-50-A |
Uncertificated REMIC 2 Pass-Through Rate |
|
|
|
“United States Person” or “U.S. Person”: (i) A citizen or resident of the United States, (ii) a corporation, partnership or other entity treated as a corporation or partnership for United States federal income tax purposes organized in or under the laws of the United States or any state thereof or the District of Columbia (unless, in the case of a partnership, Treasury Regulations provide otherwise), (iii) an estate the income of which is includible in gross income for United States tax purposes, regardless of its source, or (iv) a trust if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more United States persons have authority to control all substantial decisions of the trust. Notwithstanding the preceding sentence, to the extent provided in Treasury Regulations, certain Trusts in existence on August 20, 1996, and treated as United States persons prior to such date, that elect to continue to be treated as United States persons will also be a U.S. Person; provided, that for purposes of the definition of a “Permitted Transferee,” a U.S. Person shall not include any person whose income is attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of such Person or any other U.S. Person.
“Unpaid Realized Loss Amount”: For any of the Class A-2MZ, Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1, Class B-2 Certificates and as to any Distribution Date, the excess of (x) the aggregate Applied Realized Loss Amounts allocated to such Class for all
prior Distribution Dates over (y) the sum of (a) the cumulative amount of any Subsequent Recoveries allocated to such Class and (b) the aggregate Realized Loss Amortization Amounts with respect to such Class for all prior Distribution Dates.
“Value”: With respect to any Mortgaged Property, the lesser of: (i) an amount determined by an appraisal done at origination of the Mortgage Loan; provided, however, the amount may be reduced to reflect the results of a review of such appraisal in accordance with the Originator’s underwriting guidelines and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a refinanced Mortgage Loan, the value of the Mortgaged Property is based solely upon clause (i) above.
“Voting Rights”: The portion of the voting rights of all of the Certificates which is allocated to any Certificate. The Voting Rights allocated among Holders of the Floating Rate Certificates shall be 98%, and shall be allocated among each such Class according to the fraction, expressed as a percentage, the numerator of which is the aggregate Certificate Principal Balance of all the Certificates of such Class then outstanding and the denominator of which is the aggregate Certificate Principal Balance of all the Floating Rate Certificates then outstanding. The Voting Rights allocated to each such Class of Certificates shall be allocated among all holders of each such Class in proportion to the outstanding Certificate Principal Balance of such Certificates; provided, however, that any Certificate registered in the name of the Servicer, the Depositor or the Trustee or any of their respective affiliates shall not be included in the calculation of Voting Rights; provided that only such Certificates as are known by a Responsible Officer of the Trustee to be so registered will be so excluded. 1% of all the Voting Rights will be allocated to the Holders of each of the Class CE and Class P Certificates. The Residual Certificates shall have no Voting Rights.
“Weighted Average Net Mortgage Rate”: The weighted average (based on Principal Balance as of the first day of the related Collection Period or, in the case of the first Distribution Date, the Cut-Off Date) of the Net Mortgage Interest Rates of the Mortgage Loans, the Group 1 Mortgage Loans or the Group 2 Mortgage Loans, as applicable, expressed for each such Mortgage Loan as an annual rate and calculated on the basis of twelve months consisting of 30 days each and a 360-day year.
“WMC Sale Agreement”: The Flow Sale and Interim Servicing Agreement, dated as of June 1, 2005, by and between Bank of America, N.A., as purchaser, and the Originator, as seller and the related Memoranda of Sale, dated as of June 27, 2005 and July 6, 2005, as amended by the Assignment, Assumption and Recognition Agreement, dated September 30, 2005, among the Depositor, Bank of America, N.A., the Trustee, the Servicer and the Originator.
“Written Order to Authenticate”: A written order by which the Depositor directs the Trustee to execute, authenticate and deliver the Certificates.
Section 1.02 |
Accounting. |
Unless otherwise specified herein, for the purpose of any definition or calculation, whenever amounts are required to be netted, subtracted or added or any distributions are taken
into account such definition or calculation and any related definitions or calculations shall be determined without duplication of such functions.
Section 1.03 |
Rights of the NIMS Insurer. |
Each of the rights of the NIMS Insurer set forth in this Agreement shall exist so long as (i) the NIMS Insurer has undertaken to guarantee certain payments of notes issued pursuant to the Indenture and (ii) any series of notes issued pursuant to the Indenture remains outstanding or the NIMS Insurer is owed amounts in respect of its guarantee of payment on such notes; provided, however, the NIMS Insurer shall not have any rights hereunder (except pursuant to Section 11.01 in the case of clause (ii) below) during the period of time, if any, that (i) the NIMS Insurer has not undertaken to guarantee certain payments of notes issued pursuant to the Indenture or (ii) any default has occurred and is continuing under the insurance policy issued by the NIMS Insurer with respect to such notes.
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01 |
Conveyance of Mortgage Loans. |
The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee, on behalf of the Trust, without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to (i) each Mortgage Loan identified on the Mortgage Loan Schedule, including the related Cut-off Date Principal Balance, all interest accruing thereon after the Cut-off Date and all collections in respect of interest and principal due after the Cut-off Date; (ii) property which secured each such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) all other assets included or to be included in the Trust Fund; (v) all proceeds of any of the foregoing; (vi) the rights of the Depositor under the Consulting Agreement; (vii) the rights of the Depositor under WMC Sale Agreement and the Mortgage Loan Purchase Agreement and (viii) payments made to the Trustee pursuant to the Interest Rate Swap Agreement. Such assignment includes all interest and principal due to the Depositor or the Servicer after the Cut-off Date with respect to the Mortgage Loans.
In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with the Trustee, or its designated agent, the following documents or instruments with respect to each Initial Mortgage Loan so transferred and assigned and the Depositor, shall, in accordance with Section 2.04, deliver or caused to be delivered to the Trustee with respect to each Subsequent Mortgage Loan, the following documents or instruments (a “Mortgage File”) so transferred and assigned:
(i) |
the original Mortgage Note, endorsed in blank or with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note; |
(ii) |
the original Mortgage with evidence of recording thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon or, if such Mortgage or power of attorney has been submitted for recording but has not been returned from the applicable public recording office, has been lost or is not otherwise available, a copy of such Mortgage or power of attorney, as the case may be, certified to be a true and complete copy of the original submitted for recording; |
(iii) |
an original Assignment of Mortgage, in form and substance acceptable for recording. The Mortgage shall be assigned in blank; |
(iv) |
an original copy of any intervening assignment of Mortgage showing a complete chain of assignments; |
(v) |
the original or a certified copy of lender’s title insurance policy; and |
(vi) |
the original or copies of each assumption, modification, written assurance or substitution agreement, if any. |
The Trustee agrees to execute and deliver to the Depositor on or prior to the Closing Date an acknowledgment of receipt of the original Mortgage Note (with any exceptions noted), substantially in the form attached as Exhibit F-3 hereto.
If any of the documents referred to in Section 2.01(ii), (iii) or (iv) above has as of the Closing Date (or Subsequent Tranfer Date, with respect to Subsequent Mortgage Loans) been submitted for recording but either (x) has not been returned from the applicable public recording office or (y) has been lost or such public recording office has retained the original of such document, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon (1) delivery to the Trustee no later than the Closing Date (or Subsequent Tranfer Date, with respect to Subsequent Mortgage Loans), of a copy of each such document certified by the Seller in the case of (x) above or the applicable public recording office in the case of (y) above to be a true and complete copy of the original that was submitted for recording and (2) if such copy is certified by the Seller, delivery to the Trustee, promptly upon receipt thereof of either the original or a copy of such document certified by the applicable public recording office to be a true and complete copy of the original. The Depositor shall deliver or cause to be delivered to the Trustee promptly upon receipt thereof any other documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption or modification of any Mortgage Loan.
Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File, the Seller shall have 120 days to cure such defect or deliver such missing document to the Trustee. If the Seller does not cure such defect or deliver such missing document within such time period, the Seller shall either repurchase or substitute for such Mortgage Loan in accordance with Section 2.03.
The Depositor herewith delivers to the Trustee executed copies of the WMC Sale Agreement and the Mortgage Loan Purchase Agreement.
The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Interest Rate Swap Agreement (in its capacity as Supplemental Interest Trust Trustee). The Seller, the Depositor, the Servicer and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform its obligations under the Interest Rate Swap Agreement and shall do so solely in its capacity as Supplemental Interest Trust Trustee and not in its individual capacity. Every provision of this Agreement relating to the conduct or affecting the liability of or affording
protection to the Trustee shall apply to the Trustee’s execution of the Interest Rate Swap Agreement and the performance of its duties and satisfaction of its obligations thereunder.
It is agreed and understood by the parties hereto that it is not intended that any mortgage loan be included in the Trust that is a “High-Cost Home Loan” as defined in any of (i) the New Jersey Home Ownership Act effective November 27, 2003, (ii) the New Mexico Home Loan Protection Act, effective January 1, 2004, (iii) the Massachusetts Predatory Home Loan Practices Act, effective November 7, 2004 or (iv) the Indiana Home Loan Practices Act, effective January 1, 2005.
Section 2.02 |
Acceptance by Trustee. |
The Trustee acknowledges the receipt of, subject to the provisions of Section 2.01 and subject to the review described below and any exceptions noted on the exception report described in the next paragraph below, the documents referred to in Section 2.01 above and all other assets included in the definition of “Trust Fund” and declares that it holds and will hold such documents and the other documents delivered to it constituting a Mortgage File, and that it holds or will hold all such assets and such other assets included in the definition of “Trust Fund” in trust for the exclusive use and benefit of all present and future Certificateholders.
The Trustee agrees, for the benefit of the Certificateholders, to review each Mortgage File within 60 days after the Closing Date, with respect to each Initial Mortgage Loan or the Subsequent Transfer Date, with respect to each Subsequent Mortgage Loan (or, with respect to any document delivered after the Startup Day, within 60 days of receipt and with respect to any Qualified Substitute Mortgage, within 60 days after the assignment thereof) and to certify in substantially the form attached hereto as Exhibit F-1 that, as to each Initial Mortgage Loan listed in the Mortgage Loan Schedules (other than any Mortgage Loan paid in full or any Mortgage Loan specifically identified in the exception report annexed thereto as not being covered by such certification), (i) all documents required to be delivered to it pursuant to Section 2.01 of this Agreement are in its possession, (ii) such documents have been reviewed by it and have not been mutilated, damaged or torn and relate to such Mortgage Loan and (iii) based on its examination and only as to the foregoing, the information set forth in the Mortgage Loan Schedules that corresponds to items (1), (2) and (10) of the Mortgage Loan Schedules accurately reflects information set forth in the Mortgage File. It is herein acknowledged that, in conducting such review, the Trustee is under no duty or obligation to inspect, review or examine any such documents, instruments, certificates or other papers to determine that they are genuine, enforceable, or appropriate for the represented purpose or that they have actually been recorded or that they are other than what they purport to be on their face.
Prior to the first anniversary date of this Agreement the Trustee shall deliver to the Depositor, the Servicer and the NIMS Insurer a final certification in the form annexed hereto as Exhibit F-2 evidencing the completeness of the Mortgage Files, with any applicable exceptions noted thereon.
If in the process of reviewing the Mortgage Files and making or preparing, as the case may be, the certifications referred to above, the Trustee finds any document or documents
constituting a part of a Mortgage File to be missing or defective in any material respect, at the conclusion of its review the Trustee shall so notify the Seller, the Depositor, the NIMS Insurer and the Servicer. In addition, upon the discovery by the Originator, the Seller, the Depositor, the NIMS Insurer, the Trustee or the Servicer (or upon receipt by the Trustee of written notification of such breach) of a breach of any of the representations and warranties made by the Originator in the WMC Sale Agreement or the Seller in the Mortgage Loan Purchase Agreement in respect of any Mortgage Loan which materially adversely affects such Mortgage Loan or the interests of the related Certificateholders in such Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties.
The Depositor and the Trustee intend that the assignment and transfer herein contemplated constitute a sale of the Mortgage Loans and the Related Documents, conveying good title thereto free and clear of any liens and encumbrances, from the Depositor to the Trustee and that such property not be part of the Depositor’s estate or property of the Depositor in the event of any insolvency by the Depositor. In the event that such conveyance is deemed to be, or to be made as security for, a loan, the parties intend that the Depositor shall be deemed to have granted and does hereby grant to the Trustee, on behalf of the Trust, a first priority perfected security interest in all of the Depositor’s right, title and interest in and to the Mortgage Loans and the Related Documents, and that this Agreement shall constitute a security agreement under applicable law.
Section 2.03 Repurchase or Substitution of Mortgage Loans by the Originator or the Seller.
(a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation or warranty under the WMC Sale Agreement or the Mortgage Loan Purchase Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator or the Seller, as the case may be, the Servicer and the NIMS Insurer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such breach within 90 days from the date the Originator or the Seller, as the case may be, was notified of such breach. If the Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such breach in all material respects during such period, the Trustee shall enforce the Originator’s or the Seller’s obligation, as the case may be, under the WMC Sale Agreement or the Mortgage Loan Purchase Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such period (subject to Section 2.03(d)). The Purchase Price for the repurchased Mortgage Loan shall be deposited in the Collection Account, and the Trustee, upon receipt of written notice from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each
case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as the case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as the case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Defective Mortgage Loan) and substitute one or more Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(c).
With respect to the representations and warranties set forth in the WMC Sale Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator’s or the Seller’s knowledge, as applicable, or as to which the Originator or the Seller, as the case may be, has no knowledge, if it is discovered by the Depositor, the Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator’s or the Seller’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty.
It is understood and agreed that the representations and warranties set forth in the WMC Sale Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and the Closing Date and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the WMC Sale Agreement or the Mortgage Loan Purchase Agreement, as applicable, and to pay the Reimbursement Amount constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties contained in the WMC Sale Agreement and the Mortgage Loan Purchase Agreement.
The representations and warranties of the Originator with respect to the Mortgage Loans in the WMC Sale Agreement, which have been assigned to the Trustee hereunder, were made as of June 27, 2005 and July 6, 2005. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the WMC Sale Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement with respect to the Mortgage Loans purchased from the Originator under the WMC Sale Agreement (other than Seller’s representations with respect to predatory and abusive lending laws in Section 3.01(k) and 3.01(s) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee’s right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to such Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the WMC Sale Agreement, without regard to whether the
Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator’s representation with respect to predatory and abusive lending laws in clauses (i), (ddd) or (ooo) of Section 3.02 of the WMC Sale Agreement and (y) the Seller’s representation with respect to predatory and abusive lending laws in Section 3.01(k) or 3.01(s) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller’s obligation to pay such Reimbursement Amount.
In any event, the Reimbursement Amount shall be delivered to the Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.
(b) Within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Servicer of the breach of any representation, warranty or covenant of the Servicer set forth in Section 2.05 which materially and adversely affects the interests of the Certificateholders in any Mortgage Loan, the Servicer shall cure such breach in all material respects.
(c) Any substitution of Eligible Substitute Mortgage Loans for Defective Mortgage Loans made pursuant to Section 2.03(a) must be effected prior to the last Business Day that is within two years after the Closing Date. As to any Defective Mortgage Loan for which the Originator or the Seller substitutes an Eligible Substitute Mortgage Loan or Loans, such substitution shall be effected by the Originator or the Seller, as applicable, delivering to the Trustee for such Eligible Substitute Mortgage Loan or Loans, the Mortgage Note, the Mortgage, the Assignment to the Trustee, and such other documents and agreements, with all necessary endorsements thereon, as are required by Section 2.01, together with an Officers’ Certificate providing that each such Eligible Substitute Mortgage Loan satisfies the definition thereof and specifying the Substitution Adjustment Amount (as described below), if any, in connection with such substitution. The Trustee shall acknowledge receipt for such Eligible Substitute Mortgage Loan or Loans and, within ten Business Days thereafter, shall review such documents as specified in Section 2.02 and deliver to the Servicer and the NIMS Insurer, with respect to such Eligible Substitute Mortgage Loan or Loans, a certification substantially in the form attached hereto as Exhibit F-1, with any applicable exceptions noted thereon. Within one year of the date of substitution, the Trustee shall deliver to the Servicer and the NIMS Insurer a certification substantially in the form of Exhibit F-2 hereto with respect to such Eligible Substitute Mortgage Loan or Loans, with any applicable exceptions noted thereon. Monthly Payments due with respect to Eligible Substitute Mortgage Loans in the month of substitution are not part of the Trust Fund and will be retained by the Originator or the Seller, as applicable. For the month of substitution, distributions to Certificateholders will reflect the collections and recoveries in respect of such Defective Mortgage Loan in the Collection Period or Prepayment Period, as applicable, preceding the date of substitution and the Depositor, the Originator or the Seller, as the case may be, shall thereafter be entitled to retain all amounts subsequently received in respect of such Defective Mortgage Loan. The Depositor shall give or cause to be given written notice to the Certificateholders and the NIMS Insurer that such substitution has taken place, shall amend
the Mortgage Loan Schedule to reflect the removal of such Defective Mortgage Loan from the terms of this Agreement and the substitution of the Eligible Substitute Mortgage Loan or Loans and shall deliver a copy of such amended Mortgage Loan Schedule to the Trustee and the NIMS Insurer. Upon such substitution, such Eligible Substitute Mortgage Loan or Loans shall constitute part of the Mortgage Pool and shall be subject in all respects to the terms of this Agreement and, in the case of a substitution effected by the Originator or the Seller, the WMC Sale Agreement or the Mortgage Loan Purchase Agreement, as the case may be, including, in the case of a substitution effected by the Originator or the Seller, all applicable representations and warranties thereof included in the WMC Sale Agreement and, in the case of a substitution made by the Seller, the Mortgage Loan Purchase Agreement, as of the date of substitution.
For any month in which the Originator or the Seller substitutes one or more Eligible Substitute Mortgage Loans for one or more Defective Mortgage Loans, the Servicer will determine the amount (the “Substitution Adjustment Amount”), if any, by which the aggregate Purchase Price of all such Defective Mortgage Loans exceeds the aggregate, as to each such Eligible Substitute Mortgage Loan, of the Principal Balance thereof as of the date of substitution, together with one month’s interest on such Principal Balance at the applicable Net Mortgage Interest Rate. On the date of such substitution, the Originator or the Seller, as the case may be, will deliver or cause to be delivered to the Servicer for deposit in the Collection Account an amount equal to the Substitution Adjustment Amount, if any, and the Trustee, upon receipt of the related Eligible Substitute Mortgage Loan or Loans and notice by the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File or Files and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as the case may be, shall deliver to it and as shall be necessary to vest therein any Defective Mortgage Loan released pursuant hereto.
In addition, the Originator or the Seller, as applicable, shall obtain at its own expense and deliver to the Trustee and the NIMS Insurer an Opinion of Counsel to the effect that such substitution will not cause (a) any federal tax to be imposed on the Trust Fund, including without limitation, any federal tax imposed on “prohibited transactions” under Section 860F(a)(l) of the Code or on “contributions after the startup date” under Section 860G(d)(l) of the Code, or (b) any REMIC to fail to qualify as a REMIC at any time that any Certificate is outstanding. If such Opinion of Counsel can not be delivered, then such substitution may only be effected at such time as the required Opinion of Counsel can be given.
(d) Upon discovery by the Originator, the Seller, the Servicer, the NIMS Insurer or the Trustee that any Mortgage Loan does not constitute a “qualified mortgage” within the meaning of Section 860G(a)(3) of the Code, the party discovering such fact shall within two Business Days give written notice thereof to the other parties. In connection therewith, the Originator or the Seller, as applicable, shall repurchase or, subject to the limitations set forth in Section 2.03(c), substitute one or more Eligible Substitute Mortgage Loans for the affected Mortgage Loan within 90 days of the earlier of discovery or receipt of such notice with respect to such affected Mortgage Loan. In addition, upon discovery that a Mortgage Loan is defective in a manner that would cause it to be a “defective obligation” within the meaning of Treasury Regulations relating to REMICs, the Originator or the Seller, as the case may be, shall cure the defect or make the required purchase or substitution no later than 90 days after the discovery of
the defect. Any such repurchase or substitution shall be made in the same manner as set forth in Section 2.03(a). The Trustee shall reconvey to the Originator or the Seller, as applicable, the Mortgage Loan to be released pursuant hereto in the same manner, and on the same terms and conditions, as it would a Mortgage Loan repurchased for breach of a representation or warranty.
Section 2.04 |
Conveyance of the Subsequent Mortgage Loans. |
(a) Subject to the conditions set forth in paragraph (b) below in consideration of the Trustee’s delivery on the Subsequent Transfer Dates to or upon the order of the Depositor of all or a portion of the balance of funds in the Pre-Funding Accounts, the Depositor shall on any Subsequent Transfer Date sell, transfer, assign, set over and convey without recourse to the Trust Fund but subject to the other terms and provisions of this Agreement all of the right, title and interest of the Depositor in and to (i) the Subsequent Mortgage Loans identified on the Mortgage Loan Schedule attached to the related Subsequent Transfer Instrument delivered by the Depositor on such Subsequent Transfer Date, (ii) all interest accruing thereon on and after the Subsequent cut-off Date and all collections in respect of interest and principal due after the Subsequent cut-off Date and (iii) all items with respect to such Subsequent Mortgage Loans to be delivered pursuant to Section 2.01 and the other items in the related Mortgage Files; provided, however, that the Depositor reserves and retains all right, title and interest in and to principal received and interest accruing on the Subsequent Mortgage Loans prior to the related Subsequent cut-off Date. The transfer to the Trustee for deposit in the Mortgage Pool by the Depositor of the Subsequent Mortgage Loans identified on the Mortgage Loan Schedule shall be absolute and is intended by the Depositor, the Servicer, the Trustee and the Certificateholders to constitute and to be treated as a sale of the Subsequent Mortgage Loans by the Depositor to the Trust Fund. The related Mortgage File for each Subsequent Mortgage Loan shall be delivered to the Trustee at least three Business Days prior to the related Subsequent Transfer Date.
The purchase price paid by the Trustee from amounts released from the Group 1 Pre-Funding Account or the Group 2 Pre-Funding Account, as applicable, shall be one-hundred percent (100%) of the aggregate Stated Principal Balance of the related Subsequent Mortgage Loans so transferred (as identified on the Mortgage Loan Schedule provided by the Depositor). This Agreement shall constitute a fixed-price purchase contract in accordance with Section 860G(a)(3)(A)(ii) of the Code.
(b) The Depositor shall transfer to the Trustee for deposit in the Mortgage Pool the Subsequent Mortgage Loans and the other property and rights related thereto as described in paragraph (a) above, and the Trustee shall release funds from the Group 1 Pre-Funding Account or the Group 2 Pre-Funding Account, as applicable, only upon the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Depositor shall have provided the Trustee, the NIMS Insurer and the Rating Agencies with a timely Addition notice and shall have provided any information reasonably requested by the Trustee with respect to the Subsequent Mortgage Loans;
(ii) the Depositor shall have delivered to the Trustee and the NIMS Insurer a duly executed Subsequent Transfer Instrument, which shall include a Mortgage Loan
Schedule listing the Subsequent Mortgage Loans, and the Depositor, shall have delivered a computer file containing such Mortgage Loan Schedule to the Trustee at least three Business Days prior to the related Subsequent Transfer Date;
(iii) as of each Subsequent Transfer Date, as evidenced by delivery of the Subsequent Transfer Instrument, substantially in the form of Exhibit R the Depositor shall not be insolvent nor shall it have been rendered insolvent by such transfer nor shall it be aware of any pending insolvency;
(iv) such sale and transfer shall not result in a material adverse tax consequence to the Trust Fund or the Certificateholders;
(v) |
the Funding Period shall not have terminated; |
(vi) the Depositor shall not have selected the Subsequent Mortgage Loans in a manner that it believed to be adverse to the interests of the Certificateholders;
(vii) the Depositor shall have delivered to the Trustee and the NIMS Insurer a Subsequent Transfer Instrument confirming the satisfaction of the conditions precedent specified in this Section 2.04 and, pursuant to the Subsequent Transfer Instrument, assigned to the Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, in, to and under the Subsequent Mortgage Loan Purchase Agreement, to the extent of the Subsequent Mortgage Loans;
(viii) with respect to the last Subsequent Transfer Date, the Depositor shall have delivered to the Trustee and the NIMS Insurer a letter from an Independent accountant (with copies provided to each Rating Agency) stating that the characteristics of the Subsequent Mortgage Loans conform to the characteristics set forth in clauses (i) through (xii) of paragraph (c) below and to the characteristics set forth in paragraph (d) below;
(ix) the Depositor shall have delivered to the Trustee, the Underwriters and the NIMS Insurer an Opinion of Counsel addressed to the Trustee and the Rating Agencies with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the Opinion of Counsel delivered to the Trustee on the Closing Date regarding the true sale of the Subsequent Mortgage Loans;
(x) the Depositor shall have delivered to the Trustee, the Underwriters and the NIMS Insurer an Opinion of Counsel addressed to the Trustee and the Rating Agencies with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the Opinion of Counsel delivered to the Trustee on the Closing Date regarding each REMIC in the Trust Fund is and shall continue to qualify as a REMIC following the transfer of the Subsequent Mortgage Loans;
(xi) the Depositor shall have received the consent of the NIMS Insurer, if any, to the transfer of such Subsequent Mortgage Loans.
(c) The obligation of the Trust Fund to purchase a Subsequent Mortgage Loan on any Subsequent Transfer Date is subject to the satisfaction of the conditions set forth in the immediately following paragraph and the accuracy of the following representations and warranties with respect to each such Subsequent Mortgage Loan determined as of the applicable Subsequent cut-off Date: (i) such Subsequent Mortgage Loan may not be 30 or more days delinquent as of the last day of the month preceding the Subsequent cut-off Date; (ii) the original term to stated maturity of such Subsequent Mortgage Loan will not be less than 120 months and will not exceed 360 months; (iii) the Subsequent Mortgage Loan may not provide for negative amortization; (iv) such Subsequent Mortgage Loan will not have a Loan-to-Value Ratio greater than 100.00%; (v) such Subsequent Mortgage Loans will have, as of the Subsequent cut-off Date, a weighted average term since origination not in excess of 360 months; (vi) such Subsequent Mortgage Loan, if a Fixed Rate Mortgage Loan, shall have a Mortgage Rate that is not less than 4.800% per annum or greater than 12.600% per annum; (vii) such Subsequent Mortgage Loan shall have been serviced by the Servicer since origination, the date of purchase or the date of acquisition of the servicing (viii) each of the Subsequent Mortgage Loans will have a first payment date occurring on or before August 1, 2005 and will include 30 days’ interest thereon; (ix) if the Subsequent Mortgage Loan is an Adjustable Rate Mortgage Loan, the Subsequent Mortgage Loan will have a Gross Margin not less than 4.000% per annum; (x) if the Subsequent Mortgage Loan is an Adjustable Rate Mortgage Loan, the Subsequent Mortgage Loan will have a Maximum Mortgage Rate not less than 11.000% per annum; (xi) if the Subsequent Mortgage Loan is an Adjustable Rate Mortgage Loan, the Subsequent Mortgage Loan will have a Minimum Mortgage Rate not less than 4.000% per annum, and (xii) such Subsequent Mortgage Loan shall have been underwritten in accordance with the criteria set forth under “The Originator—Underwriting Guidelines” in the Prospectus Supplement.
(d) Following the purchase of any Subsequent Group 1 Mortgage Loan by the Trust, the Group 1 Mortgage Loans (including such Subsequent Group 1 Mortgage Loans) will: (i) have a weighted average original term to stated maturity of not more than 360 months; (ii) have a Mortgage Rate of not less than 6.000% per annum and not more than 12.500% per annum; (iii) have a Loan-to-Value Ratio of not more than 100.00%; (iv) have no Mortgage Loan with an original principal balance which does not conform to Xxxxxx Xxx and Xxxxxxx Mac principal balance guidelines; (v) will have a FICO score of not less than 500. In addition, the Adjustable Rate Group 1 Mortgage Loans will have a Gross Margin not less than 6.000% per annum. For purposes of the calculations described in this paragraph, percentages of the Group 1 Mortgage Loans will be based on the Stated Principal Balance of the Initial group 1 mortgage loans as of the Cut-off Date and the Stated Principal Balance of the Subsequent Group 1 Mortgage Loans as of the related Subsequent cut-off Date.
Following the purchase of any Subsequent Group 2 Mortgage Loan by the Trust, the Group 2 Mortgage Loans (including such Subsequent Group 2 Mortgage Loans) will: (i) have a weighted average original term to stated maturity of not more than 360 months; (ii) have a Mortgage Rate of not less than 5.000% per annum and not more than 13.000% per annum; (iii) have a Loan-to-Value Ratio of not more than 100.00%; (iv) have no Mortgage Loan with a principal balance in excess of $999,999; (v) will have a FICO score of not less than 500. In addition, the Adjustable Rate Group 2 Mortgage Loans will have a Gross Margin not less than 4.000% per annum. For purposes of the calculations described in this paragraph, percentages of
the Group 2 Mortgage Loans will be based on the Stated Principal Balance of the Initial Group 2 Mortgage Loans as of the Cut-off Date and the Stated Principal Balance of the Subsequent Group 2 Mortgage Loans as of the related Subsequent cut-off Date.
(e) Notwithstanding the foregoing, any Subsequent Mortgage Loan may be rejected by (i) the NIMS Insurer or (ii) any Rating Agency if the inclusion of any such Subsequent Mortgage Loan would adversely affect the ratings of any Class of Certificates. At least one Business Day prior to the Subsequent Transfer Date, each Rating Agency shall notify the Trustee as to which Subsequent Mortgage Loans, if any, shall not be included in the transfer on the Subsequent Transfer Date; provided, however, that the Depositor shall have delivered to each Rating Agency at least three Business Days prior to such Subsequent Transfer Date a computer file acceptable to each Rating Agency describing the characteristics specified in paragraphs (c) and (d) above.
Section 2.05 |
Representations, Warranties and Covenants of the Servicer. |
The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor and the NIMS Insurer that as of the Closing Date or as of such date specifically provided herein:
(i) The Servicer is a corporation duly organized, validly existing and in good standing under the laws of the State of New Jersey and has all licenses necessary to carry on its business as now being conducted, except for such licenses, certificates and permits the absence of which, individually or in the aggregate, would not have a material adverse effect on the ability of the Servicer to conduct its business as it is presently conducted, and is licensed, qualified and in good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer or to ensure the enforceability or validity of each Mortgage Loan; the Servicer has the power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized; and all requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms;
(ii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the articles of incorporation or by-laws of the Servicer or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject;
(iii) The Servicer is an approved seller/servicer of conventional residential mortgage loans for Xxxxxx Xxx or Xxxxxxx Mac, with the facilities, procedures, and experienced personnel necessary for the sound servicing of mortgage loans of the same type as the Mortgage Loans. The Servicer is a HUD approved mortgagee pursuant to Section 203 of the National Housing Act and is in good standing to sell mortgage loans to and service mortgage loans for Xxxxxx Mae or Xxxxxxx Mac, and no event has occurred, including but not limited to a change in insurance coverage, which would make the Servicer unable to comply with Xxxxxx Mae or Xxxxxxx Mac eligibility requirements or which would require notification to either Xxxxxx Mae or Xxxxxxx Mac;
(iv) This Agreement, and all documents and instruments contemplated hereby which are executed and delivered by the Servicer, constitute and will constitute valid, legal and binding obligations of the Servicer, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally (whether considered in a proceeding at law or in equity);
(v) The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement;
(vi) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Servicer that, either individually or in the aggregate, may result in any material adverse change in the business, operations, financial condition, properties or assets of the Servicer, or in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or in any material liability on the part of the Servicer, or that would draw into question the validity or enforceability of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or that would be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement;
(vii) No consent, approval or order of any court or governmental agency or body is required for the execution, delivery and performance by the Servicer of or compliance by the Servicer with this Agreement or the consummation of the transactions contemplated by this Agreement, except for such consents, approvals, authorizations and orders, if any, that have been obtained; and
(viii) No information in this Agreement provided by the Servicer nor any information, certificate of an officer, statement furnished in writing or report delivered to the Trustee by the Servicer in connection with the transactions contemplated hereby contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading.
(ix) The Servicer has fully furnished, and shall continue to fully furnish for so long as it is servicing the Mortgage Loans hereunder, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information on the
Mortgagor credit files to Equifax, Experian and Trans Union Credit Information Company on a monthly basis.
It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Trustee, the Depositor, the NIMS Insurer and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the NIMS Insurer or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan, Prepayment Charge or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the other parties hereto.
Section 2.06 |
Representations and Warranties of the Depositor. |
The Depositor represents and warrants to the Trust and the Trustee on behalf of the Certificateholders and to the Servicer and the NIMS Insurer as follows:
(i) This agreement constitutes a legal, valid and binding obligation of the Depositor, enforceable against the Depositor in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect affecting the enforcement of creditors’ rights in general and except as such enforceability may be limited by general principles of equity (whether considered in a proceeding at law or in equity);
(ii) Immediately prior to the sale and assignment by the Depositor to the Trustee on behalf of the Trust of each Mortgage Loan, the Depositor had good and marketable title to each Mortgage Loan (insofar as such title was conveyed to it by the Seller) subject to no prior lien, claim, participation interest, mortgage, security interest, pledge, charge or other encumbrance or other interest of any nature;
(iii) As of the Closing Date, the Depositor has transferred all right, title interest in the Mortgage Loans to the Trustee on behalf of the Trust;
(iv) The Depositor has not transferred the Mortgage Loans to the Trustee on behalf of the Trust with any intent to hinder, delay or defraud any of its creditors;
(v) The Depositor has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware, with full corporate power and authority to own its assets and conduct its business as presently being conducted;
(vi) The Depositor is not in violation of its certificate of incorporation or by-laws or in default in the performance or observance of any material obligation, agreement, covenant or condition contained in any contract, indenture, mortgage, loan agreement, note, lease or other instrument to which the Depositor is a party or by which it or its properties may be bound, which default might result in any material adverse changes in the financial condition, earnings, affairs or business of the Depositor or which might materially and adversely affect the properties or assets, taken as a whole, of the Depositor;
(vii) The execution, delivery and performance of this Agreement by the Depositor, and the consummation of the transactions contemplated thereby, do not and will not result in a material breach or violation of any of the terms or provisions of, or, to the knowledge of the Depositor, constitute a default under, any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Depositor is a party or by which the Depositor is bound or to which any of the property or assets of the Depositor is subject, nor will such actions result in any violation of the provisions of the certificate of incorporation or by-laws of the Depositor or, to the best of the Depositor’s knowledge without independent investigation, any statute or any order, rule or regulation of any court or governmental agency or body having jurisdiction over the Depositor or any of its properties or assets (except for such conflicts, breaches, violations and defaults as would not have a material adverse effect on the ability of the Depositor to perform its obligations under this Agreement);
(viii) To the best of the Depositor’s knowledge without any independent investigation, no consent, approval, authorization, order, registration or qualification of or with any court or governmental agency or body of the United States or any other jurisdiction is required for the issuance of the Certificates, or the consummation by the Depositor of the other transactions contemplated by this Agreement, except such consents, approvals, authorizations, registrations or qualifications as (a) may be required under State securities or Blue Sky laws, (b) have been previously obtained or (c) the failure of which to obtain would not have a material adverse effect on the performance by the Depositor of its obligations under, or the validity or enforceability of, this Agreement; and
(ix) There are no actions, proceedings or investigations pending before or, to the Depositor’s knowledge, threatened by any court, administrative agency or other tribunal to which the Depositor is a party or of which any of its properties is the subject: (a) which if determined adversely to the Depositor would have a material adverse effect on the business, results of operations or financial condition of the Depositor; (b) asserting the invalidity of this Agreement or the Certificates; (c) seeking to prevent the issuance of the Certificates or the consummation by the Depositor of any of the transactions contemplated by this Agreement, as the case may be; (d) which might materially and adversely affect the performance by the Depositor of its obligations under, or the validity or enforceability of, this Agreement.
Section 2.07 Issuance of Certificates and the Uncertificated Regular Interests.
The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery to it of the Mortgage Files, subject to the provisions of Sections 2.01 and 2.02, and the Trustee acknowledges the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such assignment and delivery and in exchange therefor, the Trustee, pursuant to the Written Order to Authenticate executed by an officer of the Depositor, has executed, and the Certificate Registrar has authenticated and delivered to or upon the order of the Depositor, the Certificates (other than the Class CE, Class P and Residual Certificates) in minimum dollar denominations or $25,000 and integral dollar
multiples of $1 in excess; provided, however that the Offered Certificates must be purchased in minimum total investments of $100,000 per class. The Class CE and Class P Certificates are issuable only in minimum Percentage Interests of 10%. Each Residual Certificate is issuable only as a single certificate. The Trustee acknowledges the issuance of the uncertificated REMIC 1 Regular Interests and declares that it hold such regular interests as assets of REMIC 2. The Trustee acknowledges the issuance of the uncertificated REMIC 2 Regular Interests and declares that it hold such regular interests as assets of REMIC 3. The Trustee acknowledges the issuance of the uncertificated REMIC 3 Regular Interests and declares that it hold such regular interests as assets of REMIC 4. The Trustee acknowledges the issuance of the Class CE Certificates and declares that it hold such regular interests as assets of REMIC 5. The Trustee acknowledges the issuance of the Class P Interest and declares that it hold such regular interests as assets of REMIC 6. The Trustee acknowledges the issuance of the Class IO Interest and declares that it hold such regular interests as assets of REMIC 7. The Trustee acknowledges the obligation of the Class CE Certificates to pay Cap Carryover Amounts to the holders of the Floating Rate Certificates.
ARTICLE III
ADMINISTRATION AND SERVICING
OF THE TRUST FUND
Section 3.01 |
Servicer to Act as Servicer. |
The Servicer, as independent contract servicer, shall service and administer the Mortgage Loans in accordance with this Agreement and the normal and usual standards of practice of prudent mortgage servicers servicing similar mortgage loans and, to the extent consistent with such terms, in the same manner in which it services and administers similar mortgage loans for its own portfolio, and shall have full power and authority, acting alone, to do or cause to be done any and all things in connection with such servicing and administration which the Servicer may deem necessary or desirable and consistent with the terms of this Agreement (the “Servicing Standard”).
Consistent with the terms of this Agreement, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Certificateholders; provided, however, that the Servicer shall not make future advances and, except as set forth in the following sentence or Section 3.03, the Servicer shall not permit any modification with respect to any Mortgage Loan that would (i) change the Mortgage Interest Rate, defer or forgive the payment thereof of any principal or interest payments, reduce the outstanding principal amount (except for actual payments of principal) or extend the final maturity date with respect to such Mortgage Loan, (ii) affect adversely the status of any REMIC constituting part of the Trust Fund as a REMIC or (iii) cause any such REMIC to be subject to a tax on “prohibited transactions” or “contributions” pursuant to the REMIC Provisions. In the event that the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the Servicer, reasonably foreseeable, the Servicer may permit a modification of such Mortgage Loan to reduce the Principal Balance thereof and/or extend the term, but not beyond the latest maturity date of any other Mortgage Loan. Notwithstanding the foregoing, the Servicer shall not permit any modification with respect to any Mortgage Loan that would both (x) effect an exchange or reissuance of such Mortgage Loan under Section 1.860G-2(b) of the Treasury Regulations and (y) cause any REMIC constituting part of the Trust Fund to fail to qualify as a REMIC under the Code or the imposition of any tax on “prohibited transactions” or “contributions” after the Startup Day under the REMIC Provisions. The NIMS Insurer’s prior written consent shall be required for any modification, waiver or amendment if the aggregate number of outstanding Mortgage Loans which have been modified, waived or amended exceeds 5% of the number of Mortgage Loans as of the Cut-off Date. Without limiting the generality of the foregoing, the Servicer shall continue, and is hereby authorized and empowered to execute and deliver on behalf of itself, and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Mortgage Loans and with respect to the
Mortgaged Property. The Servicer shall make all required Servicing Advances and shall service and administer the Mortgage Loans in accordance with Applicable Regulations, and shall provide to the Mortgagor any reports required to be provided to them thereby. The Trustee shall execute and deliver to the Servicer within at least fifteen (15) Business Day of receipt, upon request, any powers of attorney furnished to it by the Servicer empowering the Servicer to execute and deliver instruments of satisfaction or cancellation, or of partial or full release or discharge, and to foreclose upon or otherwise liquidate any Mortgaged Property, and to appeal, prosecute or defend in any court action relating to the Mortgage Loans or the Mortgaged Properties, in accordance with this Agreement, and the Trustee shall execute and deliver such other documents as the Servicer may request, necessary or appropriate to enable the Servicer to service and administer the Mortgage Loans and carry out its duties hereunder, in each case in accordance with Servicing Standard (and the Trustee shall have no liability for misuse of any such powers of attorney by the Servicer). Notwithstanding anything contained herein to the contrary, the Servicer shall not without the Trustee’s written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity or (ii) take any action with the intent to cause, and which results in, the Trustee being registered to do business in any state.
In servicing and administering the Mortgage Loans, the Servicer shall employ procedures including collection procedures and exercise the same care that it customarily employs and exercises in servicing and administering mortgage loans for its own account giving due consideration to accepted mortgage servicing practices of prudent lending institutions and the Certificateholders’ reliance on the Servicer.
The Servicer shall give prompt notice to the Trustee of any action, of which the Servicer has actual knowledge, to (i) assert a claim against the Trust Fund or (ii) assert jurisdiction over the Trust Fund.
Notwithstanding anything in this Agreement to the contrary, in the event of a voluntary Principal Prepayment in full of a Mortgage Loan, the Servicer may not waive any Prepayment Charge or portion thereof required by the terms of the related Mortgage Note unless (i)(a) the Servicer determines that such waiver is standard and customary in servicing similar mortgage loans, (b) such waiver relates to a default or a reasonably foreseeable default and (c) would, in the reasonable judgment of the Servicer, maximize recovery of Liquidation Proceeds for such Mortgage Loan, taking into account the value of such Prepayment Charge, or (ii) the enforceability thereof is limited (1) by bankruptcy, insolvency, moratorium, receivership, or other similar law relating to creditors’ rights generally or (2) due to acceleration in connection with a foreclosure or other involuntary payment, (iii) the collection of such Prepayment Charge would be in violation of applicable law or the terms of the related Mortgage Note or (iv) the collection of such Prepayment Charge would be considered “predatory” pursuant to written guidance published or issued by any applicable federal, state or local regulatory authority acting in its official capacity and having jurisdiction over such matters.
If a Prepayment Charge is waived as permitted by meeting the standard described in clauses (iii) or (iv) above, then the Servicer shall use commercially reasonable efforts to determine whether the Originator is obligated to pay an Originator Prepayment Charge Payment
Amount based on whether the representations and warranties of the Originator as set forth on Exhibit Q hereto are breached and such breach materially and adversely affects the interests of the Certificateholders and, if the Servicer determines that the Originator Prepayment Charge Payment Amount is due, the Servicer shall promptly notify the Originator, and the Servicer shall enforce the Originator’s obligations to pay in a timely manner any Originator Prepayment Charge Payment Amounts and, to the extent that such amounts are received by the Servicer, shall cause such amounts to be deposited into the Collection Account within one Business Day of receipt. To the extent the Originator fails to remit the Originator Prepayment Charge Amount, the Servicer shall notify the Depositor and the Trustee of such failure.
If the Servicer has waived or does not collect all or a portion of a Prepayment Charge relating to a voluntary Principal Prepayment due to any action or omission of the Servicer, other than as provided in the two paragraphs above, the Servicer shall, on the date on which the Principal Prepayment is remitted to the Trustee, deliver to the Trustee the Servicer Prepayment Charge Amount with respect to such Mortgage Loan for distribution in accordance with the terms of this Agreement.
Section 3.02 |
Collection of Mortgage Loan Payments. |
Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in full or as long as the Mortgage Loan remains subject to this Agreement, the Servicer will diligently collect all payments due under each Mortgage Loan when the same shall become due and payable and shall, to the extent such procedures shall be consistent with this Agreement and Applicable Regulations, follow such collection procedures as it follows with respect to mortgage loans comparable to the Mortgage Loans and held for its own account. Further, the Servicer will take special care in ascertaining and estimating on escrowed Mortgage Loans annual ground rents, taxes, assessments, water rates, fire and hazard insurance premiums, mortgage insurance premiums, and all other charges that, as provided in the Mortgage, will become due and payable to that end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.
Section 3.03 |
Realization Upon Defaulted Mortgage Loans. |
In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Servicer shall take such action as it shall deem to be in the best interest of the Certificateholders. With respect to any defaulted Mortgage Loan, the Servicer shall have the right to review the status of the related forbearance plan and, subject to the second paragraph of Section 3.01, may modify such forbearance plan; including extending the Mortgage Loan repayment date for a period of one year or reducing the Mortgage Interest Rate up to 50 basis points.
In connection with a foreclosure or other conversion, the Servicer shall exercise such rights and powers vested in it hereunder and use the same degree of care and skill in its exercise as prudent mortgage servicers would exercise or use under the circumstances in the
conduct of their own affairs and consistent with Applicable Regulations and the Servicing Standard, including, without limitation, advancing funds for the payment of taxes and insurance premiums.
Notwithstanding the foregoing provisions of this Section 3.03, with respect to any Mortgage Loan as to which the Servicer has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property, the Servicer shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action with respect to, such Mortgaged Property if, as a result of any such action, the Trust would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Servicer has received the prior written consent of the NIMS Insurer and has received a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that:
A. such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Certificateholders to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and
B. there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Certificateholders to take such actions with respect to the affected Mortgaged Property.
The cost of the environmental audit report contemplated by this Section 3.03 shall be advanced by the Servicer, subject to the Servicer’s right to be reimbursed therefor from the Collection Account as provided in Section 3.05(iv).
If the Servicer determines, as described above, that it is in the best economic interest of the Certificateholders to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the containment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Servicer shall take such action as it deems to be in the best economic interest of the Certificateholders. The cost of any such compliance, containment, clean-up or remediation shall be advanced by the Servicer, subject to the Servicer’s right to be reimbursed therefor from the Collection Account as provided in Section 3.05.
Section 3.04 Collection Account, Distribution Account and Cap Carryover Reserve Account.
(a) The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Collection Accounts. Each Collection Account shall be an Eligible Account.
The Servicer shall deposit or cause to be deposited on a daily basis and in no event more than one Business Day after receipt thereof in the clearing account (which must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities, and shall thereafter deposit in the Collection Account, in no event more than one Business Day after deposit of such funds in the clearing account, and retain therein, the following payments and collections received or made by it after the Cut-off Date with respect to the Initial Mortgage Loans or Subsequent Cut-off Date with respect to the Subsequent Mortgage Loans (other than in respect of principal and interest due on or before the Cut-off Date):
(i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;
(ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Interest Rate less the Servicing Fee Rate and any Prepayment Interest Excess;
(iii) |
all Liquidation Proceeds and any Subsequent Recoveries; |
(iv) all Insurance Proceeds including amounts required to be deposited pursuant to Section 3.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with the Servicer’s normal servicing procedures, the loan documents or applicable law;
(v) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with the Servicer’s normal servicing procedures, the loan documents or applicable law;
(vi) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Section 3.13;
(vii) all Prepayment Charges collected by the Servicer in connection with the voluntary Principal Prepayment in full of any Mortgage Loan, all Originator Prepayment Charge Payment Amounts paid by the Originator and all Servicer Prepayment Charge Payment Amounts required to be paid by the Servicer pursuant to Section 3.01 in connection with any such Principal Prepayment; and
(viii) all amounts required to be deposited by the Servicer pursuant to Section 2.03.
Any interest paid on funds deposited in the Collection Account, subject to Section 3.25, shall accrue to the benefit of the Servicer and the Servicer shall be entitled to retain and withdraw such interest from the Collection Account pursuant to Section 3.05(vi). The foregoing requirements for deposit into the Collection Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges, bad check fees, prepayment charges that are not Prepayment Charges, Originator Prepayment Charge Payment Amounts or Servicer Prepayment Charge Payment Amounts, assumption fees and other similar fees need not be deposited by the Servicer in the Collection Account. Amounts deposited in the Collection Account in error may be withdrawn by the Servicer at any time.
(b) On behalf of the Trust Fund, the Trustee shall establish and maintain one or more accounts (such account or accounts, the “Distribution Account”), held in trust for the benefit of the Certificateholders. On behalf of the Trust Fund, the Servicer shall deliver to the Trustee in immediately available funds for deposit in the Distribution Account by 1:00 p.m. New York time on the Servicer Remittance Date, (i) that portion of the Available Funds (calculated without regard to the references in the definition thereof to amounts that may be deposited to the Distribution Account from a different source as provided herein) then on deposit in the Collection Account, (ii) the amount of all Prepayment Charges collected by the Servicer in connection with the voluntary Principal Prepayment in full of any of the Mortgage Loans then on deposit in the Collection Account (other than any such Prepayment Charges received after the related Prepayment Period) and (iii) any Originator Prepayment Charge Payment Amount or any Servicer Prepayment Charge Payment Amount (other than any such amounts paid after the related Prepayment Period). Amounts in the Distribution Account shall be deemed to be held on behalf of the related REMICs and the Grantor Trust in accordance with the REMIC distributions set forth in Section 4.08. The Trustee shall be entitled to withdraw from the Distribution Account any amounts owing to it pursuant to Section 8.05 and Section 9.01(c) prior to the distribution of any amounts on deposit to the Certificateholders; provided, however, the Trustee shall provide the Depositor, the NIMS Insurer and the Servicer with a written account of such amounts five Business Days prior to withdrawing such funds. In connection with any failure by the Servicer to make any remittance required to be made by the Servicer to the Trustee for deposit in the Distribution Account on the day and by the time such remittance is required to be made under the terms of this Section 3.04(b) (without giving effect to any grace or cure period), the Servicer shall pay to the Trustee for the account of the Trustee interest at the prime rate of United States money center commercial banks as published in The Wall Street Journal on any amount not timely remitted from and including the day such remittance was required to be made to, but not including, the day on which such remittance was actually made.
(c) Funds in the Collection Account and the Distribution Account may be invested in Eligible Investments in accordance with the provisions set forth in Section 3.25. The Servicer shall give notice to the Trustee and the NIMS Insurer of the location of the Collection Account maintained by it when established and prior to any change thereof. The Trustee shall give notice to the Servicer, the NIMS Insurer and the Depositor of the location of the Distribution Account when established and prior to any change thereof.
(d) In the event the Servicer shall deliver to the Trustee for deposit in the Distribution Account any amount not required to be deposited therein, it may at any time request that the Trustee withdraw such amount from the Distribution Account and remit to the Servicer any such amount, any provision herein to the contrary notwithstanding. In addition, the Servicer shall deliver to the Trustee from time to time for deposit, and the Trustee shall so deposit, in the Distribution Account in respect of REMIC 1:
(i) |
any Advances, as required pursuant to Section 4.07; |
(ii) any Stayed Funds, as soon as permitted by the federal bankruptcy court having jurisdiction in such matters;
(iii) any amounts required to be delivered by the Servicer to the Trustee for deposit in the Distribution Account pursuant to Sections 2.03, 3.04, 3.13, 3.15, 3.16, 3.23, 3.24, 4.07 or 10.01; and
(iv) any amounts required to be deposited by the Servicer pursuant to Section 3.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit being made from the Servicer’s own funds, without reimbursement therefor.
(e) Promptly upon receipt of any Stayed Funds, whether from the Servicer, a trustee in bankruptcy, or federal bankruptcy court or other source, the Trustee shall notify the Servicer of such receipt and deposit such funds in the Distribution Account, subject to withdrawal thereof as permitted hereunder. In addition, the Trustee shall deposit in the Distribution Account any amounts required to be deposited pursuant to Section 3.25(b) in connection with losses realized on Eligible Investments with respect to funds held in the Distribution Account.
(f) Any Prepayment Charges, Originator Prepayment Charge Payment Amounts and Servicer Prepayment Charge Payment Amounts deposited pursuant to Section 3.04(a)(vii) shall not be assets of any REMIC created hereunder, but shall be considered assets of the Grantor Trust held by the Trustee for the benefit of the Class P Certificateholders.
(g) No later than the Closing Date, the Trustee shall establish and maintain with itself a separate, segregated trust account titled, “Cap Carryover Reserve Account, Xxxxx Fargo Bank, N.A., as Trustee, in trust for registered Holders of ABFC 2005-WMC1 Trust, ABFC Asset-Backed Certificates, Series 2005-WMC1.”
On each Distribution Date as to which there is a Cap Carryover Amount payable to the Floating Rate Certificates, the Trustee has been directed by the Class CE Certificateholders to, and therefore will, deposit into the Cap Carryover Reserve Account the amounts described in Section 4.02(b)(xix), rather than distributing such amounts to the Class CE Certificateholders. On each such Distribution Date, the Trustee shall hold all such amounts for the benefit of the Holders of the Floating Rate Certificates, and will distribute such amounts to the Holders of the Floating Rate Certificates in the amounts and priorities set forth in Sections 4.01 and 4.02.
For federal and state income tax purposes, the Class CE Certificateholders will be deemed to be the owners of the Cap Carryover Reserve Account and all amounts deposited into the Cap Carryover Reserve Account shall be treated as amounts distributed by REMIC 4 to the Holder of the Class CE Interest and by REMIC 5 to the Holders of the Class CE Certificates. Upon the termination of the Trust Fund, or the payment in full of the Floating Rate Certificates, all amounts remaining on deposit in the Cap Carryover Reserve Account will be released by the Trust Fund and distributed to the Class CE Certificateholders or their designees. The Cap Carryover Reserve Account will be part of the Trust Fund but not part of any REMIC and any payments to the Holders of the Floating Rate Certificates of Cap Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1).
By accepting a Class CE Certificate, each Class CE Certificateholder hereby agrees to direct the Trustee, and the Trustee hereby is directed, to deposit into the Cap Carryover Reserve Account the amounts described above on each Distribution Date as to which there is any Cap Carryover Amount rather than distributing such amounts to the Class CE Certificateholders. By accepting a Class CE Certificate, each Class CE Certificateholder further agrees that such direction is given for good and valuable consideration, the receipt and sufficiency of which is acknowledged by such acceptance. Amounts held in the Cap Carryover Reserve Account shall be held uninvested.
For federal tax return and information reporting, the value of the right of the Holders of the Floating Rate Certificates to receive payments from the Cap Carryover Reserve Account in respect of any Cap Carryover Amount shall be de minimis.
Section 3.05 |
Permitted Withdrawals From the Collection Account. |
The Servicer may, from time to time, withdraw from the Collection Account for the following purposes:
(i) to remit to the Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.04(b) or permitted to be so remitted pursuant to the first sentence of Section 3.04(d);
(ii) to reimburse itself for (a) any unreimbursed Advances to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such Advances were made in accordance with the provisions of Section 4.07; (b) any unreimbursed Advances with respect to the final liquidation of a Mortgage Loan that are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer for such unreimbursed Advances; or (c) subject to Section 4.07(b), any unreimbursed Advances to the extent of funds held in the Collection Account for future distribution that were not included in Available Funds for the preceding Distribution Date;
(iii) to reimburse itself for (a) any unpaid Servicing Fees, (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds, Insurance Proceeds and condemnation proceeds received with respect to such Mortgage Loan, and (c) any Servicing Advances with respect to the final liquidation of a Mortgage Loan that are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer for Servicing Advances;
(iv) to reimburse itself for any amounts paid or expenses incurred pursuant to Section 3.03 (and not otherwise previously reimbursed);
(v) |
to reimburse itself for any Nonrecoverable Advances; |
(vi) to pay to itself as servicing compensation (a) any interest earned on funds in the Collection Account (all such interest to be withdrawn monthly not later than each Servicer Remittance Date), (b) the Servicing Fee from that portion of any payment or recovery as to interest to a particular Mortgage Loan to the extent not retained pursuant to Section 3.04(a)(ii) and (c) any Prepayment Interest Excess to the extent not retained pursuant to Section 3.04(a)(ii);
(vii) to pay or reimburse itself for any amounts payable or paid pursuant to Section 6.03 (and not otherwise previously reimbursed); and
(viii) to clear and terminate the Collection Account upon the termination of this Agreement.
The foregoing requirements for withdrawal from the Collection Account shall be exclusive. In the event the Servicer shall deposit in the Collection Account any amount not required to be deposited therein, it may at any time withdraw such amount from the Collection Account, any provision herein to the contrary notwithstanding.
Section 3.06 Establishment of Escrow Accounts; Deposits in Escrow Accounts.
The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts, in the form of time deposit or demand accounts. A copy of such letter agreement shall be furnished to the Trustee upon request. The Escrow Account shall be an Eligible Account.
The Servicer shall deposit or cause to be deposited on a daily basis and in no event more than one Business Day after receipt thereof in the clearing account (which must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities, and shall thereafter deposit in the Escrow Account or Accounts, in no event more than one Business Day after deposit of such funds in the clearing account, and retain therein, (i) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required
under the terms of this Agreement, and (ii) all Insurance Proceeds which are to be applied to the restoration or repair of any Mortgaged Property. The Servicer shall make withdrawals therefrom only to effect such payments as are required under this Agreement, and for such other purposes as shall be set forth in, or in accordance with, Section 3.07. The Servicer shall be entitled to retain any interest paid on funds deposited in the Escrow Account by the depository institution other than interest on escrowed funds required by law to be paid to the Mortgagor and, to the extent required by the related Mortgage Loan or Applicable Regulations, the Servicer shall pay interest on escrowed funds to the Mortgagor notwithstanding that the Escrow Account is non-interest bearing or that interest paid thereon is insufficient for such purposes.
Section 3.07 |
Permitted Withdrawals From Escrow Account. |
Withdrawals from the Escrow Account may be made by the Servicer (i) to effect timely payments of ground rents, taxes, assessments, water rates, fire, flood and hazard insurance premiums and comparable items in a manner and at a time that assures that the lien priority of the Mortgage is not jeopardized (or, with respect to the payment of taxes, in a manner and at a time that avoids the loss of the Mortgaged Property due to a tax sale or the foreclosure as a result of a tax lien), (ii) to reimburse the Servicer for any Servicing Advance made by the Servicer with respect to a related Mortgage Loan but only from amounts received on the related Mortgage Loan which represent late payments or Late Collections of Escrow Payments thereunder with respect to taxes and assessments and with respect to hazard insurance, (iii) to refund to the Mortgagor any funds as may be determined to be overages, (iv) for transfer to the Collection Account in accordance with the terms of this Agreement, (v) for application to restoration or repair of the Mortgaged Property, (vi) to pay to the Servicer, or to the Mortgagor to the extent required by the related Mortgage Loan or Applicable Regulations, any interest paid on the funds deposited in the Escrow Account, (vii) to clear and terminate the Escrow Account on the termination of this Agreement, or (viii) to transfer to the Collection Account any insurance proceeds. As part of its servicing duties, the Servicer shall pay to the Mortgagor interest on funds in the Escrow Account, to the extent required by the related Mortgage Loan or Applicable Regulations, and to the extent that interest earned on funds in the Escrow Account is insufficient, shall pay such interest from its own funds, without any reimbursement therefor.
In the event the Servicer shall deposit in the Escrow Account any amount not required to be deposited therein, it may at any time withdraw such amount from the Escrow Account, any provision herein to the contrary notwithstanding.
Section 3.08 Payment of Taxes, Insurance and Other Charges; Collections Thereunder.
With respect to each Mortgage Loan that provides for Escrow Payments, the Servicer shall maintain accurate records reflecting the status of ground rents, taxes, assessments, water rates and other charges which are or may become a lien upon the Mortgaged Property and the status of fire, flood and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment of taxes, assessments, hazard insurance premiums, and comparable items in a manner and at a time that assures that the lien priority of the Mortgage is not jeopardized (or, with respect to the
payment of taxes, in a manner and at a time that avoids the loss of the Mortgaged Property due to a tax sale or the foreclosure as a result of a tax lien). To the extent that the Mortgage does not provide for Escrow Payments, the Servicer shall use its best efforts to determine that any such payments are made by the Mortgagor in a manner and at a time that is necessary to avoid the loss of the Mortgaged Property due to a tax sale or foreclosure as a result of a tax lien. If any such payment has not been made and the Servicer receives notice of a tax lien with respect to the Mortgae Loan being imposed, the Servicer will advance or cause to be advanced funds necessary to avoid the lapse of insurance coverage on the Mortgaged Property and to assure that no Mortgaged Property is lost to a tax sale or foreclosure as a result of a tax lien.
Section 3.09 |
Transfer of Accounts. |
The Servicer may transfer the Collection Account and the Escrow Account to a different depository institution from time to time. Upon such transfer, the Servicer shall deliver to the Trustee, the NIMS Insurer and the Depositor, a certification or letter agreement, as the case may be, as required pursuant to Sections 3.04 and 3.06.
Section 3.10 |
Maintenance of Hazard Insurance. |
The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage as is customary in the area where the Mortgaged Property is located in an amount which is at least equal to the lesser of (i) the amount necessary to fully compensate for any damage or loss to the improvements which are a part of such property on a replacement cost basis or (ii) the Principal Balance of the Mortgage Loan, in each case in an amount not less than such amount as is necessary to prevent the Mortgagor and/or the Mortgagee from becoming a co-insurer. If the Mortgaged Property is in an area identified in the Federal Register by the Flood Emergency Management Agency as having special flood hazards and flood insurance has been made available, the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration with a generally acceptable insurance carrier, in an amount representing coverage not less than the least of (i) the Principal Balance of the Mortgage Loan, (ii) the maximum insurable value of the improvements securing such Mortgage Loan or (iii) the maximum amount of insurance which is available under the National Flood Insurance Act of 1968, as amended. The Servicer shall also maintain on the REO Property for the benefit of the Certificateholders, (x) fire and hazard insurance with extended coverage in an amount which is at least equal to the lesser of (i) 100% of the maximum insurable value of the improvements securing the Mortgage Loan and (ii) the outstanding Principal Balance of the Mortgage Loan at the time it became an REO Property, (y) public liability insurance and, (z) to the extent required and available under the National Flood Insurance Act of 1968, as amended, flood insurance in an amount as provided above. Any amounts collected by the Servicer under any such policies other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or REO Property, or released to the Mortgagor in accordance with the Servicer’s normal servicing procedures, shall be deposited in the Collection Account, subject to withdrawal pursuant to Section 3.05. It is understood and agreed that no earthquake or other additional insurance is required to be maintained by the Servicer or the Mortgagor or maintained on property acquired in respect of the Mortgage Loan, other than pursuant to such Applicable
Regulations as shall at any time be in force and as shall require such additional insurance. All such policies shall be endorsed with standard mortgagee clauses with loss payable to the Servicer and shall provide for at least thirty days prior written notice of any cancellation, reduction in the amount of or material change in coverage to the Servicer. The Servicer shall not interfere with the Mortgagor’s freedom of choice in selecting either his insurance carrier or agent, provided, however, that the Servicer shall not accept any such insurance policies from insurance companies unless such companies currently reflect a general policy rating of B:III or better in Best’s Key Rating Guide and are licensed to do business in the state wherein the property subject to the policy is located.
Section 3.11 |
Maintenance of Mortgage Impairment Insurance Policy. |
In the event that the Servicer shall obtain and maintain a blanket policy issued by an insurer that has a general policy rating of B:III or better in Best’s Key Rating Guide insuring against hazard losses on all of the Mortgage Loans, then, to the extent such policy provides coverage in an amount equal to the amount required pursuant to Section 3.10 and otherwise complies with all other requirements of Section 3.10, it shall conclusively be deemed to have satisfied its obligations as set forth in Section 3.10, it being understood and agreed that such policy may contain a deductible clause, in which case the Servicer shall, in the event that there shall not have been maintained on the related Mortgaged Property or REO Property a policy complying with Section 3.10, and there shall have been a loss which would have been covered by such policy, deliver to the Trustee for deposit in the Distribution Account the amount not otherwise payable under the blanket policy because of such deductible clause, which amount shall not be reimbursable to the Servicer from the Trust Fund. In connection with its activities as servicer of the Mortgage Loans, the Servicer agrees to prepare and present, on behalf of the Trustee, claims under any such blanket policy in a timely fashion in accordance with the terms of such policy. Upon request of the Trustee, the Servicer shall cause to be delivered to the Trustee a certified true copy of such policy and a statement from the insurer thereunder that such policy shall in no event be terminated or materially modified without thirty days prior written notice to the Trustee.
Section 3.12 |
Fidelity Bond, Errors and Omissions Insurance. |
The Servicer shall maintain, at its own expense, a blanket fidelity bond (the “Fidelity Bond”) and an errors and omissions insurance policy, with broad coverage with financially responsible companies on all officers, employees or other persons acting in any capacity with regard to the Mortgage Loans to handle funds, money, documents and papers relating to the Mortgage Loans. The Fidelity Bond shall be in the form of the Mortgage Banker’s Blanket Bond. The Fidelity Bond and errors and omissions policy shall protect and insure the Servicer against losses, including forgery, theft, embezzlement, fraud, errors and omissions and negligent acts of such persons. Such Fidelity Bond shall also protect and insure the Servicer against losses in connection with the failure to maintain any insurance policies required pursuant to this Agreement and the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Section 3.12 requiring the Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement. The minimum coverage under any such
bond and insurance policy shall be at least equal to the corresponding amounts required by Xxxxxx Xxx in the Xxxxxx Mae MBS Selling and Servicing Guide or by Xxxxxxx Mac in the Xxxxxxx Mac Servicer’s Guide, unless the Servicer has obtained a waiver of such requirements from Xxxxxx Xxx or Xxxxxxx Mac. Upon request of the Trustee or the NIMS Insurer, the Servicer shall cause to be delivered to the requesting party a certified true copy of the Fidelity Bond and errors and omissions insurance policy and a statement from the Servicer that such Fidelity Bond and errors and omissions insurance policy shall in no event be terminated or materially modified by the Servicer without thirty days’ prior written notice to the Trustee.
Section 3.13 |
Title, Management and Disposition of REO Property. |
(a) In the event that title to a Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken (pursuant to a limited power of attorney to be provided by the Trustee to the Servicer) in the name of the Trustee or its nominee, on behalf of the Certificateholders, or in the event the Trustee is not authorized or permitted to hold title to real property in the state where the REO Property is located, or would be adversely affected under the “doing business” or tax laws of such state by so holding title, the deed or certificate of sale shall be taken in the name of such Person or Persons as shall be consistent with an Opinion of Counsel obtained by the Servicer from an attorney duly licensed to practice law in the state where the REO Property is located. Any Person or Persons holding such title other than the Trustee shall acknowledge in writing that such title is being held as nominee for the benefit of the Trustee.
(b) In the event that the Trust Fund acquires any REO Property as aforesaid or otherwise in connection with a default or imminent default on a Mortgage Loan, the Servicer shall dispose of such REO Property before the end of the third taxable year beginning after the year of its acquisition by the Trust Fund for purposes of Section 860G(a)(8) of the Code unless the Servicer has received a grant of extension from the Internal Revenue Service of the above-mentioned grace period such that the holding by the Trust Fund of such REO Property subsequent to such period will not: (i) result in the imposition of any tax on “prohibited transactions” as defined in Section 860F of the Code; or (ii) cause any REMIC constituting any part of the Trust Fund to fail to qualify as a REMIC at any time that any Certificates (other than the Class P Certificates) are outstanding, in which case the Trust Fund may continue to hold such REO Property.
Subject to compliance with applicable laws and regulations as shall at any time be in force, and 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 REMIC constituting part of the Trust Fund 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.
The Servicer shall manage, conserve, protect and operate each REO Property for the Certificateholders and the Trust Fund solely for the purpose of its prompt disposition and sale in a manner which does not cause such REO Property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code or result in the receipt by the related REMIC of any “income from non-permitted assets” within the meaning of Section 860F(a)(2)(B) of the Code, or any “net income from foreclosure property” which is subject to taxation under the REMIC Provisions. The Servicer shall cause each REO Property to be inspected promptly upon the acquisition of title thereto and shall cause each REO Property to be inspected at least annually thereafter. The Servicer shall make or cause to be made a written or electronic report of each such inspection. Such reports shall be retained in the Mortgage File and copies thereof shall be forwarded by the Servicer to the Trustee upon request. The Servicer shall attempt to sell the same (and may temporarily rent the same) on such terms and conditions as the Servicer deems to be in the best interest of the Certificateholders and the Trust Fund.
With respect to each REO Property, the Servicer shall account separately for each REO Property with respect to all funds collected and received in connection with the operation of such REO Property.
The Servicer shall deposit or cause to be deposited, on a daily basis, within one Business Day of receipt, in the Collection Account, all revenues received with respect to each REO Property and shall withdraw therefrom funds necessary for the proper operation, management and maintenance of the related REO Property, including the cost of maintaining any hazard insurance pursuant to Section 3.10 hereof and the fees of any managing agent acting on behalf of the Servicer and for unreimbursed Servicing Fees, Advances and Servicing Advances related thereto.
The Servicer shall furnish to the Trustee, on each Servicer Remittance Date, an operating statement for each REO Property covering the operation of each REO Property for the previous month. Such operating statement shall be accompanied by such other information as the Trustee shall reasonably request.
The Servicer shall use its best efforts to dispose of the REO Property as promptly as is practically consistent with protecting the Certificateholders’ interests.
Each REO Disposition shall be carried out by the Servicer at such price and upon such terms and conditions as the Servicer deems to be in the best interest of the Certificateholders. If as of the date title to any REO Property was acquired by the Servicer there were outstanding unreimbursed Servicing Advances, Servicing Fees and Advances with respect to the REO Property, the Servicer, upon an REO Disposition of such REO Property, shall be entitled to reimbursement for any related unreimbursed Servicing Advances, Servicing Fees and Advances from proceeds received in connection with such REO Disposition. The proceeds from the REO Disposition, net of any payment to the Servicer as provided above, shall be deposited in the Collection Account for transfer to the Distribution Account on the succeeding Servicer Remittance Date in accordance with Section 3.04(a)(vi).
Any REO Disposition shall be for cash only (unless changes in the REMIC Provisions made subsequent to the Startup Day allow a sale for other consideration and an Opinion of Counsel is obtained by the Servicer to the effect that such sale shall not cause any REMIC constituting part of the Trust Fund to fail to qualify as a REMIC).
Section 3.14 Due-on-Sale Clauses; Assumption and Substitution Agreements.
When a Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Servicer shall, to the extent it has knowledge of such conveyance or prospective conveyance, exercise its rights to accelerate the maturity of the related Mortgage Loan under any “due-on-sale” clause contained in the related Mortgage or Mortgage Note; provided, however, that the Servicer shall not exercise any such right if the “due-on-sale” clause, in the reasonable belief of the Servicer, is not enforceable under applicable law. In such event, the Servicer shall make reasonable efforts to enter into an assumption and modification agreement with the Person to whom such property has been or is about to be conveyed, pursuant to which such Person becomes liable under the Mortgage Note and, unless prohibited by applicable law or the Mortgage, the Mortgagor remains liable thereon. If the foregoing is not permitted under applicable law, the Servicer is authorized to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Note; provided that no such substitution will be permitted unless such person satisfies the underwriting criteria of the Servicer and has a credit score at least equal to that of the original Mortgagor. The Mortgage Loan, as assumed, shall conform in all respects to the requirements, representations and warranties of this Agreement. The Servicer shall not take or enter into any assumption and modification agreement, however, unless (to the extent practicable under the circumstances) it shall have received confirmation, in writing, of the continued effectiveness of any applicable hazard insurance policy. The Servicer shall notify the Trustee that any such assumption or substitution agreement has been completed by forwarding to the Trustee the original copy of such assumption or substitution agreement (indicating the Mortgage File to which it relates) which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. The Servicer shall be responsible for recording any such assumption or substitution agreements. In connection with any such assumption or substitution agreement, the Monthly Payment on the related Mortgage Loan shall not be changed but shall remain as in effect immediately prior to the assumption or substitution, the stated maturity or outstanding principal amount of such Mortgage Loan shall not be changed nor shall any required monthly payments of principal or interest be deferred or forgiven. Any fee collected by the Servicer for consenting to any such conveyance or entering into an assumption or substitution agreement shall be retained by or paid to the Servicer as additional servicing compensation.
Notwithstanding the foregoing paragraph or any other provision of this Agreement, the Servicer shall not be deemed to be in default, breach or any other violation of its obligations hereunder by reason of any assumption of a Mortgage Loan by operation of law or
any assumption which the Servicer may be restricted by law from preventing, for any reason whatsoever.
Section 3.15 |
Notification of Adjustments. |
On each Adjustment Date, the Servicer shall make Mortgage Interest Rate adjustments for each Adjustable-Rate Mortgage Loan in compliance with the requirements of the related Mortgage and Mortgage Note and Applicable Regulations. The Servicer shall execute and deliver the notices required by each Mortgage and Mortgage Note and Applicable Regulations regarding Mortgage Interest Rate adjustments. Upon the discovery by the Servicer or the Trustee that the Servicer has failed to adjust or has incorrectly adjusted a Mortgage Interest Rate or a Monthly Payment pursuant to the terms of the related Mortgage Note and Mortgage, the Servicer shall deliver to the Trustee for deposit in the Distribution Account from its own funds the amount of any interest loss caused thereby without reimbursement therefor; provided, however, the Servicer shall be held harmless with respect to any Mortgage Interest Rate adjustments made by any servicer prior to the Servicer.
Section 3.16 |
Optional Purchases of Mortgage Loans by Servicer. |
The Servicer may, at its option, or at the direction of the NIMS Insurer (which shall be at the expense of the NIMS Insurer), purchase a Mortgage Loan or REO Property which becomes 90 or more days Delinquent or for which the Servicer has accepted a deed in lieu of foreclosure. Prior to purchase pursuant to this Section 3.16, the Servicer shall be required to continue to make Advances pursuant to Section 4.07. The Servicer shall not use any procedure in selecting Mortgage Loans to be purchased which is materially adverse to the interests of the Certificateholders. The Servicer shall purchase such Delinquent Mortgage Loan or REO Property at a price equal to the Purchase Price. The Servicer will not be entitled to any Servicing Fee with respect to any such purchased Mortgage Loan. Any such purchase of a Mortgage Loan or REO Property pursuant to this Section 3.16 shall be accomplished by delivery to the Trustee for deposit in the Distribution Account of the amount of the Purchase Price. The Trustee shall immediately effectuate the conveyance of such delinquent Mortgage Loan or REO Property to the Servicer to the extent necessary, including the prompt delivery of all documentation to the Servicer.
Section 3.17 |
Trustee to Cooperate; Release of Files. |
(a) Upon the payment in full of any Mortgage Loan (including any liquidation of such Mortgage Loan through foreclosure or otherwise, or the receipt by the Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes), the Servicer shall deliver to the Trustee, in written form (with two executed copies) or electronic form, of a completed “Request for Release” in the form of Exhibit E. Upon receipt of such Request for Release of Documents, the Trustee shall promptly release the related Mortgage File within three (3) Business Days via overnight mail delivery (at the expense of the Servicer), in trust, to (i) the Servicer, or (ii) such other party identified in the related Request for Release. The Trustee agrees to indemnify the Servicer, out of its own funds, for any loss, liability or expense (other than special, indirect, punitive or consequential damages which will not be paid by the
Trustee) incurred by the Servicer as a direct result of the negligence or willful misconduct by the Trustee in releasing the Mortgage File as provided above. Upon any such payment in full, or the receipt of such notification that such funds have been placed in escrow, the Trustee hereby authorizes and empowers the Servicer to execute an instrument of satisfaction (or assignment of Mortgage without recourse) regarding the Mortgaged Property relating to such Mortgage, which instrument of satisfaction or assignment shall be delivered to the Person or Persons entitled thereto against receipt therefor of payment in full, it being understood and agreed that no expense incurred in connection with such instrument of satisfaction or assignment, as the case may be, shall be chargeable to the Collection Account. In lieu of executing any such satisfaction or assignment, as the case may be, the Servicer may prepare and submit to the Trustee a satisfaction (or assignment without recourse, if requested by the Person or Persons entitlted thereto) in form for execution by the Trustee with all requiste information completed by the Servicer; in such event, the Trustee shall execute and acknowledge such satisfaction or assignment, as the case may be, and deliver the same with the related Mortgage File as aforesaid.
(b) From time to time and as appropriate in the servicing of any Mortgage Loan, including, without limitation, foreclosure or other comparable conversion of a Mortgage Loan or collection under any insurance policy relating to a Mortgage Loan, the Trustee shall (except in the case of the payment or liquidation pursuant to which the related Mortgage File is released to an escrow agent or an employee, agent or attorney of the Trustee), upon written request of the Servicer and delivery to the Trustee, in written form (with two executed copies) or electronic form, of a “Request for Release” in the form of Exhibit E signed by a Servicing Officer, release the related Mortgage File to the Servicer within three (3) Business Days and shall execute such documents as shall be necessary to the prosecution of any such proceedings, including, without limitation, an assignment without recourse of the related Mortgage to the Servicer. Such receipt shall obligate the Servicer to return the Mortgage File to the Trustee when the need therefor by the Servicer no longer exists unless the Mortgage Loan shall be liquidated, in which case, upon receipt of a Request for Release evidencing such liquidation, the receipt shall be released by the Trustee to the Servicer.
(c) Subject to Section 3.01, the Servicer shall have the right to accept applications of Mortgagors for consent to (i) partial releases of Mortgages, (ii) alterations, (iii) removal, demolition or division of properties subject to Mortgages, (iv) modifications, and (v) second mortgage subordination agreements. No application for approval shall be considered by the Servicer unless: (w) it has received an Opinion of Counsel, addressed to the Trustee (which opinion shall not be an expense of the Trustee or the Trust Fund) that such sale, disposition, substitution, acquisition or contribution will not affect adversely the status of any REMIC constituting part of the Trust Fund as a REMIC or cause any REMIC constituting part of the Trust Fund to be subject to a tax on “prohibited transactions” or “contributions” pursuant to the REMIC Provisions; (x) the provisions of the related Note and Mortgage have been complied with; (y) the Combined Loan-to-Value Ratio and debt-to-income ratio after any release does not exceed the maximum Combined Loan-to-Value Ratio and debt-to-income ratio established in accordance with the underwriting standards of the Mortgage Loans; and (z) the lien priority of the related Mortgage is not affected. Upon receipt by the Trustee of a Servicing Officer’s certificate setting forth the action proposed to be taken in respect of a particular Mortgage Loan and certifying that the criteria set forth in the immediately preceding sentence have been
satisfied, the Trustee shall execute and deliver to the Servicer the consent or partial release so requested by the Servicer. A proposed form of consent or partial release, as the case may be, shall accompany any Servicing Officer’s certificate delivered by the Servicer pursuant to this paragraph.
Section 3.18 |
Servicing Compensation. |
As compensation for its activities hereunder, the Servicer shall be entitled to retain the amount of the Servicing Fee with respect to each Mortgage Loan (including REO Properties) and any Prepayment Interest Excess. The Servicer shall be entitled to retain additional servicing compensation in the form of release fees, bad check charges, assumption fees, modification or extension fees, late payment charges, prepayment charges that are not Prepayment Charges, Originator Prepayment Charge Payment Amounts or Servicer Prepayment Charge Payment Amounts, or any other service-related fees and similar items, to the extent collected from Mortgagors.
Section 3.19 |
Annual Statement as to Compliance. |
(a) Beginning in 2006, the Servicer, at its own expense, will deliver to the Trustee, the NIMS Insurer and the Depositor, not later than March 15th of each calendar year (or March 24th in a year in which no Form 10-K is required to be filed pursuant to Section 3.31(b) hereof), a Servicing Officer’s certificate stating, as to each signer thereof, that (i) a review of the activities of the Servicer during such preceding calendar year and of performance under this Agreement has been made under such officers’ supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Servicer has fulfilled in all material respects all its obligations under this Agreement for such year, or, if there has been a default in the fulfillment in any material respect of all such obligations, specifying each such default known to such officers and the nature and status thereof including the steps being taken by the Servicer to remedy such default.
(b) Delivery of such reports, information and documents to the Trustee is for informational purposes only and their receipt of such shall not constitute constructive notice of any information contained therein or determinable, from information contained therein, including the Servicer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates).
Section 3.20 |
Annual Independent Certified Public Accountants’ Reports. |
(a) Beginning in 2006, not later than March 15th of each calendar year (or March 24th in a year in which no Form 10-K is required to be filed pursuant to Section 3.31(b) hereof), the Servicer, at its expense, shall cause a nationally recognized firm of independent certified public accountants to furnish to the Trustee, the Depositor, the NIMS Insurer and each Rating Agency, a report stating that (i) it has obtained a letter of representation regarding certain matters from the management of the Servicer which includes an assertion that the Servicer has complied with certain minimum residential mortgage loan servicing standards, identified in either the Uniform Single Attestation Program for Mortgage Bankers established by the Mortgage Bankers Association of America or the Audit Program for Mortgages serviced by
Xxxxxxx Mac, with respect to the servicing of residential mortgage loans during the most recently completed calendar year and (ii) on the basis of an examination conducted by such firm in accordance with standards established by the American Institute of Certified Public Accountants, such representation is fairly stated in all material respects, subject to such exceptions and other qualifications that may be appropriate. Copies of such statement shall be provided by the Trustee to any Certificateholder upon request, provided that such statement is delivered by the Servicer to the Trustee.
(b) Delivery of such reports, information and documents to the Trustee is for informational purposes only and their receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Servicer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates).
Section 3.21 Access to Certain Documentation and Information Regarding the Mortgage Loans.
(a) The Servicer shall provide to the Trustee, Certificateholders that are federally insured savings and loan associations, the Office of Thrift Supervision, the FDIC and the supervisory agents and examiners of each of the foregoing (which, in the case of supervisory agents and examiners, may be required by applicable state and federal regulations) access to the available documentation regarding the Mortgage Loans, such access being afforded without charge but only upon reasonable advance request and during normal business hours at the offices of the Servicer designated by it.
(b) The Servicer, in its capacity as Servicer, shall afford the NIMS Insurer, upon reasonable advance notice, during normal business hours, access to all records maintained by the Servicer in respect of its rights and obligations hereunder and access to officers of the Servicer responsible for such obligations. Upon request, the Servicer shall furnish to the NIMS Insurer its most recent publicly available financial statements and such other information relating to its capacity to perform its obligations under this Agreement.
Section 3.22 |
Duties of Credit Risk Manager. |
For and on behalf of the Depositor, the Credit Risk Manager shall provide reports and recommendations as to loss mitigation activities concerning Mortgage Loans that are past due, are in default, as to which there has been commencement of foreclosure, as to which there has been forbearance in exercise of remedies, as to which any obligor is the subject of bankruptcy, receivership, or an arrangement of creditors, or which have become REO Properties. Such reports and recommendations will be based upon information provided pursuant to the Credit Risk Management Agreement. The Credit Risk Manager shall look solely to the Servicer for all information and data (including loss and delinquency information and data) and loan-level information and data relating to the servicing of the Mortgage Loans. The Trustee, on behalf of the Trust, hereby authorizes the Servicer to provide such loan level information and data to the Credit Risk Manager.
The Credit Risk Manager may be removed at any time by a vote of Certificateholders holding Certificates evidencing at least 66 2/3% of the aggregate Voting Rights of the Certificates. After any such termination, the Credit Risk Manager shall have no further obligations hereunder, and shall no longer be entitled to the Credit Risk Manager Fee.
Section 3.23 Obligations of the Servicer in Respect of Compensating Interest.
Not later than the close of business on each Servicer Remittance Date, the Servicer shall deliver to the Trustee for deposit in the Distribution Account an amount (“Compensating Interest”) equal to the lesser of (A) the aggregate of the Prepayment Interest Shortfalls on the Mortgage Loans for the related Distribution Date resulting from Principal Prepayments in full on the Mortgage Loans during the portion of the related Prepayment Period occurring in the prior calendar month and (B) its aggregate Servicing Fee received in the related Collection Period; provided, however, the Servicer shall not offset any Prepayment Interest Shortfall resulting from a Principal Prepayment in full that occurs during the period from the Cut-off Date through September 15, 2005. The Servicer shall apply Compensating Interest to offset any Prepayment Interest Shortfalls resulting from Principal Prepayments in full on the Mortgage Loans. The Servicer shall not have the right to reimbursement for any amounts remitted to the Trustee in respect of Compensating Interest. Such amounts so remitted shall be included in the Available Funds and distributed therewith on the next Distribution Date. The Servicer shall not be obligated to pay Compensating Interest with respect to Prepayment Interest Shortfalls resulting from partial Principal Prepayments or Relief Act Interest Shortfalls.
Section 3.24 Obligations of the Servicer in Respect of Mortgage Interest Rates and Monthly Payments.
In the event that a shortfall in any collection on or liability with respect to any Mortgage Loan results from or is attributable to adjustments to Mortgage Interest Rates, Monthly Payments or Principal Balances that were made by the Servicer in a manner not consistent with the terms of the related Mortgage Note and this Agreement, the Servicer, upon discovery or receipt of notice thereof, immediately shall deliver to the Trustee for deposit in the Distribution Account from its own funds the amount of any such shortfall and shall indemnify and hold harmless the Trust Fund, the Trustee, the Depositor and any successor servicer in respect of any such liability. Such indemnities shall survive the termination or discharge of this Agreement. Notwithstanding the foregoing, this Section 3.24 shall not limit the ability of the Servicer to seek recovery of any such amounts from the related Mortgagor under the terms of the related Mortgage Note, as permitted by law.
Section 3.25 Investment of Funds in the Collection Account and the Distribution Account.
(a) The Servicer may direct any depository institution maintaining the Collection Account and the Trustee may direct any depository institution maintaining the Distribution Account (for purposes of this Section 3.25, each an “Investment Account”), to invest the funds in such Investment Account in one or more Eligible Investments bearing interest
or sold at a discount, and maturing, unless payable on demand, (i) no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee is the obligor thereon, and (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee is the obligor thereon or if such investment is managed or advised by the Trustee or an Affiliate of the Trustee. All such Eligible Investments shall be held to maturity, unless payable on demand. Any investment of funds in an Investment Account shall be made in the name of the Trustee or the Servicer, as applicable (in its capacity as such) or in the name of a nominee of the Trustee. The Trustee shall be entitled to sole possession (except with respect to investment direction of funds held in the Collection Account) over each such investment and the income thereon, and any certificate or other instrument evidencing any such investment shall be delivered directly to the Trustee or its agent, together with any document of transfer necessary to transfer title to such investment to the Trustee or its nominee. In the event amounts on deposit in an Investment Account are at any time invested in an Eligible Investment payable on demand, the Trustee shall at the direction of the Servicer:
(x) |
consistent with any notice required to be given thereunder, demand that payment thereon be made on the last day such Eligible Investment may otherwise mature hereunder in an amount equal to the lesser of (1) all amounts then payable thereunder and (2) the amount required to be withdrawn on such date; and |
(y) |
demand payment of all amounts due thereunder promptly upon determination by a Responsible Officer of the Trustee that such Eligible Investment would not constitute an Eligible Investment in respect of funds thereafter on deposit in the Investment Account. |
(b) All income and gain realized from the investment of funds in the Collection Account shall be for the benefit of the Servicer. The Servicer shall deposit in the Collection Account or (to the extent funds in the Escrow Account are invested if permitted by applicable law) the Escrow Account, as applicable, from its own funds the amount of any loss incurred in respect of any such Eligible Investment made with funds in such account immediately upon realization of such loss. All income and gain realized from the investment of funds in the Distribution Account shall be for the benefit of the Trustee. The Trustee shall deposit in the Distribution Account from its own funds the amount of any loss incurred on Eligible Investments in the Distribution Account.
(c) Except as otherwise expressly provided in this Agreement, if any default occurs in the making of a payment due under any Eligible Investment, or if a default occurs in any other performance required under any Eligible Investment, the Trustee may and, subject to Section 8.01 and Section 8.02(a)(v), upon the request of the NIMS Insurer or Holders of Certificates representing more than 50% of the Voting Rights allocated to any Class of Certificates, shall take such action as may be appropriate to enforce such payment or performance, including the institution and prosecution of appropriate proceedings.
The Trustee shall not in any way be held liable by reason of any insufficiency in any Account held by the Trustee resulting from any investment loss on any Eligible Investment included therein (except to the extent that the Trustee is the obligor and has defaulted thereon).
Section 3.26 |
Liability of Servicer; Indemnification. |
(a) Subject to clause (b) below and Section 6.03, the Servicer (except the Trustee if it is required to succeed the Servicer hereunder) indemnifies and holds the Trustee, the Depositor, the NIMS Insurer and the Trust Fund harmless against any and all third party claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, fees and expenses that the Trustee, the Depositor, the NIMS Insurer and the Trust Fund may sustain in any way related to the failure of the Servicer to perform its duties and service the Mortgage Loans in compliance with the Servicing Standard. The Servicer shall immediately notify the Trustee, the NIMS Insurer and the Depositor if a claim is made that may result in such claims, losses, penalties, fines, forfeitures, legal fees or related costs, judgments, or any other costs, fees and expenses, and the Servicer shall assume (with the consent of the Trustee) the defense of any such claim and pay all expenses in connection therewith, including reasonable counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against the Servicer, the Trustee, the Depositor, the NIMS Insurer and/or the Trust Fund in respect of such claim. The provisions of this Section 3.26 shall survive the termination of this Agreement and the payment of the outstanding Certificates.
(b) None of the Depositor, the NIMS Insurer, the Servicer, or any of the directors, officers, employees or agents of the Depositor or the Servicer shall be under any liability to the Trust Fund or the Certificateholders for any action taken, or for refraining from the taking of any action, in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositors, the NIMS Insurer or the Servicer or any such Person against any breach of warranties or representations made by such party herein, or against any specific liability imposed on the Servicer for a breach of the Servicing Standard and/or this Agreement, or against any liability which would otherwise be imposed by reason of its respective willful misfeasance, bad faith, fraud or negligence in the performance of its duties or by reasons of negligent disregard of its respective obligations or duties hereunder.
The Depositor, the NIMS Insurer, the Servicer and any director, officer, employee or agent of the Depositor, the NIMS Insurer or the Servicer, may rely in good faith on any document of any kind which, prima facie, is properly executed and submitted by any appropriate Person with respect to any matters arising hereunder. The Depositor, the Servicer, the NIMS Insurer and any director, officer, employee or agent of the Depositor, the Servicer or the NIMS Insurer shall be indemnified and held harmless by the Trust against any loss, liability or expense incurred in connection with any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense incurred in connection with any legal action incurred by reason of its respective misfeasance, bad faith, fraud or negligence, a breach of a representation or warranty made by such party hereunder or (in the case of the Servicer) a breach of the Servicing Standard in the performance of its respective duties or by reason of negligent disregard of its respective obligations or duties hereunder. Neither the Depositor, the NIMS Insurer, nor the
Servicer shall be under any obligation to appear in, prosecute or defend any legal action unless such action is related to its respective duties under this Agreement and in its opinion does not expose it to any expense or liability; provided, however, that the Depositor, the NIMS Insurer or the Servicer may in their discretion undertake any action related to their obligations hereunder which they may deem necessary or desirable with respect to this Agreement and the rights and duties of the parties hereto and the interests of the Certificateholders hereunder. The Servicer’s right to indemnity or reimbursement pursuant to this Section shall survive any resignation or termination of the Servicer pursuant to Section 6.04 or 7.01 with respect to any losses, expenses, costs or liabilities arising prior to such resignation or termination (or arising from events that occurred prior to such resignation or termination).
Section 3.27 Reports of Foreclosure and Abandonment of Mortgaged Properties.
Beginning in 2006, the Servicer shall file the reports of foreclosure and abandonment of any Mortgaged Property required by Section 6050J of the Code with the Internal Revenue Service on or before the due date for any such report. Not later than 90 days following the end of each calendar year, beginning in 2006, the Servicer will deliver an Officer’s Certificate to the Trustee and the NIMS Insurer certifying its compliance with this Section 3.27. The reports from the Servicer shall be in form and substance sufficient to meet the reporting requirements imposed by such Section 6050J.
Section 3.28 |
Protection of Assets. |
(a) Except for transactions and activities entered into in connection with the securitization that is the subject of this Agreement, the Trust is not authorized and has no power to:
(1) |
borrow money or issue debt; |
| |
(2) |
merge with another entity, reorganize, liquidate or sell assets; or | ||
(3) |
engage in any business or activities. |
| |
(b) Each party to this Agreement agrees that it will not file an involuntary bankruptcy petition against the Trustee or the Trust Fund or initiate any other form of insolvency proceeding until after the Certificates have been paid.
Section 3.29 |
Limitation of Liability of the Credit Risk Manager. |
Neither the Credit Risk Manager, nor any of the directors, officers, employees or agents of the Credit Risk Manager, shall be under any liability to the Depositor, the Servicer, the Trustee or the Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, in reliance upon information provided by the Servicer under the Credit Risk Management Agreement or for errors in judgment; provided, however, that this provision shall not protect the Credit Risk Manager or any such person against liability that would otherwise be imposed by reason of willful malfeasance, bad faith or
negligence in its performance of its duties or by reason of reckless disregard for its obligations and duties under this Agreement or the applicable Credit Risk Management Agreement. The Credit Risk Manager and any director, officer, employee or agent of the Credit Risk Manager may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder, and may rely in good faith upon the accuracy of information furnished by the Servicer pursuant to the applicable Credit Risk Management Agreement in the performance of its duties thereunder and hereunder.
Section 3.30 |
No Personal Solicitation. |
From and after the Closing Date, the Servicer agrees that it will not take any action or permit or cause any action to be taken by any of its agents and Affiliates, or by any independent contractors or independent mortgage brokerage companies on the Servicer’s behalf, to personally, by telephone, mail or electronic mail, solicit the Mortgagor under any Mortgage Loan for the purpose of refinancing such Mortgage Loan; provided, that the Servicer may solicit any Mortgagor for whom the Servicer has received a request for verification of mortgage, a request for demand for payoff, a mortgagor initiated written or verbal communication indicating a desire to prepay the related Mortgage Loan, or the mortgagor initiates a title search; provided further, it is understood and agreed that promotions undertaken by the Servicer or any of its Affiliates which (i) concern optional insurance products or other additional products or (ii) are directed to the general public at large, including, without limitation, mass mailings based on commercially acquired mailing lists, newspaper, radio and television advertisements shall not constitute solicitation under this Section, nor is the Servicer prohibited from responding to unsolicited requests or inquiries made by a Mortgagor or an agent of a Mortgagor. Furthermore, the Servicer shall be permitted to include in its monthly statements to borrowers or otherwise, statements regarding the availability of the Servicer’s counseling services with respect to refinancing mortgage loans.
Section 3.31 |
Periodic Filings. |
(a) The Trustee and the Servicer shall reasonably cooperate with the Depositor in connection with the Trust’s satisfying its reporting requirements under the Exchange Act. Without limiting the generality of the foregoing, the Trustee shall prepare on behalf of the Trust any monthly Current Reports on Form 8-K (each, a “Monthly Form 8-K”) and Annual Reports on Form 10-K (each, a “Form 10-K”) customary for similar securities as required by the Exchange Act and the rules and regulations of the Commission thereunder, and the Trustee shall sign (other than any Form 10-K) and file (via the Commission’s Electronic Data Gathering and Retrieval System) such Forms on behalf of the Trust. The Depositor shall sign any Form 10-K.
(b) Each Monthly Form 8-K shall be filed by the Trustee within 15 days after each Distribution Date, including a copy of the Distribution Date Statement for such Distribution Date as an exhibit thereto. Prior to March 30th of each year (or such earlier date as may be required by the Exchange Act and the rules and regulations of the Commission), the Trustee shall file a Form 10-K, in substance as required by applicable law or applicable Commission staff’s interpretations. Such Form 10-K shall include as exhibits the Servicer’s annual statement of
compliance described under Section 3.19 and the accountant’s report described under Section 3.20, in each case, to the extent they have been timely delivered to the Trustee. If they are not so timely delivered, the Trustee shall file an amended Form 10-K including such documents as exhibits reasonably promptly after they are delivered to the Trustee. The Trustee shall have no liability with respect to any failure to properly prepare or file such periodic reports resulting from or relating to the Trustee’s inability or failure to obtain any information not resulting from its own negligence, willful misconduct or bad faith. The Form 10-K shall also include a certification in the form attached hereto as Exhibit O (the “Certification”), which shall be signed by a senior officer of the Depositor in charge of securitization. The Depositor shall deliver the Certification to the Trustee three (3) Business Days prior to the latest date on which the Form 10-K may be timely filed. The Trustee, the Depositor and the Servicer shall reasonably cooperate to enable the Commission requirements with respect to the Trust to be met in the event that the Commission issues additional interpretive guidelines or promulgates rules or regulations, or in the event of any other change of law that would require reporting arrangements or the allocation of responsibilities with respect thereto, as described in this Section 3.31, to be conducted or allocated in a different manner.
(c) Not later than five (5) Business Days prior to the latest date on which the Form 10-K may be timely filed each year, (i) the Trustee shall sign and deliver to the Depositor a certification (in the form attached hereto as Exhibit P-1) for the benefit of the Depositor and its officers, directors and Affiliates (provided, however, that the Trustee shall not undertake an analysis of the accountant’s report attached as an exhibit to the Form 10-K) and (ii) the Servicer shall sign and deliver to the Depositor a certification (in the form attached hereto as Exhibit P-2) for the benefit of the Depositor and its officers, directors and Affiliates. In addition, (i) the Trustee shall also indemnify and hold harmless the Depositor and its officers, directors and Affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon any inaccuracy in the certification provided by the Trustee pursuant to this Section 3.31(c), any breach of the Trustee’s obligations under this Section 3.31(c) or the Trustee’s negligence, bad faith or willful misconduct in connection therewith and (ii) the Servicer shall indemnify and hold harmless the Depositor and its officers, directors and Affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon any inaccuracy in the certification provided by the Servicer pursuant to this Section 3.31(c), any breach of the Servicer’s obligations under this Section 3.31(c) or the Servicer’s negligence, bad faith or willful misconduct in connection therewith. If the indemnification provided for herein is unavailable or insufficient to hold harmless the Depositor and its officers, directors and Affiliates, then (i) the Trustee agrees that it shall contribute to the amount paid or payable by the Depositor, its officers, directors or Affiliates as a result of the losses, claims, damages or liabilities of the Depositor, its officers, directors or Affiliates in such proportion as is appropriate to reflect the relative fault of the Depositor and its officers, directors and Affiliates on the one hand and the Trustee on the other in connection with a breach of the Trustee’s obligations under this Section 3.31(c) or the Trustee’s negligence, bad faith or willful misconduct in connection therewith and (ii) the Servicer agrees that it shall contribute to the amount paid or payable by the Depositor, its officers, directors or Affiliates as a result of the losses, claims, damages or liabilities of the Depositor, its officers, directors or Affiliates in such proportion as is appropriate
to reflect the relative fault of the Depositor and its officers, directors and Affiliates on the one hand and the Servicer on the other in connection with a breach of the Servicer’s obligations under this Section 3.31(c) or the Servicer’s negligence, bad faith or willful misconduct in connection therewith. The Servicer hereby acknowledges and agrees that the Depositor and the Trustee are relying on the Servicer’s performance of its obligations under Sections 3.19 and 3.20 in order to perform their respective obligations under this Section 3.31.
(d) Upon any filing with the Commission, the Trustee shall promptly deliver to the Depositor a copy of any such executed report, statement or information.
(e) The obligations set forth in paragraphs (a) through (d) of this Section shall only apply with respect to periods for which the Trustee is obligated to file reports on Form 8-K or 10-K pursuant to paragraph (b) of this Section. Upon request of the Depositor, the Trustee shall prepare, execute and file with the Commission a Form 15 Suspension Notification with respect to the Trust, and thereafter there shall be no further obligations under paragraphs (a) through (d) of this Section commencing with the calendar year in which the Form 15 is filed (other than the obligations to be performed in such calendar year that relate back to the prior calendar year).
ARTICLE IV
FLOW OF FUNDS
Section 4.01 |
Interest Distributions. |
On each Distribution Date, the Trustee shall withdraw from the Distribution Account the related Interest Remittance Amount and apply it in the following order of priority (based upon the Mortgage Loan information provided to it in the Remittance Report, upon which the Trustee may conclusively rely), and the calculations required to be made by the Trustee, to the extent available:
(i) to the Credit Risk Manager, the Credit Risk Manager Fee for such Distribution Date;
(ii) |
concurrently, as follows: |
(a) from the Group 1 Interest Remittance Amount to the Group 1 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; and
(b) concurrently, from the Group 2 Interest Remittance Amount to the Group 2 Certificates, pro rata, the applicable Accrued Certificate Interest thereon for such Distribution Date;
(iii) |
concurrently, as follows: |
(a) from the Group 1 Interest Remittance Amount to the Group 1 Certificates, the Interest Carry Forward Amount thereon for such Distribution Date; and
(b) concurrently, from the Group 2 Interest Remittance Amount to the Group 2 Certificates, pro rata, the applicable Interest Carry Forward Amount thereon for such Distribution Date;
(iv) |
concurrently, as follows: |
(a) if the Group 1 Interest Remittance Amount is insufficient to pay the Group 1 Certificates’ Accrued Certificate Interest for such Distribution Date pursuant to Section 4.01(ii)(a) above, from the remaining Group 2 Interest Remittance Amount, to the Group 1 Certificates, to cover such shortfall for such Distribution Date; and
(b) if the Group 2 Interest Remittance Amount is insufficient to pay the Group 2 Certificates’ applicable Accrued Certificate Interest for such Distribution
Date pursuant to Section 4.01(ii)(b) above, concurrently, from the remaining Group 1 Interest Remittance Amount, to the Group 2 Certificates, pro rata, to cover such shortfall for such Distribution Date;
(v) |
concurrently, as follows: |
(a) if the Group 1 Interest Remittance Amount is insufficient to pay the Group 1 Certificates’ Interest Carry Forward Amount for such Distribution Date pursuant to Section 4.01(iii)(a) above, from the remaining Group 2 Interest Remittance Amount, to the Group 1 Certificates, to cover such shortfall for such Distribution Date; and
(b) if the Group 2 Interest Remittance Amount is insufficient to pay the Group 2 Certificates’ applicable Interest Carry Forward Amount for such Distribution Date pursuant to Section 4.01(iii)(b) above, concurrently, from the remaining Group 1 Interest Remittance Amount, to the Group 2 Certificates, pro rata, to cover such shortfall for such Distribution Date;
(vi) sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1 and Class B-2 Certificates, in that order, the related Accrued Certificate Interest thereon for such Distribution Date; and
(vii) the amount, if any, of the related Interest Remittance Amount remaining after application with respect to the priorities set forth above will be applied as described under Section 4.02(b) hereof.
Section 4.02 Distributions of Principal and Monthly Excess Cashflow Amounts.
(a) On each Distribution Date, the Trustee shall make the following distributions in the following order of priority (based upon the Mortgage Loan information provided to it in the Remittance Report and the calculations required to be made by the Trustee), to the extent of the Principal Distribution Amount:
(i) before the Stepdown Date or with respect to which a Trigger Event is in effect, as follows:
first, concurrently, as follows:
(a) the Group 1 Senior Principal Distribution Amount to the Group 1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and
(b) (i) the Group 2 Senior Principal Distribution Amount to the Group 2 Certificates (allocated as described below), until the Certificate Principal Balances thereof have been reduced to zero;
second, concurrently, as follows:
(a) (i) the Group 1 Senior Principal Distribution Amount remaining after priority first of this Section 4.02(a)(i), to the Group 2 Certificates (allocated as described below), until the Certificate Principal Balances thereof have been reduced to zero; and
(b) the Group 2 Senior Principal Distribution Amount remaining after priority first of this Section 4.02(a)(i), to the Group 1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero;
third, sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1 and Class B-2 Certificates, in that order, in each case, until the Certificate Principal Balance thereof has been reduced to zero; and
fourth, any remaining Principal Distribution Amount will be distributed as part of the Monthly Excess Cashflow Amount as set forth in Section 4.02(b).
(ii) on or after the Stepdown Date and as long as a Trigger Event is not in effect, as follows:
first, concurrently, as follows:
(a) the Group 1 Senior Principal Distribution Amount to the Group 1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and
(b) (i) the Group 2 Senior Principal Distribution Amount to the Group 2 Certificates (allocated as described below), until the Certificate Principal Balances thereof have been reduced to zero;
second, concurrently, as follows:
(a) (i) the Group 1 Senior Principal Distribution Amount remaining after priority first of this Section 4.02(a)(i), to the Group 2 Certificates (allocated as described below), until the Certificate Principal Balances thereof have been reduced to zero; and
(b) the Group 2 Senior Principal Distribution Amount remaining after priority first of this Section 4.02(a)(ii), to the Group 1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero;
third, to the Class M-1 Certificates, up to the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
fourth, to the Class M-2 Certificates, up to the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
fifth, to the Class M-3 Certificates, up to the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
sixth, to the Class M-4 Certificates, up to the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
seventh, to the Class M-5 Certificates, up to the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
eighth, to the Class M-6 Certificates, up to the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
ninth, to the Class M-7 Certificates, up to the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
tenth, to the Class M-8 Certificates, up to the Class M-8 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
eleventh, to the Class M-9 Certificates, up to the Class M-9 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
twelfth, to the Class M-10 Certificates, up to the Class M-10 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
thirteenth, to the Class M-11 Certificates, up to the Class M-11 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
fourteenth, to the Class M-12 Certificates, up to the Class M-12 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
fifteenth, to the Class B-1 Certificates, up to the Class B-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
sixteenth, to the Class B-2 Certificates, up to the Class B-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
seventeenth, any remaining Principal Distribution Amount will be distributed as part of the Monthly Excess Cashflow Amount as set forth in Section 4.02(b).
With respect to the Group 2 Certificates, all principal distributions will be distributed to the Group 2 Sequential Certificates and the Class A-2 MZ Certificates, on a pro rata basis, based on the Certificate Principal Balance of such Classes of Certificates. Prior to the Subordination Depletion Date, all principal distributions to the Group 2 Sequential Certificates will be distributed sequentially, first, to the Holders of the Class A-2A Certificates until the Certificate Principal Balance of the Class A-2A Certificates is reduced to zero, second, to the Holders of the Class A-2B Certificates until the Certificate Principal Balance of the Class A-2B Certificates is reduced to zero, third, to the Holders of the Class A-2C Certificates until the Certificate Principal Balance of the Class A-2C Certificates is reduced to zero and fourth, to the Holders of the Class A-2D Certificates until the Certificate Principal Balance of the Class A-2D Certificates is reduced to zero. On or after the Subordination Depletion Date, all principal distributions to the Group 2 Sequential Certificates will be distributed concurrently, to the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, on a pro rata basis, based on the Certificate Principal Balance of such Classes of Certificates until the Certificate Principal Balances of such Certificates is reduced to zero.
(b) On each Distribution Date, any Monthly Excess Cashflow Amount shall be distributed, to the extent available, in the following order of priority on such Distribution Date:
(i) to the Holders of the Class A Certificates, on a pro rata basis based on the entitlement of each such Class, first, any remaining Accrued Certificate Interest for such Classes and second, any Interest Carry Forward Amounts for such classes;
(ii) to the Holders of the Class A-2MZ Certificates, an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(iii) to the Holders of the Class M-1 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(iv) to the Holders of the Class M-2 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(v) to the Holders of the Class M-3 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry
Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(vi) to the Holders of the Class M-4 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(vii) to the Holders of the Class M-5 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(viii) to the Holders of the Class M-6 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(ix) to the Holders of the Class M-7 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(x) to the Holders of the Class M-8 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xi) to the Holders of the Class M-9 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xii) to the Holders of the Class M-10 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xiii) to the Holders of the Class M-11 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xiv) to the Holders of the Class M-12 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xv) to the Holders of the Class B-1 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xvi) to the Holders of the Class B-2 Certificates, first, in an amount equal to any remaining Accured Certificate Interest, second, in an amount equal to any Interest Carry Forward amount and third, in an amount equal to any Realized Loss Amortization Amount for such class for such Distribution Date;
(xvii) first, to the Class A Certificates, on a pro rata basis based on the Cap Carryover Amounts for each such Class, and then sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1 and Class B-2 Certificates, in that order, any Cap Carryover Amount for such Class from the Cap Carryover Reserve Account;
(xviii) to the Swap Provider, any Swap Termination Payments resulting from a Swap Provider Trigger Event; and
(xix) to pay to the Class CE Certificates, up to the Class CE Distributable Amount for such Distribution Date.
On each Distribution Date, there shall be distributed to the Holder of the Class R Certificate in respect of the Class R-1 Interest, any remaining amount in the Distribution Account on such date after the application pursuant to Sections 4.01, 4.02(a) and 4.02(b)(i)-(xix).
(c) On each Distribution Date, after making the distributions of the Available Funds, Monthly Excess Cashflow and amounts on deposit in the Cap Carryover Reserve Account as set forth above, the Trustee shall distribute the amount on deposit in the Swap Account as follows:
first, to the Swap Provider, any Net Swap Payment owed to the Swap Provider pursuant to the Interest Rate Swap Agreement for such Distribution Date;
second, to the Swap Provider, any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event pursuant to the Interest Rate Swap Agreement;
third, concurrently, to each Class of Class A Certificates, the related Accrued Certificate Interest and Interest Carry Forward Amount remaining undistributed after the distributions of the Group 1 Interest Remittance Amount and the Group 2 Interest Remittance Amount, on a pro rata basis based on such respective remaining Accrued Certificate Interest and Interest Carry Forward Amount,
fourth, sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1 and Class B-2 Certificates, in that order, the related Accrued Certificate Interest and Interest
Carry Forward Amount, to the extent remaining undistributed after the distributions of the Group 1 Interest Remittance Amount, the Group 2 Interest Remittance Amount and the Monthly Excess Cashflow;
fifth, to the holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, in an amount necessary to maintain the applicable Targeted Overcollateralization Amount after taking into account distributions made pursuant to Section 4.02(b)(i);
sixth, concurrently, to each Class of Class A Certificates, the related Cap Carryover Amount, to the extent remaining undistributed after distributions are made from the Cap Carryover Reserve Account, on a pro rata basis based on such respective Cap Carryover Amounts remaining;
seventh, sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1 and Class B-2 Certificates, in that order, the related Cap Carryover Amount, to the extent remaining undistributed after distributions are made from the Cap Carryover Reserve Account; and
eighth, sequentially, to the Class A-2MZ, Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1 and Class B-2 Certificates, to the extent of any remaining related Realized Loss Amortization Amount for such Class.
(c) On each Distribution Date, the Trustee shall withdraw any amounts then on deposit in the Distribution Account that represent Prepayment Charges collected by the Servicer in connection with the Principal Prepayment in full of any of the Mortgage Loans, any Originator Prepayment Charge Payment Amount or Servicer Prepayment Charge Payment Amount and shall distribute such amounts to the Holders of the Class P Certificates.
(d) Any amounts distributed to the Floating Rate Certificates in respect of interest pursuant to Section 4.01(b)(xlii) which constitute Cap Carryover Amounts shall first be deemed distributed by REMIC 4 as a distribution to the Class CE Certificates, and then distributed to the Floating Rate Certificates.
(e) On each Distribution Date, Unpaid Realized Loss Amounts on the Floating Rate Certificates will be reduced by the amount of any Subsequent Recoveries received during the related Prepayment Period in the same order as Realized Loss Amortization Amounts are paid to the Floating Rate Certificates pursuant to Section 4.02(b) above.
Section 4.03 |
Allocation of Losses. |
Any Applied Realized Loss Amount for a Distribution Date will be allocated against the Class B-2, Class B-1, Class M-12, Class M-11, Class M-10, Class M-9, Class M-8, Class M-7, Class M-6, Class M-5, Class M-4, Class M-3, Class M-2 and Class M-1 Certificates and with respect to any additional losses on the Group 2 Mortgage Loans, to the Class A-2MZ
Certificates, in that order and until the respective Certificate Principal Balances thereof are reduced to zero.
Section 4.04 |
Method of Distribution. |
The Trustee shall make distributions in respect of a Distribution Date to each Certificateholder of record on the related Record Date (other than as provided in Section 10.01 respecting the final distribution), in the case of Certificateholders of the Certificates, by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trustee in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of such Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Trustee may deduct a reasonable wire transfer fee from any payment made by wire transfer. Distributions among Certificateholders shall be made in proportion to the Percentage Interests evidenced by the Certificates held by such Certificateholders.
Section 4.05 |
Distributions on Book-Entry Certificates. |
Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, which shall credit the amount of such distribution to the accounts of its Depository Participants in accordance with its normal procedures. Each Depository Participant shall be responsible for disbursing such distribution to the Certificate Owners that it represents and to each indirect participating brokerage firm (a “brokerage firm” or “indirect participating firm”) for which it acts as agent. Each brokerage firm shall be responsible for disbursing funds to the Certificate Owners that it represents. All such credits and disbursements with respect to a Book-Entry Certificate are to be made by the Depository and the Depository Participants in accordance with the provisions of the Certificates. None of the Trustee, the Depositor or the Servicer shall have any responsibility therefor except as otherwise provided by applicable law.
Section 4.06 |
Statements. |
(a) On each Distribution Date, based on the Mortgage Loan information contained in the Remittance Report, the Trustee shall prepare and post on its website at xxx.xxxxxxx.xxx, a statement (the “Distribution Date Statement”) as to the distributions made on such Distribution Date:
(i) the amount of the distribution made on such Distribution Date to the Holders of each Class of Certificates allocable to principal, separately identified and the amount of the distribution made on such Distribution Date to the Holders of the Class P Certificates allocable to Prepayment Charges, Originator Prepayment Charge Payment Amounts and Servicer Prepayment Charge Payment Amounts;
(ii) the amount of the distribution made on such Distribution Date to the Holders of each Class of Certificates allocable to interest or Class CE Distributable Amount, separately identified;
(iii) the Overcollateralization Amount, the Overcollateralization Release Amount, the Overcollateralization Deficiency and the Targeted Overcollateralization Amount as of such Distribution Date and the Monthly Excess Interest Amount and Monthly Excess Cashflow Amount for such Distribution Date;
(iv) the aggregate amount of servicing compensation received by the Servicer during the related Collection Period;
(v) the aggregate amount of Advances for the related Collection Period, cumulative unreimbursed Advances and Servicing Advances and cumulative Nonrecoverable Advances;
(vi) the Pool Balance, at the close of business at the end of the related Collection Period;
(vii) the number, weighted average remaining term to maturity, the weighted average Mortgage Interest Rate of the Mortgage Loans as of the related Due Date and number and aggregate Principal Balance of all Subsequent Mortgage Loans added during the preceding Prepayment Period;
(viii) the number and aggregate unpaid principal balance of Mortgage Loans (a) 30 to 59 days past due on a contractual basis, (b) 60 to 89 days past due on a contractual basis, (c) 90 or more days past due on a contractual basis, (d) as to which foreclosure proceedings have been commenced and (e) in bankruptcy as of the close of business on the last day of the calendar month preceding such Distribution Date;
(ix) with respect to any Mortgage Loan that became an REO Property during the preceding calendar month, the loan number of such Mortgage Loan, the unpaid Principal Balance of the REO Property as of the close of business on the last Business Day of such calendar month and the Principal Balance of such Mortgage Loan as of the date it became an REO Property;
(x) the book value of any REO Property as of the close of business on the last Business Day of the calendar month preceding the Distribution Date, and, cumulatively, the total number and cumulative principal balance of all REO Properties as of the close of business of the last day of the preceding Collection Period;
(xi) separately stated for each Loan Group, the aggregate amount of Principal Prepayments made during the related Prepayment Period;
(xii) separately stated for each Loan Group, the aggregate amount of Realized Losses incurred during the related Collection Period and the cumulative amount of Realized Losses;
(xiii) the Certificate Principal Balance of each Class of Certificates, after giving effect to the distributions, and allocations of Realized Losses or Applied Realized Loss
Amounts, as applicable, made on such Distribution Date, separately identifying any reduction thereof due to allocations of Realized Losses or Applied Realized Loss Amounts;
(xiv) the Accrued Certificate Interest in respect of each Class of Certificates for such Distribution Date and any related Cap Carryover Amounts, and the respective portions thereof, if any, remaining unpaid following the distributions made in respect of such Certificates on such Distribution Date;
(xv) the aggregate amount of any Prepayment Interest Shortfalls for such Distribution Date, to the extent not covered by payments by the Servicer pursuant to Section 3.23;
(xvi) the Cap Carryover Amounts distributed on such Distribution Date, the amounts remaining after giving effect to distributions thereof on such Distribution Date and the amount of all Cap Carryover Amounts covered by withdrawals from the Cap Carryover Reserve Account;
(xvii) for the distribution occurring on the Distribution Date immediately following the end of the Funding Period, the balance on deposit in the Group 1 Pre-Funding Account and/or the Group 2 Pre-Funding Account that has not been used to purchase Subsequent Group 1 Mortgage Loans and/or Subsequent Group 2 Mortgage Loans, as applicable, and that is being distributed to the related Class A Certificates as a mandatory distribution of principal, if any, on such Distribution Date.
(xviii) any Overcollateralization Deficiency after giving effect to the distribution of principal on such Distribution Date;
(xix) whether a Trigger Event has occurred and is continuing, and the cumulative Realized Losses, as a percentage of the original Pool Balance;
(xx) |
the Available Funds; |
(xxi) the rate at which interest accrues for each Class of Certificates for such Distribution Date;
(xxii) the information contained in the Liquidation Report for such Distribution Date;
(xxiii) the aggregate Principal Balance of Mortgage Loans purchased by the Servicer, the Originator or the Seller during the related Prepayment Period and indicating the section of this Agreement requiring or allowing the purchase of each such Mortgage Loan;
(xxiv) |
the amount of the Credit Risk Manager Fee paid; |
(xxv) the Mortgage Loan identifying number of each Mortgage Loan with a Prepayment Charge that was the subject of a Principal Prepayment in full during the related Collection Period, the Prepayment Charge listed on each related Mortgage Note and the
Prepayment Charge collected, the Servicer Prepayment Charge Payment Amount paid by the Servicer or the Originator Prepayment Charge Payment Amount paid by the Originator with respect to each such Mortgage Loan;
(xxvi) the amount of Subsequent Recoveries received during the related Prepayment Period;
(xxvii) |
the amount of any Net Swap Payments or Swap Termination Payments. |
The Trustee may fully rely upon and shall have no liability with respect to information with respect to the Mortgage Loans provided by the Servicer.
In the case of information furnished pursuant to subclauses (i), (ii) and (xiii) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1,000 original dollar amount as of the Cut-off Date.
(b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to the NIMS Insurer and each Person who at any time during the calendar year was a Certificateholder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (i), (ii), (xiv) and (xvii) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time.
(c) On each Distribution Date, the Trustee shall forward to each Residual Certificateholder a copy of the reports forwarded to the Regular Certificateholders in respect of such Distribution Date with such other information as the Trustee deems necessary or appropriate. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished to a Residual Certificateholder by the Trustee pursuant to any requirements of the Code as from time to time in force.
Section 4.07 |
Remittance Reports; Advances. |
(a) On the third Business Day following each Determination Date but in no event later than the 20th day of each month (or if such 20th day is not a Business Day, the preceding Business Day), the Servicer shall deliver to the Trustee and the NIMS Insurer by telecopy (or by such other means as the Servicer, the NIMS Insurer and the Trustee may agree from time to time) a Remittance Report with respect to the related Distribution Date. On the same date, the Servicer shall electronically forward to the Trustee in such medium as may be agreed between the Servicer and the Trustee the information set forth in such Remittance Report with respect to the related Distribution Date and such information reasonably available to the Servicer necessary in order for the Trustee to perform the calculations necessary to make the distributions and allocations contemplated by Section 4.01, 4.02 and 4.03 and to prepare the
Distribution Date Statement. The Trustee shall not be responsible to recompute, recalculate or verify any information provided to it by the Servicer.
(b) The amount of Advances to be made by the Servicer for any Distribution Date shall equal, subject to Section 4.07(d), the sum of (i) the aggregate amount of Monthly Payments (net of the related Servicing Fee), due during the related Collection Period in respect of the Mortgage Loans, other than Balloon Payments, which Monthly Payments were delinquent on a contractual basis as of the close of business on the related Determination Date and (ii) with respect to each REO Property, which REO Property was acquired during or prior to the related Collection Period and as to which REO Property an REO Disposition did not occur during the related Collection Period, an amount equal to the excess, if any, of the REO Imputed Interest on such REO Property for such Collection Period, over the net income from such REO Property transferred to the Distribution Account pursuant to Section 3.13 for distribution on such Distribution Date.
On or before 1:00 p.m. New York time on the Servicer Remittance Date, the Servicer shall remit in immediately available funds to the Trustee for deposit in the Distribution Account an amount equal to the aggregate amount of Advances, if any, to be made in respect of the Mortgage Loans for the related Distribution Date either (i) from its own funds or (ii) from the Collection Account, to the extent of funds held therein for future distribution (in which case it will cause to be made an appropriate entry in the records of the Collection Account that amounts held for future distribution have been, as permitted by this Section 4.07, used by the Servicer in discharge of any such Advance) or (iii) in the form of any combination of (i) and (ii) aggregating the total amount of Advances to be made by the Servicer with respect to the Mortgage Loans. Any amounts held for future distribution and so used shall be appropriately reflected in the Servicer’s records and replaced by the Servicer by deposit in the Collection Account on or before any future Servicer Remittance Date to the extent that the Available Funds for the related Distribution Date (determined without regard to Advances to be made on the Servicer Remittance Date) shall be less than the total amount that would be distributed to the Classes of Certificateholders pursuant to Section 4.01 and 4.02 on such Distribution Date if such amounts held for future distributions had not been so used to make Advances. The Trustee will provide notice to the Servicer and NIMS Insurer by telecopy by the close of business on any Servicer Remittance Date in the event that the amount remitted by the Servicer to the Trustee on such date is less than the Advances required to be made by the Servicer for the related Distribution Date, as set forth in the related Remittance Report.
(c) The obligation of the Servicer to make such Advances is mandatory, notwithstanding any other provision of this Agreement but subject to (d) below, and, with respect to any Mortgage Loan, shall continue until the earlier of such time as the Trust acquires title to the related Mortgaged Property or such Mortgage Loan is paid in full by the Mortgagor or disposed of by the Trust, or until the recovery of all Liquidation Proceeds thereon.
(d) Notwithstanding anything herein to the contrary, no Advance or Servicing Advance shall be required to be made hereunder by the Servicer if such Advance would, if made, constitute a Nonrecoverable Advance. The determination by the Servicer that it has made a Nonrecoverable Advance or that any proposed Advance, if made, would constitute a
Nonrecoverable Advance, shall be evidenced by an Officers’ Certificate of the Servicer delivered to the Depositor, the NIMS Insurer and the Trustee. The Trustee shall be entitled to conclusively rely upon any such determination by the Servicer.
Section 4.08 |
REMIC Distributions. |
(a) On each Distribution Date, the Trustee shall cause in the following order of priority, the following amounts to be distributed by REMIC 1 to REMIC 2 on account of the REMIC 1 Regular Interests or withdrawn from the Distribution Account and distributed to the Holders of the Class R Certificates (in respect of the Class R-1 Interest), as the case may be:
With respect to the Group 1 Mortgage Loans:
(i) to the Holders of REMIC Regular Interest I, REMIC 1 Regular Interest I-PF and REMIC 1 Regular Interest P in an amount equal to (A) the Uncertificated Interest for each REMIC 1 Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates;
(ii) to the Holders of REMIC 1 Regular Interest P, on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; and
(iii) to the Holders of REMIC 1 Regular Interest I and REMIC 1 Regular Interest I-PF, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows:
(a) to the Holders of REMIC 1 Regular Interest I, until the Uncertificated Balance of REMIC 1 Regular Interest I is reduced to zero;
(b) to the Holders of REMIC 1 Regular Interest I-PF, until the Uncertificated Balance of REMIC 1 Regular Interest I-PF is reduced to zero; and
(c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest);
provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest I and such amounts relating to the Subsequent Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest I-PF.
With respect to the Group 2 Mortgage Loans:
(i) to the Holders of REMIC Regular Interest II, REMIC 1 Regular Interest II-PF and REMIC 1 Regular Interest P in an amount equal to (A) the Uncertificated
Interest for each REMIC 1 Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates;
(ii) to the Holders of REMIC 1 Regular Interest P, on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; and
(iii) to the Holders of REMIC 1 Regular Interest II and REMIC 1 Regular Interest II-PF, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows:
(a) to the Holders of REMIC 1 Regular Interest II, until the Uncertificated Balance of REMIC 1 Regular Interest II is reduced to zero;
(b) to the Holders of REMIC 1 Regular Interest II-PF, until the Uncertificated Balance of REMIC 1 Regular Interest II-PF is reduced to zero; and
(c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-1 Interest);
provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group 2 Mortgage Loans shall be allocated to REMIC 1 Regular Interest II and such amounts relating to the Subsequent Group 2 Mortgage Loans shall be allocated to REMIC 1 Regular Interest II-PF.
(b) On each Distribution Date, the Trustee shall cause in the following order of priority, the following amounts to be distributed by REMIC 2 to REMIC 3 on account of the REMIC 1 Regular Interests or withdrawn from the Distribution Account and distributed to the Holders of the Class R Certificates (in respect of the Class R-2 Interest), as the case may be:
(A) |
to Holders of each of REMIC 2 Regular Interest I, REMIC I Regular Interest P and REMIC 2 Regular Interest I-1-A through I-50-B, pro rata, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC 2 Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; |
(B) |
to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC 2 Regular Interest I until the Uncertificated Balance is reduced to zero and second, to REMIC 2 Regular interests I-1-A through I-50-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC 2 Regular Interest is reduced to zero, provided that, for REMIC 2 Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC 2 Regular Interests, and second, to the extent of the |
product of (a) any Overcollateralization Release Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group 1 Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC 2 Regular Interest I until the Uncertificated Balance of such REMIC 2 Regular Interest is reduced to zero; and
(C) |
to the Holders of REMIC 2 Regular Interest P, (A) on each Distribution Date, 100% of the amount paid in respect of Prepayment Charges and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. |
(2) On each Distribution Date, the Trustee shall cause the Available Distribution Amount with respect to the Group 2 Loans, in the following order of priority, to be distributed by REMIC 2 to REMIC 3 on account of the REMIC 2 Group 2 Regular Interests or withdrawn from the Certificate Account and distributed to the Holders of the Class R Certificates (in respect of the Class R-2 Interest), as the case may be:
(A) |
to Holders of each of REMIC 2 Regular Interest II and REMIC 2 Regular Interest II-1-A through II-50-B, pro rata, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC 2 Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; |
(B) |
to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC 2 Regular Interest II until the Uncertificated Balance is reduced to zero and second, to REMIC 2 Regular interests II-1-A through II-103-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC 2 Regular Interest is reduced to zero, provided that, for REMIC 2 Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC 2 Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Release Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group 2 Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC 2 Regular Interest II until the Uncertificated Balance of such REMIC 2 Regular Interest is reduced to zero; and |
(C) |
to the Holders of REMIC 2 Regular Interest P, on each Distribution Date, 100% of the amount paid in respect of Prepayment Charges. |
(c) On each Distribution Date, the Trustee shall cause in the following order of priority, the following amounts to be distributed by REMIC 3 to REMIC 4 on account of the REMIC 1 Regular Interests or withdrawn from the Distribution Account and distributed to the Holders of the Class R Certificates (in respect of the Class R-3 Interest), as the case may be:
(i) to the Holders of REMIC 3 Regular Interest LTIO, in an amount equal to Uncertificated Accrued Interest for such REMIC 3 Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Datesto Holders of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1, REMIC 3 Regular Interest LTB2, REMIC 3 Regular Interest LTZZ and REMIC 3 Regular Interest LTP, pro rata, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC 3 Regular Interest LTZZ shall be reduced and deferred when the REMIC 3 Overcollateralized Amount is less than the REMIC 3 Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum LTZZ Uncertificated Accrued Interest Deferral Amount and such amount will be payable to the Holders of REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1 and REMIC 3 Regular Interest LTB2 in the same proportion as the Overcollateralization Deficiency is allocated to the Corresponding Certificates and REMIC 3 Regular Interest LTZZ shall be increased by such amount;
(ii) to Holders of REMIC 1 Regular Interest LTSUB, REMIC 1 Regular Interest LTGRP, REMIC 1 Regular Interest LT2SUB, REMIC 1 Regular Interest LT2GRP and REMIC 1 Regular Interest LTXX, pro rata, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates;
(iii) to the Holders of REMIC 3 Regular Interests, in an amount equal to the remainder of the REMIC 3 Marker Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows:
(1) to REMIC 3 Regular Interest LTAA, 98.00% of such remainder, until the Uncertificated Balance of such Uncertificated REMIC 3 Regular Interest is reduced to zero;
(2) to REMIC 3 Regular Interest LTA1, REMIC 3 Regular Interest LTA2A, REMIC 3 Regular Interest LTA2B, REMIC 3 Regular Interest LTA2C, REMIC 3 Regular Interest LTA2D, REMIC 3 Regular Interest LTA2MZ, REMIC 3 Regular Interest LTM1, REMIC 3 Regular Interest LTM2, REMIC 3 Regular Interest LTM3, REMIC 3 Regular Interest LTM4, REMIC 3 Regular Interest LTM5, REMIC 3 Regular Interest LTM6, REMIC 3 Regular Interest LTM7, REMIC 3 Regular Interest LTM8, REMIC 3 Regular Interest LTM9, REMIC 3 Regular Interest LTM10, REMIC 3 Regular Interest LTM11, REMIC 3 Regular Interest LTM12, REMIC 3 Regular Interest LTB1 and REMIC 3 Regular Interest LTB2, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC 3 Regular Interests are reduced to zero; then
(3) to REMIC 3 Regular Interest LTZZ, 1.00% of such remainder, until the Uncertificated Balance of such REMIC 3 Regular Interest is reduced to zero;
provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Aggregate Overcollateralization Release Amount shall be allocated to (i) REMIC 3 Regular Interest LTAA and (ii) REMIC 3 Regular Interest LTZZ, respectively; and
(iv) to the Holders of REMIC 3 Regular Interests, in an amount equal to the REMIC 3 Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC 3 Regular Interests first, so as to keep the Uncertificated Balance of each REMIC 3 Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Principal Balance of the Mortgage Loans in the related group of Mortgage Loans; second, to each REMIC 3 Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC 3 Regular Interest is equal to 0.01% of the excess of (x) the aggregate Principal Balance of the Mortgage Loans in the related group of Mortgage Loans over (y) the aggregate current Certificate Principal Balance of the Class A Certificates in the related group of Mortgage Loans (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC 1 Regular Interests such that the REMIC 3 Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC 3 Regular Interest LTXX.
(d) |
The Trustee shall cause the following allocation of losses: |
(i) The aggregate amount of any Prepayment Interest Shortfalls and the aggregate amount of any Relief Act Interest Shortfalls incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated first, (a) with respect to the Group 1 Mortgage Loans, to REMIC 1 Regular Interest I and REMIC 1 Regular Interest I-PF, in each case to the extent of one month’s interest at the then applicable respective Uncertificated REMIC 1 Pass-Through Rate on the respective Uncertificated Balance of each such REMIC 1 Regular Interest; provided, however, with respect to the first three Distribution Dates, such amounts relating to the Initial Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest I and such amounts relating to the Subsequent Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest I-PF and (b) with respect to the Group 2 Mortgage Loans, to REMIC 1 Regular Interest II and REMIC 1 Regular Interest II-PF, in each case to the extent of one month’s interest at the then applicable respective Uncertificated REMIC 1 Pass-Through Rate on the respective Uncertificated Balance of each such REMIC 1 Regular Interest; provided, however, with respect to the first three Distribution Dates, such amounts relating to the Initial Group 2 Mortgage Loans shall be allocated to REMIC 1 Regular Interest II and such amounts relating to the Subsequent Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest II-PF.
(ii) The aggregate amount of any Prepayment Interest Shortfalls and the aggregate amount of any Relief Act Interest Shortfalls incurred in respect of the Loan Group 1 for any Distribution Date shall be allocated first, REMIC 2 Regular Interest I and to the REMIC 2 Group I Regular Interests ending with the designation “B”, pro rata based on, and to the extent of, one month’s interest at the then applicable respective Uncertificated REMIC 2 Pass-Through Rates on the respective Uncertificated Balances of each such REMIC 2 Regular Interest , and then, to REMIC 2 Group I Regular Interests ending with the designation “A”, pro rata based on, and to the extent of, one month’s interest at the then applicable respective Uncertificated REMIC 2 Pass-Through Rates on the respective Uncertificated Balances of each such REMIC 2 Regular Interest. The aggregate amount of any Prepayment Interest Shortfalls and the aggregate amount of any Relief Act Interest Shortfalls incurred in respect of the Loan Group 2 for any Distribution Date shall be allocated first,, REMIC 2 Regular Interest II and to the REMIC 2 Group II Regular Interests ending with the designation “B”, pro rata based on, and to the extent of, one month’s interest at the then applicable respective Uncertificated REMIC 2 Pass-Through Rates on the respective Uncertificated Balances of each such REMIC 2 Regular Interest , and then, to REMIC 2 Group II Regular Interests ending with the designation “A”, pro rata based on, and to the extent of, one month’s interest at the then applicable respective Uncertificated REMIC 2 Pass-Through Rates on the respective Uncertificated Balances of each such REMIC 2 Regular Interest.
(iii) The REMIC 3 Marker Allocation Percentage of the aggregate amount of any Prepayment Interest Shortfalls and the REMIC 3 Marker Allocation Percentage of the aggregate amount of any Relief Act Interest Shortfalls incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated among REMIC 1 Regular Interest LTAA, REMIC 1 Regular Interest LTA1, REMIC 1 Regular Interest LTA2A, REMIC 1 Regular Interest LTA2B, REMIC 1 Regular Interest LTA2C, REMIC 1 Regular Interest LTA2D, REMIC 1 Regular Interest LTM1, REMIC 1 Regular Interest LTM2, REMIC 1 Regular
Interest LTM3, REMIC 1 Regular Interest LTM4, REMIC 1 Regular Interest LTM5, REMIC 1 Regular Interest LTM6, REMIC 1 Regular Interest LTM7, REMIC 1 Regular Interest LTM8, REMIC 1 Regular Interest LTM9, REMIC 1 Regular Interest LTM10, REMIC 1 Regular Interest LTM11, REMIC 1 Regular Interest LTB1, REMIC 1 Regular Interest LTB2 and REMIC 1 Regular Interest LTZZ pro rata based on, and to the extent of, one month’s interest at the then applicable respective Uncertificated REMIC 1 Pass-Through Rate on the respective Uncertificated Balance of each such REMIC 1 Regular Interest;
(iv) The REMIC 3 Sub WAC Allocation Percentage of the aggregate amount of any Prepayment Interest Shortfalls and the REMIC 3 Sub WAC Allocation Percentage of the aggregate amount of any Relief Act Interest Shortfalls incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated first, to Uncertificated Accrued Interest payable to REMIC 3 Regular Interest LTSUB, REMIC 1 Regular Interest LTGRP, REMIC 1 Regular Interest LT2SUB, REMIC 3 Regular Interest LT2GRP and REMIC 1 Regular Interest LTXX, pro rata based on, and to the extent of, one month’s interest at the then applicable respective Uncertificated REMIC 3 Pass-Through Rate on the respective Uncertificated Balance of each such REMIC 3 Regular Interest;
(v) With respect to the REMIC 1 Regular Interests, all Realized Losses on the Group 1 Loans shall be allocated shall be allocated by the Trustee on each Distribution Date first to REMIC 1 Regular Interest I and REMIC 1 Regular Interest I-PF, until the Uncertificated Balance of each such REMIC 1 Regular Interest has been reduced to zero; provided however, with respect to the first two Distribution Dates, all Realized Losses on the Initial Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest I, until the Uncertificated Balance thereof has been reduced to zero, and all Realized Losses on the Subsequent Group 1 Mortgage Loans shall be allocated to REMIC 1 Regular Interest I-PF until the Uncertificated Balance thereof has been reduced to zero.
All Realized Losses on the Group 2 Mortgage Loans shall be allocated by the Trustee on each Distribution Date, first to REMIC 1 Regular Interest II and REMIC 1 Regular Interest II-PF, until the Uncertificated Balance of each such REMIC 1 Regular Interest has been reduced to zero; provided however, with respect to the first two Distribution Dates, all Realized Losses on the Initial Group 2 Mortgage Loans shall be allocated to REMIC 1 Regular Interest II, until the Uncertificated Balance thereof has been reduced to zero, and all Realized Losses on the Subsequent Group 2 Mortgage Loans shall be allocated to REMIC 1 Regular Interest II-PF until the Uncertificated Balance thereof has been reduced to zero.
(vi) With respect to the REMIC 2 Regular Interests, all Realized Losses on the Group 1 Loans shall be allocated shall be allocated by the Trustee on each Distribution Date first, to REMIC 2 Regular Interest I until the Uncertificated Balance has been reduced to zero, and second, to REMIC 2 Regular Interest I-1-A through REMIC 2 Regular Interest I-50-B, starting with the lowest numerical denomination until such REMIC 2 Regular Interest has been reduced to zero, provided that, for REMIC 2 Regular Interests with the same numerical denomination, such Realized Losses shall be allocated pro rata between such REMIC 2 Regular Interests. All Realized Losses on the Group 2 Loans shall be allocated on each Distribution Date first, to REMIC 2 Regular Interest II until the Uncertificated Balance
has been reduced to zero, and second, to REMIC 2 Regular Interest II-1-A through REMIC 2 Regular Interest II-50-B, starting with the lowest numerical denomination until such REMIC 2 Regular Interest has been reduced to zero, provided that, for REMIC 2 Regular Interests with the same numerical denomination, such Realized Losses shall be allocated pro rata between such REMIC 2 Regular Interests.
(vii) The REMIC 1 Marker Allocation Percentage of all Realized Losses on the Mortgage Loans shall be allocated by the Trustee on each Distribution Date to the following REMIC 3 Regular Interests in the specified percentages, as follows: first, to Uncertificated Accrued Interest payable to REMIC 3 Regular Interest LTAA and REMIC 3 Regular Interest LTZZ up to an aggregate amount equal to the REMIC 3 Interest Loss Allocation Amount, 98% and 2%, respectively; second, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA and REMIC 3 Regular Interest LTZZ up to an aggregate amount equal to the REMIC 3 Principal Loss Allocation Amount, 98% and 2%, respectively; third, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTB2 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC 3 Regular Interest LTB2 has been reduced to zero, fourth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTB1 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC 3 Regular Interest LTB1 has been reduced to zero; fifth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM12 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC 3 Regular Interest LTM12 has been reduced to zero; sixth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM11 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC 3 Regular Interest LTM11 has been reduced to zero; seventh to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM10 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC 3 Regular Interest LTM10 has been reduced to zero; eighth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM9 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC 3 Regular Interest LTM9 has been reduced to zero; ninth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM8 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM8 has been reduced to zero; tenth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM7 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM7 has been reduced to zero; eleventh, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM6 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM6 has been reduced to zero; twelfth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM5 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM5 has been reduced to zero; thirteenth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM4 and REMIC 3 Regular Interest
LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM4 has been reduced to zero; fourteenth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM3 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM3 has been reduced to zero; fifteenth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM2 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM2 has been reduced to zero; sixteenth, to the Uncertificated Balances of REMIC 3 Regular Interest LTAA, REMIC 3 Regular Interest LTM1 and REMIC 3 Regular Interest LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balances of REMIC 3 Regular Interest LTM1 has been reduced to zero; and
(viii) The REMIC 3 Sub WAC Allocation Percentage of all Realized Losses shall be applied after all distributions have been made on each Distribution Date first, so as to keep the Uncertificated Balance of each REMIC 3 Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC 3 Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC 3 Regular Interest is equal to 0.01% of the excess of (x) the aggregate Principal Balance of the Mortgage Loans in the related Loan Group over (y) the aggregate current Certificate Principal Balances of the Class A Certificates in the related group of Mortgage Loans (except that if any such excess is a larger number than in the preceding distribution period, the least amount of Realized Losses shall be applied to such REMIC 3 Regular Interests such that the REMIC 3 Subordinated Balance Ratio is maintained); and third, any remaining Realized Losses shall be allocated to REMIC 3 Regular Interest LTXX.
(e) Notwithstanding anything to the contrary contained herein, the above distributions in this Section 4.08 (other than on the Certificates) are deemed distributions, and distributions of funds from the Distribution Account shall be made only in accordance with Sections 4.01 and 4.02 hereof.
Section 4.09 |
Swap Account. |
A separate trust is hereby established (the “Supplemental Interest Trust”), into which the Depositor shall deposit: (i) the Interest Rate Swap Agreement and (ii) $1,000. The Supplemental Interest Trust shall be maintained by the the Trustee. No later than the Closing Date, the Trustee shall establish and maintain a separate, segregated trust account to be held in the Supplemental Interest Trust, titled, “Xxxxx Fargo Bank, N.A. as Trustee, in trust for the registered holders of ABFC Asset-Backed Certificates, Series 2005-WMC1—Swap Account.” Such account shall be an Eligible Account and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys of the Trustee held pursuant to this Agreement. Amounts therein shall be held uninvested.
On each Distribution Date, prior to any distribution to any Certificate, the Trustee shall deposit into the Swap Account: (i) the amount of any Net Swap Payment or Swap Termination Payment
(other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider (after taking into account any upfront payment received from the counterparty to a replacement interest rate swap agreement) from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds and (ii) amounts received by the Trustee, for distribution in accordance with subsection (d) below. For federal income tax purposes, any amounts paid to the Swap Provider on each Distribution Date shall first be deemed paid to the Swap Provider in respect of REMIC 7 Regular Interest Swap-IO to the extent of the amount distributable on REMIC 7 Regular Interest Swap-IO on such Distribution Date, and any remaining amount shall be deemed paid to the Swap Provider in respect of a Class IO Distribution Amount (as defined below). Any Swap Termination Payment triggered by a Swap Provider Trigger Event owed to the Swap Provider pursuant to the Interest Rate Swap Agreement will be subordinated to distributions to the Holders of the Class A Certificates, Class B Certificates, and Class M Certificates and shall be paid as set forth under Section 4.02(b)(xviii).
(a) For federal income tax purposes, the Swap Account shall be owned by the majority Holder of the Class CE Certificates.
(b) To the extent that the Supplemental Interest Trust is determined to be a separate legal entity from the Trustee, any obligation of the Trustee under the Interest Rate Swap Agreement shall be deemed to be an obligation of the Supplemental Interest Trust.
(c) The Trustee shall treat the Holders of Certificates (other than the Class P, Class CE and Residual Certificates) as having entered into a notional principal contract with respect to the Holders of the Class CE Certificates. Pursuant to each such notional principal contract, all Holders of Certificates (other than the Class P, Class CE and Residual Certificates) shall be treated as having agreed to pay, on each Distribution Date, to the Holder of the Class CE Certificates an aggregate amount equal to the excess, if any, of (i) the amount payable on such Distribution Date on the REMIC 4 Regular Interest corresponding to such Class of Certificates over (ii) the amount payable on such Class of Certificates on such Distribution Date (such excess, a “Class IO Distribution Amount”). A Class IO Distribution Amount payable from interest collections shall be allocated pro rata among such Certificates based on the excess of (a) the amount of interest otherwise payable to such Certificates over (ii) the amount of interest payable to such Certificates at a per annum rate equal to the applicable Cap, and a Class IO Distribution Amount payable from principal collections shall be allocated to the most subordinate Class of Certificates with an outstanding principal balance to the extent of such balance. In addition, pursuant to such notional principal contract, the Holder of the Class CE Certificates shall be treated as having agreed to pay Cap Carryover Amounts to the Holders of the Certificates (other than the Class CE, Class P and Residual Certificates) in accordance with the terms of this Agreement. Any payments to the Certificates from amounts deemed received in respect of this notional principal contract shall not be payments with respect to a Regular Interest in a REMIC within the meaning of Code Section 860G(a)(1). However, any payment from the Certificates (other than the Class CE, Class P and Residual Certificates) of a Class IO Distribution Amount shall be treated for tax purposes as having been received by the Holders of such Certificates in respect of their interests in REMIC 4 and as having been paid by such Holders to the Trustee pursuant to the notional principal contract. Thus, each Certificate (other
than the Class P and Residual Certificates) shall be treated as representing not only ownership of Regular Interests in REMIC 4, but also ownership of an interest in, and obligations with respect to, a notional principal contract.
Section 4.10 |
Tax Treatment of Swap Payments and Swap Termination Payments. |
For federal income tax purposes, each holder of a Class A or Class M Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Cap Carryover Reserve Account or the Swap Account in respect of the Cap Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trustee will account for payments to each Class A and Class M Certificate as follows: each Class A and Class M Certificate will be treated as receiving their entire payment from REMIC 3 (regardless of any Swap Termination Paymen or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Class A or Class M Certificate. Resecuritization of any Class A or Class M Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization.
(a) The REMIC regular interest corresponding to a Class A or Class M Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the applicable Cap computed for this purpose by limiting the Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Class A or Class M Certificate may exceed the actual amount of distributions on the Class A or Clas M Certificate.
Section 4.11 |
Pre-Funding Accounts. |
(b) No later than the Closing Date, the Trustee shall establish and maintain two segregated trust accounts that are each Eligible Accounts, which shall be titled “Group 1 Pre-Funding Account, Xxxxx Fargo Bank, N.A., as trustee for the registered holders of Xxxxx Fargo Bank, N.A., as Trustee, in trust for the registered Holders of ABFC 2005-WMC1 Trust, ABFC Asset-Backed Certificates, Series 2005-WMC1” (the “Group 1 Pre-Funding Account”) and “Group 2 Pre-Funding Account, Xxxxx Fargo Bank, N.A., as trustee for the registered Holders of ABFC 2005-WMC1 Trust, ABFC Asset-Backed Certificates, Series 2005-WMC1” (the “Group 2 Pre-Funding Account”). The Trustee shall, promptly upon receipt, deposit in the applicable Pre-Funding Account and retain therein the Original Group 1 Pre-Funded Amount and
the Original Group 2 Pre-Funded Amount, as applicable, remitted on the Closing Date to the Trustee by the Depositor. Funds deposited in the Pre-Funding Accounts shall be held in trust by the Trustee for the Certificateholders for the uses and purposes set forth herein.
(c) The Trustee will invest funds deposited in the Pre-Funding Accounts as directed by the Depositor in Eligible Investments with a maturity date (i) no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee or an Affiliate manages or advises such investment, (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee or an Affiliate manages or advises such investment or (iii) within one Business Day of the Trustee’s receipt thereof. For federal income tax purposes, the Depositor shall be the owner of the Pre-Funding Accounts and shall report all items of income, deduction, gain or loss arising therefrom. All income and gain realized from investment of funds deposited in the Group 1 Pre-Funding Account and the Group 2 Pre-Funding Account shall be transferred to the Depositor or its designee, as applicable, at the following times: (i) on the Business Day immediately preceding each Distribution Date, if a Person other than the Trustee or an Affiliate of the Trustee manages or advises such investment, or on each Distribution Date, if the Trustee or an Affiliate of the Trustee manages or advises such investment, (ii) on the Business Day immediately preceding each Subsequent Transfer Date, if a Person other than the Trustee or an Affiliate of the Trustee manages or advises such investment, or on each Subsequent Transfer Date, if the Trustee or an Affiliate of the Trustee manages or advises such investment or (iii) within one Business Day of the Trustee’s receipt thereof. The Depositor shall deposit in the Pre-Funding Accounts the amount of any net loss incurred in respect of any such Eligible Investment immediately upon realization of such loss without any right of reimbursement therefor. At no time will the Pre-Funding Accounts be assets of any REMIC created hereunder.
(d) Amounts on deposit in the Pre-Funding Accounts shall be withdrawn by the Trustee as follows:
(i) On any Subsequent Transfer Date, the Trustee shall withdraw from the Group 1 Pre-Funding Account or the Group 2 Pre-Funding Account, as applicable, an amount equal to 100% of the Stated Principal Balances of the Subsequent Group 1 Mortgage Loans or the Subsequent Group 2 Mortgage Loans, as applicable, transferred and assigned to the Trustee for deposit in the Mortgage Pool on such Subsequent Transfer Date and pay such amount to or upon the order of the Depositor upon satisfaction of the conditions set forth in Section 2.08 with respect to such transfer and assignment;
(ii) If the amount on deposit in the Pre-Funding Accounts (exclusive of investment income) has not been reduced to zero during the Funding Period, on the day immediately following the termination of the Funding Period, the Trustee shall deposit into the Distribution Account any amounts remaining in the Pre-Funding Accounts (exclusive of investment income) for distribution in accordance with the terms hereof;
(iii) To withdraw any amount not required to be deposited in the Pre-Funding Accounts or deposited therein in error; and
(iv) To clear and terminate the Pre-Funding Accounts upon the earlier to occur of (A) the Distribution Date immediately following the end of the Funding Period and (B) the termination of this Agreement, with any amounts remaining on deposit therein being paid to the Holders of the Certificates then entitled to distributions in respect of principal.
Withdrawals pursuant to clauses (i), (ii) and (iii) shall be treated as contributions of cash to REMIC 1 on the date of withdrawal.
ARTICLE V
THE CERTIFICATES
Section 5.01 |
The Certificates. |
Each of the Class A-1, Class A-2A, Class A-2B, Class A-2C, Class A-2D, Class A-2MZ, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12, Class B-1, Class B-2, Class CE, Class P, Class R and Class R-X Certificates shall be substantially in the forms annexed hereto as exhibits, and shall, on original issue, be executed by the Trustee and authenticated and delivered by the Certificate Registrar to or upon the receipt of a Written Order to Authenticate from the Depositor concurrently with the sale and assignment to the Trustee of the Trust Fund. Each Class of the Floating Rate Certificates and Class CE Certificates shall be initially evidenced by one or more Certificates representing a Percentage Interest with a minimum dollar denomination of $25,000 and integral multiples of $1 in excess thereof; provided, however provided that the Offered Certificates must be purchased in minimum total investments of $100,000 per class. The Class P Certificates are issuable only in minimum Percentage Interests of 10%. Each Residual Certificate is issuable only as a single certificate.
The Certificates shall be executed on behalf of the Trust by manual or facsimile signature on behalf of the Trustee by a Responsible Officer. Certificates bearing the manual or facsimile signatures of individuals who were, at the time when such signatures were affixed, authorized to sign on behalf of the Trustee shall bind the Trust, notwithstanding that such individuals or any of them have ceased to be so authorized prior to the authentication and delivery of such Certificates or did not hold such offices at the date of such Certificate. No Certificate shall be entitled to any benefit under this Agreement or be valid for any purpose, unless such Certificate shall have been manually authenticated by the Certificate Registrar substantially in the form provided for herein, and such authentication upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Subject to Section 5.02(c), the Floating Rate Certificates shall be Book-Entry Certificates. The Class CE, Class P and Residual Certificates shall not be Book-Entry Certificates but shall be issued in fully registered certificate form.
Section 5.02 |
Registration of Transfer and Exchange of Certificates. |
(a) The Certificate Registrar shall cause to be kept at the Corporate Trust Office of the Trustee a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Certificate Registrar shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided. The Trustee shall initially serve as Certificate Registrar for the purpose of registering Certificates and transfers and exchanges of Certificates as herein provided. The Trustee as Certificate Registrar shall be subject to the same standards of care, limitations on liability and rights to indemnity as the Trustee, and the provisions of Sections 8.01, 8.02, 8.03, 8.04, 8.05, 8.14, 8.15 and 8.16 shall apply to the Certificate Registrar to the same extent as they apply to the Trustee. Any Certificate Registrar
appointed in accordance with this Section 5.02(a) may at any time resign by giving at least 30 days’ advance written notice of resignation to the Trustee, the Servicer and the Depositor, such resignation to become effective upon appointment of a successor Certificate Registrar.
Upon surrender for registration of transfer of any Certificate at any office or agency of the Certificate Registrar maintained for such purpose pursuant to the foregoing paragraph and, in the case of the Residual Certificates, upon satisfaction of the conditions set forth below, the Trustee on behalf of the Trust shall execute and the Certificate Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Certificates of the same aggregate Percentage Interest.
At the option of the Certificateholders, Certificates may be exchanged for other Certificates in authorized denominations and the same aggregate Percentage Interests, upon surrender of the Certificates to be exchanged at any such office or agency. Whenever any Certificates are so surrendered for exchange, the Trustee shall execute on behalf of the Trust and the Certificate Registrar shall authenticate and deliver the Certificates which the Certificateholder making the exchange is entitled to receive. Every Certificate presented or surrendered for registration of transfer or exchange shall (if so required by the Trustee or the Certificate Registrar) be duly endorsed by, or be accompanied by a written instrument of transfer satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder thereof or his attorney duly authorized in writing.
(b) Upon original issuance, the Book-Entry Certificates shall be issued in the form of one or more typewritten certificates, to be delivered to the Depository, the initial Depository, by, or on behalf of, the Depositor; or to, and deposited with the Trustee, on behalf of the Depository, if directed to do so pursuant to instructions from the Depository. Except as provided in paragraph (c) below, the Book-Entry Certificates shall at all times remain registered in the name of the Depository or its nominee and at all times: (i) registration of such Certificates may not be transferred by the Trustee except to another Depository; (ii) the Depository shall maintain book-entry records with respect to the Certificate Owners and with respect to ownership and transfers of such Certificates; (iii) ownership and transfers of registration of such Certificates on the books of the Depository shall be governed by applicable rules established by the Depository; (iv) the Depository may collect its usual and customary fees, charges and expenses from its Depository Participants; (v) the Trustee shall for all purposes deal with the Depository as representative of the Certificate Owners of the Certificates for purposes of exercising the rights of Holders under this Agreement, and requests and directions for and votes of such representative shall not be deemed to be inconsistent if they are made with respect to different Certificate Owners; (vi) the Trustee may rely and shall be fully protected in relying upon information furnished by the Depository with respect to its Depository Participants and furnished by the Depository Participants with respect to indirect participating firms and Persons shown on the books of such indirect participating firms as direct or indirect Certificate Owners; and (vii) the direct participants of the Depository shall have no rights under this Agreement under or with respect to any of the Certificates held on their behalf by the Depository, and the Depository may be treated by the Trustee and its agents, employees, officers and directors as the absolute owner of the Certificates for all purposes whatsoever.
All transfers by Certificate Owners of Book-Entry Certificates shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing such Certificate Owners. Each Depository Participant shall only transfer Book-Entry Certificates of Certificate Owners that it represents or of brokerage firms for which it acts as agent in accordance with the Depository’s normal procedures. The parties hereto are hereby authorized to execute a Letter of Representations with the Depository or take such other action as may be necessary or desirable to register a Book-Entry Certificate to the Depository. In the event of any conflict between the terms of any such Letter of Representation and this Agreement, the terms of this Agreement shall control.
(c) If the Depository advises the Trustee in writing that the Depository is no longer willing or able to discharge properly its responsibilities as Depository and the Trustee or the Depositor is unable to locate a qualified successor. Upon surrender to the Certificate Registrar of the Book-Entry Certificates by the Depository, accompanied by registration instructions from the Depository for registration, the Trustee shall, at the Trust’s expense, execute on behalf of the Trust and the Certificate Registrar shall authenticate definitive, fully registered certificates (the “Definitive Certificates”). None of the Depositor or the Trustee shall be liable for any delay in delivery of such instructions and may conclusively rely on, and shall be protected in relying on, such instructions. Upon the issuance of Definitive Certificates, the Trustee, the Certificate Registrar, the Servicer, any Paying Agent and the Depositor shall recognize the Holders of the Definitive Certificates as Certificateholders hereunder.
(d) No transfer, sale, pledge or other disposition of any Private Certificate shall be made unless such disposition is exempt from the registration requirements of the Securities Act of 1933, as amended (the “1933 Act”), and any applicable state securities laws or is made in accordance with the 1933 Act and laws. In the event of any such transfer (other than in connection with (i) the initial transfer of any such Certificate by the Depositor to an Affiliate of the Depositor or, in the case of the Class R-X Certificates, the first transfer by an Affiliate of the Depositor, (ii) the transfer of any such Class CE, Class P or Residual Certificate to the issuer under the Indenture or the indenture trustee under the Indenture or (iii) a transfer of any such Class CE, Class P or Residual Certificate from the issuer under the Indenture or the indenture trustee under the Indenture to the Depositor or an Affiliate of the Depositor) (i) unless such transfer is made in reliance upon Rule 144A (as evidenced by the investment letter delivered to the Certificate Registrar, in substantially the form attached hereto as Exhibit J-2) under the 1933 Act, the Certificate Registrar and the Depositor shall require a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Certificate Registrar and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from the 1933 Act or is being made pursuant to the 1933 Act, which Opinion of Counsel shall not be an expense of the Certificate Registrar or the Depositor or (ii) the Certificate Registrar shall require the transferor to execute a transferor certificate (in substantially the form attached hereto as Exhibit L) and the transferee to execute an investment letter (in substantially the form attached hereto as Exhibit J-1 or J-2 (in the case of the Class P, Class CE or Residual Certificate) or in the form of Exhibit J-2 (in the case of Class B-1 and Class B-2 Certificates)) acceptable to and in form and substance reasonably satisfactory to the Depositor and the Certificate Registrar certifying to the Depositor and the Certificate Registrar the facts surrounding such transfer, which investment letter shall not
be an expense of the Certificate Registrar or the Depositor. The Holder of a Private Certificate desiring to effect such transfer shall, and does hereby agree to, indemnify the Certificate Registrar and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. For purposes of clause (ii) of this Section 5.02(d) the representations required in any transferor certificate (substantially in the form of Exhibit L hereto) and any investment letter (substantially in the form of Exhibit J-2 hereto) shall be deemed to have made in connection with the transfer of any Private Certificate that is a Book-Entry Certificate.
No transfer of an ERISA-Restricted Certificate shall be made unless the Certificate Registrar shall have received either (i) a representation from the transferee of such Certificate, acceptable to and in form and substance satisfactory to the Certificate Registrar and the Depositor (such requirement is satisfied only by the Certificate Registrar’s receipt of a representation letter from the transferee substantially in the form of Exhibit I hereto, as appropriate), to the effect that such transferee is not an employee benefit plan or arrangement subject to Section 406 of ERISA, a plan subject to Section 4975 of the Code or a plan subject to any federal, state or local law (“Similar Law”) materially similar to the foregoing provisions of ERISA or the Code, nor a person acting on behalf of any such plan or arrangement nor using the assets of any such plan or arrangement to effect such transfer, (ii) (except in the case of the Residual Certificates) in the case of any such ERISA Restricted Certificate presented for registration in the name of an employee benefit plan subject to ERISA or a plan or arrangement subject to Section 4975 of the Code (or comparable provisions of any subsequent enactments), or a trustee of any such plan or any other person acting on behalf of any such plan or arrangement or using such plan’s or arrangement’s assets, an Opinion of Counsel satisfactory to the Certificate Registrar, to the effect that the purchase or holding of such ERISA Restricted Certificate will not constitute or result in a non-exempt prohibited transaction within the meaning of ERISA, Section 4975 of the Code or Similar Law and will not subject the Depositor, the Servicer, the Trustee, the NIMS Insurer or the Certificate Registrar to any obligation in addition to those expressly undertaken in this Agreement or to any liability or (iii) in the case of a Class B-1 or Class B-2 Certificate (A) it is an insurance company, (B) the source of funds used to purchase the Certificate is an “insurance company general account” (as such term is defined in Section V(e) of Prohibited Transaction Class Exemption 95-60 (“PTE 95-60”), (C) there is no Plan with respect to which the amount of such general account’s reserves and liabilities for the contract(s) held by or on behalf of such Plan and all other Plans maintained by the same employer (or affiliate thereof as defined in Section V(a)(1) of PTE 95-60) or by the same employee organization exceeds 10% of the total of all reserves and liabilities of such general account (as such amounts are determined under Section I(a) of PTE 95-60) at the date of acquisition and (D) all Plans that have an interest in such general account are Plans to which PTE 95-60 applies. Neither a certification nor an Opinion of Counsel will be required in connection with (i) the initial transfer of any such Certificate by the Depositor to an Affiliate of the Depositor, (ii) the transfer of any such Class CE, Class P or Residual Certificate to the issuer under the Indenture or the indenture trustee under the Indenture or (iii) a transfer of any such Class CE, Class P or Residual Certificate from the issuer under the Indenture or the indenture trustee under the Indenture to the Depositor or an Affiliate of the Depositor (in which case, the Depositor or any Affiliate thereof shall have deemed to have represented that such Affiliate is not a Plan or a Person investing Plan Assets) and the Trustee shall be entitled to conclusively
rely upon a representation (which, upon the request of the Trustee, shall be a written representation) from the Depositor of the status of such transferee as an affiliate of the Depositor. For purposes of clause (i) of the preceding sentence, such representation shall be deemed to have been made to the Certificate Registrar by the acceptance by a Certificate Owner of the beneficial interest in any such Class of ERISA-Restricted Certificates, unless the Certificate Registrar shall have received from the transferee an alternative representation acceptable in form and substance to the Depositor. Notwithstanding anything else to the contrary herein, any purported transfer of an ERISA-Restricted Certificate to or on behalf of an employee benefit plan subject to ERISA, Section 4975 of the Code or Similar Law without the delivery to the Certificate Registrar of an Opinion of Counsel satisfactory to the Certificate Registrar as described above shall be void and of no effect.
For so long as the Supplemental Interest Trust is in existence, each beneficial owner of a Class A or Class M Certificate or any interest therein, shall be deemed to have represented, by virtue of its acquisition or holding of the offered certificate, or interest therein, that either (i) it is not a Plan or (ii) (A) it is an accredited investor within the meaning of the Exemption and (B) the acquisition and holding of such certificate and the separate right to receive payments from the Supplemental Interest Trust are eligible for the exemptive relief available under one Department of Labor Prohibited Transaction Class Exemption 84-14 (for transactions by independent “qualified professional asset managers”), 91-38 (for transactions by bank collective investment funds), 90-1 (for transactions by insurance company pooled separate accounts), 95-60 (for transactions by insurance company general accounts) or 96-23 (for transactions effected by “in-house asset managers”).
Following termination of the Supplemental Interest Trust, each beneficial owner of a Class M Certificate or any interest therein will be deemed to have represented, by virtue of its acquisition or holding of that certificate or interest therein, that either (i) it is not a plan investor, (ii) it has acquired and is holding such Certificates in reliance on the Exemption, and that it understands that there are certain conditions to the availability of the Exemption, including that the Certificates must be rated, at the time of purchase, not lower than “BBB-” (or its equivalent) by Xxxxx’x, S&P or Fitch or (iii) (1) it is an insurance company, (2) the source of funds used to acquire or hold the certificate or interest therein is an “insurance company general account,” as such term is defined in PTCE 95-60, and (3) the conditions in Sections I and III of PTCE 95-60 have been satisfied.
Each Person who has or who acquires any Ownership Interest in a Residual Certificate shall be deemed by the acceptance or acquisition of such Ownership Interest to have agreed to be bound by the following provisions and to have irrevocably appointed the Depositor or its designee as its attorney-in-fact to negotiate the terms of any mandatory sale under clause (v) below and to execute all instruments of transfer and to do all other things necessary in connection with any such sale, and the rights of each Person acquiring any Ownership Interest in a Residual Certificate are expressly subject to the following provisions:
(i) Each Person holding or acquiring any Ownership Interest in a Residual Certificate shall be a Permitted Transferee and shall promptly notify the Certificate Registrar of any change or impending change in its status as a Permitted Transferee.
(ii) No Person shall acquire an Ownership Interest in a Residual Certificate unless such Ownership Interest is a pro rata undivided interest.
(iii) In connection with any proposed transfer of any Ownership Interest in a Residual Certificate, the Certificate Registrar shall as a condition to registration of the transfer, require delivery to it, in form and substance satisfactory to it, of each of the following:
A. an affidavit in the form of Exhibit K hereto from the proposed transferee to the effect that, among other things, such transferee is a Permitted Transferee and that it is not acquiring its Ownership Interest in a Residual Certificate that is the subject of the proposed transfer as a nominee, trustee or agent for any Person who is not a Permitted Transferee; and
B. a covenant of the proposed transferee to the effect that the proposed transferee agrees to be bound by and to abide by the transfer restrictions applicable to Residual Certificates.
(iv) Any attempted or purported transfer of any Ownership Interest in a Residual Certificate in violation of the provisions of this Section shall be absolutely null and void and shall vest no rights in the purported transferee. If any purported transferee shall, in violation of the provisions of this Section, become the Holder of a Residual Certificate, then the prior Holder of such Residual Certificate that is a Permitted Transferee shall, upon discovery that the registration of transfer of such Residual Certificate was not in fact permitted by this Section, be restored to all rights as Holder thereof retroactive to the date of registration of transfer of such Residual Certificate. The Certificate Registrar shall be under no liability to any Person for any registration of transfer of a Residual Certificate that is in fact not permitted by this Section or for making any distributions due on such Residual Certificate to the Holder thereof or taking any other action with respect to such Holder under the provisions of this Agreement so long as the Certificate Registrar received the documents specified in clause (iii). The Trustee shall be entitled to recover from any Holder of a Residual Certificate that was in fact not a Permitted Transferee at the time such distributions were made all distributions made on such Residual Certificate. Any such distributions so recovered by the Trustee shall be distributed and delivered by the Trustee to the prior Holder of such Residual Certificate that is a Permitted Transferee.
(v) If any Person other than a Disqualified Organization acquires any Ownership Interest in a Residual Certificate in violation of the restrictions in this Section, then the Certificate Registrar shall have the right but not the obligation, without notice to the Holder of such Residual Certificate or any other Person having an Ownership Interest therein, to notify the Depositor to arrange for the sale of such Residual Certificate. The proceeds of such sale, net of commissions (which may include commissions payable to the Depositor or its affiliates in connection with such sale), expenses and taxes due, if any, will be remitted by the Trustee to the previous Holder of such Residual Certificate that is a Permitted Transferee, except that in the event that the Trustee determines that the Holder of such Residual Certificate may be liable for any amount due under this Section or any other provisions of this Agreement, the Trustee may withhold a corresponding amount from such
remittance as security for such claim. The terms and conditions of any sale under this clause (v) shall be determined in the sole discretion of the Trustee and it shall not be liable to any Person having an Ownership Interest in such Residual Certificate as a result of its exercise of such discretion.
(vi) If any Person other than a Permitted Transferee acquires any Ownership Interest in a Residual Certificate in violation of the restrictions in this Section, then the Trustee will provide to the Internal Revenue Service, and to the persons specified in Sections 860E(e)(3) and (6) of the Code, information needed to compute the tax imposed under Section 860E(e)(5) of the Code on transfers of residual interests to disqualified organizations. The Trustee shall be entitled to reasonable compensation for providing such information from the person to whom it is provided.
The foregoing provisions of this Section shall cease to apply to transfers occurring on or after the date on which there shall have been delivered to the Certificate Registrar, in form and substance satisfactory to the Certificate Registrar, (i) written notification from each Rating Agency that the removal of the restrictions on Transfer set forth in this Section will not cause such Rating Agency to downgrade its rating of the Certificates and (ii) an Opinion of Counsel to the effect that such removal will not cause any REMIC created hereunder to fail to qualify as a REMIC.
(e) No service charge shall be made for any registration of transfer or exchange of Certificates of any Class, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
All Certificates surrendered for registration of transfer or exchange shall be cancelled by the Certificate Registrar and disposed of pursuant to its standard procedures.
Section 5.03 |
Mutilated, Destroyed, Lost or Stolen Certificates. |
If (i) any mutilated Certificate is surrendered to the Certificate Registrar or the Certificate Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Certificate and (ii) there is delivered to the Trustee, the Depositor, the NIMS Insurer and the Certificate Registrar such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Trustee or the Certificate Registrar that such Certificate has been acquired by a bona fide purchaser, the Trustee shall execute on behalf of the Trust, and the Certificate Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and Percentage Interest. Upon the issuance of any new Certificate under this Section, the Trustee or the Certificate Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee and the Certificate Registrar) in connection therewith. Any duplicate Certificate issued pursuant to this Section, shall constitute complete and indefeasible evidence of ownership in the Trust, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.
Section 5.04 |
Persons Deemed Owners. |
The Servicer, the Depositor, the NIMS Insurer, the Trustee, the Certificate Registrar, any Paying Agent and any agent of the Servicer, the Depositor, the NIMS Insurer, the Certificate Registrar, any Paying Agent or the Trustee may treat the Person, including a Depository, in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 4.01 and 4.02 and for all other purposes whatsoever, and none of the Servicer, the Trust, the NIMS Insurer, the Trustee nor any agent of any of them shall be affected by notice to the contrary.
Section 5.05 |
Appointment of Paying Agent. |
The Paying Agent shall make distributions to Certificateholders from the Distribution Account pursuant to Section 4.01 and 4.02 and shall report the amounts of such distributions to the Trustee. The duties of the Paying Agent may include the obligation to distribute statements and provide information to Certificateholders as required hereunder. The Paying Agent hereunder shall at all times be an entity duly incorporated and validly existing under the laws of the United States of America or any state thereof, authorized under such laws to exercise corporate trust powers and subject to supervision or examination by federal or state authorities. The Paying Agent shall initially be the Trustee. The Trustee may appoint a successor to act as Paying Agent, which appointment shall be reasonably satisfactory to the Depositor, the NIMS Insurer and the Rating Agencies. The Trustee as Paying Agent shall be subject to the same standards of care, limitations on liability and rights to indemnity as the Trustee, and the provisions of Sections 8.01, 8.02, 8.03, 8.04, 8.05, 8.14, 8.15 and 8.16 shall apply to the Paying Agent to the same extent as they apply to the Trustee. Any Paying Agent appointed in accordance with this Section 5.05 may at any time resign by giving at least 30 days’ advance written notice of resignation to the Trustee, the Servicer, the NIMS Insurer and the Depositor, such resignation to become effective upon appointment of a successor Paying Agent.
ARTICLE VI
THE SERVICER AND THE DEPOSITOR
Section 6.01 |
Liability of the Servicer and the Depositor. |
The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by the Servicer herein. The Depositor shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by the Depositor.
Section 6.02 Merger or Consolidation of, or Assumption of the Obligations of, the Servicer or the Depositor.
Any entity into which the Servicer or the Depositor may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Servicer or the Depositor shall be a party, or any corporation succeeding to the business of the
Servicer or the Depositor, shall be the successor of the Servicer or the Depositor, as the case may be, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor servicer shall satisfy all the requirements of Section 7.02 with respect to the qualifications of a successor servicer.
Section 6.03 |
Limitation on Liability of the Servicer and Others. |
Neither the Servicer nor any of the directors or officers or employees or agents of the Servicer shall be under any liability to the Trust or the Certificateholders for any action taken or for refraining from the taking of any action by the Servicer in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Servicer or any such Person against any liability which would otherwise be imposed by reason of its willful misfeasance, bad faith or negligence in the performance of duties of the Servicer or by reason of its reckless disregard of its obligations and duties of the Servicer hereunder; provided, further, that this provision shall not be construed to entitle the Servicer to indemnity in the event that amounts advanced by the Servicer to retire any senior lien exceed Liquidation Proceeds (in excess of related liquidation expenses) realized with respect to the related Mortgage Loan. The Servicer and any director or officer or employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Servicer and any director or officer or employee or agent of the Servicer shall be indemnified by the Trust and held harmless against any loss, liability or expense incurred in connection with any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense incurred by reason of its willful misfeasance, bad faith or negligence in the performance of duties hereunder or by reason of its reckless disregard of obligations and duties hereunder. The Servicer shall not be under any obligation to appear in, prosecute or defend any legal action unless such action is related to its duties under this Agreement; provided however, that the Servicer may in its discretion undertake any such action which it may deem necessary or desirable in respect of this Agreement, and the rights and duties of the parties hereto and the interests of the Certificateholders hereunder. In such event, the reasonable legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust and the Servicer shall be entitled to pay such expenses from the proceeds of the Trust or to be reimbursed therefor pursuant to Section 3.05 upon presentation to the Trustee of documentation of such expenses, costs and liabilities. The Servicer’s right to indemnity or reimbursement pursuant to this Section shall survive any resignation or termination of the Servicer pursuant to Section 6.04 or 7.01 with respect to any losses, expenses, costs or liabilities arising prior to such resignation or termination (or arising from events that occurred prior to such resignation or termination). This paragraph shall apply to the Servicer solely in its capacity as Servicer hereunder and in no other capacities.
Section 6.04 |
Servicer Not to Resign. |
Subject to the provisions of Section 7.01 and Section 6.02, the Servicer shall not resign from the obligations and duties hereby imposed on it except (i) upon determination that the performance of its obligations or duties hereunder are no longer permissible under applicable law or are in material conflict by reason of applicable law with any other activities carried on by
it or its subsidiaries or Affiliates, the other activities of the Servicer so causing such a conflict being of a type and nature carried on by the Servicer or its subsidiaries or Affiliates at the date of this Agreement or (ii) upon satisfaction of the following conditions: (a) the Servicer has proposed a successor servicer to the Trustee and the NIMS Insurer in writing and such proposed successor servicer is reasonably acceptable to the Trustee and the NIMS Insurer; and (b) each Rating Agency shall have delivered a letter to the Trustee and the NIMS Insurer prior to the appointment of the successor servicer stating that the proposed appointment of such successor servicer as Servicer hereunder will not result in the reduction or withdrawal of the then current rating of the Regular Certificates or the ratings that are in effect; provided, however, that no such resignation by the Servicer shall become effective until such successor servicer or, in the case of (i) above, the Trustee shall have assumed the Servicer’s responsibilities and obligations hereunder or the Trustee shall have designated a successor servicer in accordance with Section 7.02. Any such resignation shall not relieve the Servicer of responsibility for any of the obligations specified in Sections 7.01 and 7.02 as obligations that survive the resignation or termination of the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Trustee and the NIMS Insurer.
Section 6.05 |
Delegation of Duties. |
(a) In the ordinary course of business, the Servicer at any time may delegate any of its duties hereunder to any Person, including any of its Affiliates, who agrees to conduct such duties in accordance with standards comparable to those set forth in Section 3.01. Such delegation shall not relieve the Servicer of its liabilities and responsibilities with respect to such duties and shall not constitute a resignation within the meaning of Section 6.04. The Servicer shall provide the Trustee, the NIMS Insurer and the Rating Agencies with 60 days prior written notice prior to the delegation of any of its duties to any Person other than any of the Servicer’s Affiliates or their respective successors and assigns.
(b) The Servicer is hereby authorized, with the consent of the NIMS Insurer, such consent not to be unreasonably withheld and without consent of any other party, to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (together with such Person’s successors and assigns, an “Advancing Person”) the Servicer’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. The Servicer shall notify each other party to this Agreement prior to or promptly after entering into or terminating any Advance Facility. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer’s behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement. If the Servicer enters into an Advance Facility, and for so long as an Advancing Person remains entitled to receive reimbursement for any Advances and/or Servicing Advances, as applicable, pursuant to this Agreement, then the Servicer shall not be permitted to reimburse itself for Advances and/or Servicing Advances, but instead the Servicer shall be required to remit amounts collected that would otherwise be retained by the Servicer to reimburse it for the
amount of previously unreimbursed Advances (“Advance Reimbursements”) and/or previously unreimbursed Servicing Advances (“Servicing Advance Reimbursements” and together with Advance Reimbursements, “Reimbursements”) (in each case to the extent such type of Reimbursements are included in the Advance Facility) in accordance with the documentation establishing the Advance Facility to such Advancing Person or to a trustee, agent or custodian (an “Advance Facility Trustee”) designated by such Advancing Person. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursements or Servicing Advance Reimbursements be included in the “Available Funds” or distributed to Certificateholders. If the terms of a facility proposed to be entered into with an Advancing Person by the Servicer would not materially and adversely affect the interests of any Certificateholder, then the NIMS Insurer shall not withhold its consent to the Servicer’s entering such facility.
Reimbursements shall consist solely of amounts in respect of Advances and/or Servicing Advances made with respect to the Mortgage Loans for which the Servicer would be permitted to reimburse itself in accordance with this Agreement, assuming the Servicer had made the related Advance(s) and/or Servicing Advance(s). Notwithstanding the foregoing, no Person shall be entitled to reimbursement from funds held in the Collection Account for future distribution to Certificateholders pursuant to this Agreement. None of the Depositor or the Trustee shall have any duty or liability with respect to the calculation or payment of any Reimbursements, nor shall the Depositor or the Trustee have any responsibility to track or monitor the administration of the Advance Facility or the payment of Reimbursements to the related Advancing Person or Advance Facility Trustee. The Servicer shall maintain and provide to any successor servicer and (upon request) the Trustee a detailed accounting on a loan by loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor servicer shall be entitled to rely on any such information provided by the predecessor servicer, and the successor servicer shall not be liable for any errors in such information.
An Advancing Person who receives an assignment or pledge of the rights to be reimbursed for Advances and/or Servicing Advances, and/or whose obligations hereunder are limited to the funding of Advances and/or Servicing Advances shall not be required to meet the criteria for qualification of a subservicer set forth in this Agreement.
The documentation establishing any Advance Facility shall require that reimbursements distributed with respect to each Mortgage Loan be allocated to outstanding unreimbursed Advances or Servicing Advances (as the case may be) made with respect to that Mortgage Loan on a “first in, first out” (FIFO) basis. Such documentation establishing any Advance Facility shall also require the Servicer to provide to the related Advancing Person or Advance Facility Trustee loan by loan information with respect to each Reimbursement distributed to such Advancing Person or Advance Facility Trustee on each Distribution Date to enable the Advancing Person or Advance Facility Trustee to make this FIFO allocation of each Reimbursement with respect to each Mortgage Loan. The Servicer shall remain entitled to be reimbursed by the Advancing Person or Advance Facility Trustee for all Advances and Servicing Advances funded by the Servicer to the extent the related rights to be reimbursed therefor have not been assigned or pledged to an Advancing Person.
The Servicer shall indemnify the Depositor, the Trustee, the NIMS Insurer, any successor servicer and the Trust Fund resulting from any claim by the related Advancing Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee or any successor servicer.
Any amendment to this Section 6.05(b) or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 6.05(b), including amendments to add provisions relating to a successor servicer, may be entered into by the Trustee, the Depositor and the Servicer without the consent of any Certificateholder but with the consent of the NIMS Insurer, provided such amendment complies with Section 11.01 hereof. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. Prior to entering into an Advance Facility, the Servicer shall notify the lender under such facility in writing that: (a) the Advances and/or Servicing Advances financed by and/or pledged to the lender are obligations owed to the Servicer on a non-recourse basis payable only from the cash flows and proceeds received under this Agreement for reimbursement of Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not otherwise obligated or liable to repay any Advances and/or Servicing Advances financed by the lender; (b) the Servicer will be responsible for remitting to the lender the applicable amounts collected by it as reimbursement for Advances and/or Servicing Advances funded by the lender, subject to the restrictions and priorities created in this Agreement; and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and the lender.
ARTICLE VII
DEFAULT
Section 7.01 |
Servicer Events of Termination. |
(a) If any one of the following events (“Servicer Events of Termination”) shall occur and be continuing:
(i) (A) The failure by the Servicer to make any Advance or to pay Compensating Interest; or (B) any other failure by the Servicer to deposit in the Collection Account or remit to the Trustee for deposit in the Distribution Account any payment required to be made under the terms of this Agreement, which failure continues unremedied for a period of one Business Day after the first date on which (x) the Servicer has knowledge of such failure or (y) written notice of such failure is given to the Servicer; or
(ii) The failure by the Servicer to make any required Servicing Advance which failure continues unremedied for a period of 30 days, or the failure by the Servicer duly to observe or perform, in any material respect, any other covenants, obligations or agreements of the Servicer as set forth in this Agreement, which failure continues unremedied for a period of 30 days, after the date (A) on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Trustee or the NIMS Insurer or by any Holder of a Regular Certificate evidencing at least 25% of the Voting Rights or (B) actual knowledge of such failure by a Servicing Officer of the Servicer; or
(iii) The entry against the Servicer of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a trustee, conservator, receiver or liquidator in any insolvency, conservatorship, receivership, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of 60 days; or
(iv) The Servicer shall voluntarily go into liquidation, consent to the appointment of a conservator or receiver or liquidator or similar person in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or of or relating to all or substantially all of its property; or a decree or order of a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver, liquidator or similar person in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Servicer and such decree or order shall have remained in force undischarged, unbonded or unstayed for a period of 60 days; or the Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations.
(b) Then, and in each and every such case, so long as a Servicer Event of Termination shall not have been remedied within the applicable grace period, (x) with respect solely to clause (i)(A) above, if such Advance is not made by 2:00 P.M., New York time, on the Business Day immediately following the Servicer Remittance Date, the Trustee may terminate all of the rights and obligations of the Servicer under this Agreement and the Trustee, or a successor servicer appointed in accordance with Section 7.02, shall immediately make such Advance and assume, pursuant to Section 7.02, the duties of a successor servicer and (y) in the case of (i)(B), (ii), (iii) and (iv) above, the Trustee shall, at the direction of the NIMS Insurer or Holders of each Class of Regular Certificates evidencing Percentage Interests aggregating not less than 51%, by notice then given in writing to the Servicer (and to the Trustee if given by Holders of Certificates), terminate all of the rights and obligations of the Servicer as servicer under this Agreement. Any such notice to the Servicer shall also be given to each Rating Agency, the NIMS Insurer and the Depositor. On or after the receipt by the Servicer (and by the Trustee if such notice is given by the Holders) of such written notice, all authority and power of the Servicer under this Agreement, whether with respect to the Certificates or the Mortgage Loans or otherwise, shall pass to and be vested in the Trustee pursuant to and under this Section or successor servicer appointed in connection with Section 7.02; and, without limitation, the Trustee or successor servicer is hereby authorized and empowered to execute and deliver, on behalf of the Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement of each Mortgage Loan and Related Documents or otherwise. The Servicer agrees to cooperate with the Trustee (or the applicable successor servicer) in effecting the termination of the responsibilities and rights of the Servicer hereunder, including, without limitation, the delivery to the Trustee (or the applicable successor servicer) of all documents and records requested by it to enable it to assume the Servicer’s functions under this Agreement within ten Business Days subsequent to such notice, the transfer within one Business Day subsequent to such notice to the Trustee (or the applicable successor servicer) for the administration by it of all cash amounts that shall at the time be held by the Servicer and to be deposited by it in the Collection Account, the Distribution Account or any Escrow Account or that have been deposited by the Servicer in such accounts or thereafter received by the Servicer with respect to the Mortgage Loans or any REO Property received by the Servicer. All reasonable out-of-pocket costs and expenses (including attorneys’ fees) incurred in connection with transferring the servicing to the successor servicer and amending this Agreement to reflect such succession as Servicer pursuant to this Section shall be paid by the predecessor servicer (or if the predecessor servicer is the Trustee, the initial servicer) upon presentation of reasonable documentation of such costs and expenses, and if such predecessor Servicer defaults in its obligation to pay such costs, such costs shall be paid by the successor Servicer or the Trustee (in which case the successor Servicer or the Trustee shall be entitled to reimbursement therefor from the assets of the Trust).
Notwithstanding any termination of the activities of a Servicer hereunder, the Servicer shall be entitled to receive payment of all accrued and unpaid Servicing Fees and reimbursement for all outstanding Advances and Servicing Advances properly made prior to the date of termination.
Section 7.02 |
Trustee to Act; Appointment of Successor. |
(a) Within 90 days of the time the Servicer (and the Trustee, if notice is sent by the Holders) receives a notice of termination pursuant to Section 7.01 or 6.04, the Trustee (or such other successor servicer as is approved in accordance with this Agreement) shall be the successor in all respects to the Servicer in its capacity as servicer under this Agreement and the transactions set forth or provided for herein and shall be subject to all the responsibilities, duties and liabilities relating thereto placed on the Servicer by the terms and provisions hereof arising on and after its succession. As compensation therefor, the Trustee (or such other successor servicer) shall be entitled to such compensation as the Servicer would have been entitled to hereunder if no such notice of termination had been given. Notwithstanding the above, (i) if the Trustee is unwilling to act as successor servicer or (ii) if the Trustee is legally unable so to act, the Trustee shall appoint or petition a court of competent jurisdiction to appoint, any established housing and home finance institution, bank or other mortgage loan or home equity loan servicer having a net worth of not less than $50,000,000 as the successor to the Servicer hereunder in the assumption of all or any part of the responsibilities, duties or liabilities of the Servicer hereunder; provided, that the appointment of any such successor servicer will not result in the qualification, reduction or withdrawal of the ratings assigned to the Certificates or the ratings that are in effect by the Rating Agencies as evidenced by a letter to such effect from the Rating Agencies and that, in the case of a successor servicer appointed by the Trustee, such successor servicer is reasonably acceptable to the NIMS Insurer. Pending appointment of a successor to the Servicer hereunder, unless the Trustee is prohibited by law from so acting, the Trustee shall act in such capacity as hereinabove provided. In connection with such appointment and assumption, the successor shall be entitled to receive compensation out of payments on Mortgage Loans in an amount equal to the compensation which the Servicer would otherwise have received pursuant to Section 3.18 (or such other compensation as the Trustee and such successor shall agree, not to exceed the Servicing Fee). The successor servicer shall be entitled to withdraw from the Collection Account all costs and expenses associated with the transfer of the servicing to the successor servicer, including costs and expenses of the Trustee. The appointment of a successor servicer shall not affect any liability of the predecessor servicer which may have arisen under this Agreement prior to its termination as Servicer to pay any deductible under an insurance policy pursuant to Section 3.11 or to indemnify the parties indicated in Section 3.26 pursuant to the terms thereof, nor shall any successor servicer be liable for any acts or omissions of the predecessor servicer or for any breach by such servicer of any of its representations or warranties contained herein or in any related document or agreement. The Trustee and such successor shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession.
(b) Any successor, including the Trustee, to the Servicer as servicer shall during the term of its service as servicer continue to service and administer the Mortgage Loans for the benefit of Certificateholders, and maintain in force a policy or policies of insurance covering errors and omissions in the performance of its obligations as Servicer hereunder and a Fidelity Bond in respect of its officers, employees and agents to the same extent as the Servicer is so required pursuant to Section 3.12.
Section 7.03 |
Waiver of Defaults. |
The Holders of Certificates entitled to at least 66 2/3% of the Voting Rights allocated to the Classes of Certificates affected by a Servicer Event of Termination may, on behalf of all Certificateholders, and with the consent of the NIMS Insurer, waive any events permitting removal of the Servicer as servicer pursuant to this Article VII, provided, however, that such Holders may not waive a default in making a required distribution on a Certificate without the consent of the Holder of such Certificate and the NIMS Insurer. Upon any waiver of a past default, such default shall cease to exist and any Servicer Event of Termination arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived. Notice of any such waiver shall be given by the Trustee to the Rating Agencies.
Section 7.04 |
Notification to Certificateholders. |
(a) On any termination or appointment of a successor to the Servicer pursuant to this Article VII or Section 6.04, the Trustee shall give prompt written notice thereof to the Certificateholders at their respective addresses appearing in the Certificate Register, the NIMS Insurer and each Rating Agency.
(b) No later than 60 days after the occurrence of any event which constitutes or which, with notice or a lapse of time or both, would constitute a Servicer Event of Termination for five Business Days after a Responsible Officer of the Trustee becomes aware of the occurrence of such an event, the Trustee shall transmit by mail to the NIMS Insurer and all Certificateholders notice of such occurrence unless such default or Servicer Event of Termination shall have been waived or cured. Such notice shall be given to the Rating Agencies promptly after any such occurrence.
Section 7.05 |
Survivability of Servicer Liabilities. |
Notwithstanding anything herein to the contrary, upon termination of the Servicer hereunder, any liabilities of the Servicer which accrued prior to such termination shall survive such termination.
ARTICLE VIII
THE TRUSTEE
Section 8.01 |
Duties of Trustee. |
The Trustee, prior to the occurrence of a Servicer Event of Termination of which a Responsible Officer of the Trustee shall have actual knowledge and after the curing of all Servicer Events of Termination which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Agreement. If a Servicer Event of Termination has occurred (which has not been cured) of which a Responsible Officer has actual knowledge, the Trustee shall exercise such of the rights and powers vested in it by this Agreement, and use the same degree of care and skill in their exercise, as a prudent person would exercise or use under the circumstances in the conduct of such person’s own affairs.
The Trustee, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to the Trustee which are specifically required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they conform to the requirements of this Agreement; provided, however, that that the Trustee shall not be responsible for the accuracy or content of any resolution, certificate, statement, opinion, report, document, order or other instrument furnished by the Servicer, the Seller, the NIMS Insurer or the Depositor hereunder. If any such instrument is found not to conform in any material respect to the requirements of this Agreement, the Trustee shall notify the Certificateholders of such instrument in the event that the Trustee, after so requesting, does not receive a satisfactorily corrected instrument.
No provision of this Agreement shall be construed to relieve the Trustee from liability for its own negligent action, its own negligent failure to act or its own misconduct; provided, however, that:
(i) prior to the occurrence of a Servicer Event of Termination of which a Responsible Officer of the Trustee shall have actual knowledge, and after the curing of all such Servicer Events of Termination which may have occurred, the duties and obligations of the Trustee shall be determined solely by the express provisions of this Agreement, the Trustee shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement, no implied covenants or obligations shall be read into this Agreement against the Trustee and, in the absence of bad faith on the part of the Trustee, the Trustee may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any certificates or opinions furnished to the Trustee and conforming to the requirements of this Agreement;
(ii) the Trustee shall not be personally liable for an error of judgment made in good faith by a Responsible Officer of the Trustee, unless it shall be proved that the Trustee was negligent in ascertaining or investigating the facts related thereto;
(iii) the Trustee shall not be personally liable with respect to any action taken, suffered or omitted to be taken by it in good faith in accordance with the direction of the NIMS Insurer or the Majority Certificateholders relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising or omitting to exercise any trust or power conferred upon the Trustee under this Agreement; and
(iv) the Trustee shall not be charged with knowledge of any failure by the Servicer to comply with the obligations of the Servicer referred to in clauses (i) and (ii) of Section 7.01(a) or any Servicer Event of Termination unless a Responsible Officer of the Trustee at the Corporate Trust Office obtains actual knowledge of such failure or the Trustee receives written notice of such failure from the Servicer, the NIMS Insurer or the Majority Certificateholders. In the absence of such receipt of such notice, the Trustee may conclusively assume that there is no Servicer Event of Termination.
The Trustee shall not be required to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if there is reasonable ground for believing that the repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it, and none of the provisions contained in this Agreement shall in any event require the Trustee to perform, or be responsible for the manner of performance of, any of the obligations of the Servicer under this Agreement, except during such time, if any, as the Trustee shall be the successor to, and be vested with the rights, duties, powers and privileges of, the Servicer in accordance with the terms of this Agreement.
The Trustee shall not have any duty (A) to see to any recording, filing, or depositing of this Agreement or any agreement referred to herein or any financing statement or continuation statement evidencing a security interest, or to see to the maintenance of any such recording or filing or depositing or to any rerecording, refiling or redepositing of any thereof, (B) to see to any insurance or (C) to see to the payment or discharge of any tax, assessment, or other governmental charge or any lien or encumbrance of any kind owing with respect to, assessed or levied against, any part of the Trust Fund other than from funds available in the Distribution Account.
Section 8.02 |
Certain Matters Affecting the Trustee. | ||
(a) |
Except as otherwise provided in Section 8.01: |
| |
(i) the Trustee may request and rely upon, and shall be protected in acting or refraining from acting upon, any resolution, Officer’s Certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, appraisal, bond or other paper or document reasonably believed by it to be genuine and to have been signed or presented by the proper party or parties;
(ii) the Trustee may consult with counsel and any advice or Opinion of Counsel shall be full and complete authorization and protection in respect of any action taken or suffered or omitted by it hereunder in good faith and in accordance with such advice or Opinion of Counsel;
(iii) the Trustee shall not be under any obligation to exercise any of the rights or powers vested in it by this Agreement, or to institute, conduct or defend any litigation hereunder or in relation hereto, at the request, order or direction of the Certificateholders or the NIMS Insurer pursuant to the provisions of this Agreement, unless such Certificateholders or the NIMS Insurer shall have offered to the Trustee reasonable security or indemnity against the costs, expenses and liabilities which may be incurred therein or thereby; the right of the Trustee to perform any discretionary act enumerated in this Agreement shall not be construed as a duty, and the Trustee shall not be answerable for other than its negligence or willful misconduct in the performance of any such act;
(iv) the Trustee shall not be personally liable for any action taken, suffered or omitted by it in good faith and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement;
(v) prior to the occurrence of a Servicer Event of Termination and after the curing of all Servicer Events of Termination which may have occurred, the Trustee shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, approval, bond or other paper or documents, unless requested in writing to do so by the Majority Certificateholders or the NIMS Insurer; provided, however, that if the payment within a reasonable time to the Trustee of the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee, not reasonably assured to the Trustee by the security afforded to it by the terms of this Agreement, the Trustee may require reasonable indemnity against such cost, expense or liability as a condition to such proceeding. The reasonable expense of every such examination shall be paid by the Servicer or, if paid by the Trustee, shall be reimbursed by the Servicer upon demand. Nothing in this clause (v) shall derogate from the obligation of the Servicer to observe any applicable law prohibiting disclosure of information regarding the Mortgagors;
(vi) the Trustee shall not be accountable, have any liability or make any representation as to any acts or omissions hereunder of the Servicer until such time as the Trustee may be required to act as Servicer pursuant to Section 7.02;
(vii) the Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys or a custodian and the Trustee shall not be responsible for any misconduct or negligence on the part of any such agent, attorney or custodian appointed by it with due care; and
(viii) the right of the Trustee to perform any discretionary act enumerated in this Agreement shall not be construed as a duty, and the Trustee shall not be answerable for other than its negligence or willful misconduct in the performance of such act.
Section 8.03 |
Trustee Not Liable for Certificates or Mortgage Loans. |
The recitals contained herein and in the Certificates (other than the authentication of the Trustee on the Certificates) shall be taken as the statements of the Depositor, and the Trustee assumes no responsibility for the correctness of the same. The Trustee makes no
representations as to the validity or sufficiency of this Agreement or of the Certificates (other than the signature and authentication of the Trustee on the Certificates) or of any Mortgage Loan or Related Document. The Trustee shall not be accountable for the use or application by the Servicer, or for the use or application of any funds paid to the Servicer in respect of the Mortgage Loans or deposited in or withdrawn from the Collection Account by the Servicer. The Trustee shall not at any time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Mortgage or any Mortgage Loan, or the perfection and priority of any Mortgage or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Trust or its ability to generate the payments to be distributed to Certificateholders under this Agreement, including, without limitation: the existence, condition and ownership of any Mortgaged Property; the existence and enforceability of any hazard insurance thereon (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 7.02); the validity of the assignment of any Mortgage Loan to the Trustee or of any intervening assignment; the completeness of any Mortgage Loan; the performance or enforcement of any Mortgage Loan (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 7.02); the compliance by the Depositor or the Servicer with any warranty or representation made under this Agreement or in any related document or the accuracy of any such warranty or representation prior to the Trustee’s receipt of notice or other discovery of any non-compliance therewith or any breach thereof; any investment of monies by or at the direction of the Servicer or any loss resulting therefrom, it being understood that the Trustee shall remain responsible for any Trust property that it may hold in its individual capacity; the acts or omissions of any of the Servicer (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 7.02), or any Mortgagor; any action of the Servicer (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 7.02), taken in the name of the Trustee; the failure of the Servicer to act or perform any duties required of it as agent of the Trustee hereunder; or any action by the Trustee taken at the instruction of the Servicer (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 7.02); provided, however, that the foregoing shall not relieve the Trustee of its obligation to perform its duties under this Agreement. The Trustee shall not have any responsibility for filing any financing or continuation statement in any public office at any time or to otherwise perfect or maintain the perfection of any security interest or lien granted to it hereunder.
Section 8.04 |
Trustee May Own Certificates. |
The Trustee in its individual or any other capacity may become the owner or pledgee of Certificates with the same rights as it would have if it were not Trustee and may transact any banking and trust business with the Servicer, the Depositor or their Affiliates.
Section 8.05 |
Trustee Expenses. |
The Trust shall reimburse the Trustee for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (including the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ) except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors,
employees and agents shall be indemnified by the Trust from, and held harmless against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder. This Section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder.
Section 8.06 |
Eligibility Requirements for Trustee. |
The Trustee hereunder shall at all times be an entity duly organized and validly existing under the laws of the United States of America or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P and a long term debt rating of at least “Baa1” or better by Xxxxx’x and subject to supervision or examination by federal or state authority. If such entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.06, the combined capital and surplus of such entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.07.
Section 8.07 |
Resignation or Removal of Trustee. |
The Trustee may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Depositor, the Servicer, the NIMS Insurer and each Rating Agency. Upon receiving such notice of resignation, the Depositor shall promptly appoint a successor Trustee reasonably acceptable to the NIMS Insurer by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and having accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee.
If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Depositor or the NIMS Insurer, or if at any time the Trustee shall be legally unable to act, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or of their property shall be appointed, or any public officer shall take charge or control of the Trustee or of their property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Depositor or the NIMS Insurer may remove the Trustee. If the Depositor or the NIMS Insurer removes the Trustee under the authority of the immediately preceding sentence, the Depositor or the NIMS
Insurer, as the case may be, shall promptly appoint a successor Trustee (reasonably acceptable to the NIMS Insurer if appointed by the Depositor) by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor Trustee.
The Majority Certificateholders or the NIMS Insurer may at any time remove the Trustee by written instrument or instruments delivered to the Servicer, the Depositor, the NIMS Insurer and the Trustee; the Depositor shall thereupon use its best efforts to appoint a successor Trustee reasonably acceptable to the NIMS Insurer in accordance with this Section.
Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 8.07 shall not become effective until acceptance of appointment by the successor Trustee as provided in Section 8.08.
Section 8.08 |
Successor Trustee. |
Any successor Trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Depositor, the NIMS Insurer, the Rating Agencies, the Servicer and to its predecessor Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee shall become effective, and such successor Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee. The Depositor, the Servicer and the predecessor Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Trustee all such rights, powers, duties and obligations.
No successor Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor Trustee shall be eligible under the provisions of Section 8.06 and the appointment of such successor Trustee shall not result in a downgrading of the Regular Certificates by either Rating Agency, as evidenced by a letter from each Rating Agency.
Upon acceptance of appointment by a successor Trustee as provided in this Section 8.08, the successor Trustee shall mail notice of the appointment of a successor Trustee hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to each Rating Agency.
Section 8.09 |
Merger or Consolidation of Trustee. |
Any entity into which the Trustee may be merged or converted or with which it may be consolidated, or any entity resulting from any merger, conversion or consolidation to which the Trustee shall be a party, or any entity succeeding to the business of the Trustee, shall be the successor of the hereunder, provided such entity shall be eligible under the provisions of Section 8.06 and 8.08, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.
Section 8.10 |
Appointment of Co-Trustee or Separate Trustee. |
Notwithstanding any other provisions of this Agreement, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any part of the Trust or any Mortgaged Property may at the time be located, the Depositor and the Trustee acting jointly shall have the power and shall execute and deliver all instruments to appoint one or more Persons approved by the Trustee and the NIMS Insurer to act as co-trustee or co-trustees, jointly with the Trustee, or separate trustee or separate trustees, of all or any part of the Trust, and to vest in such Person or Persons, in such capacity and for the benefit of the Certificateholders, such title to the Trust, or any part thereof, and, subject to the other provisions of this Section 8.10, such powers, duties, obligations, rights and trusts as the Servicer and the Trustee may consider necessary or desirable. Any such co-trustee or separate trustee shall be subject to the written approval of the Servicer and the NIMS Insurer. If the Servicer and the NIMS Insurer shall not have joined in such appointment within 15 days after the receipt by it of a request so to do, or in the case a Servicer Event of Termination shall have occurred and be continuing, the Trustee alone shall have the power to make such appointment. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor Trustee under Section 8.06, and no notice to Certificateholders of the appointment of any co-trustee or separate trustee shall be required under Section 8.08.
Every separate trustee and co-trustee shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions:
(i) all rights, powers, duties and obligations conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee and such separate trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorized to act separately without the Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (whether as Trustee hereunder or as successor to the Servicer hereunder), the Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust or any portion thereof in any such jurisdiction) shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Trustee;
(ii) no trustee hereunder shall be held personally liable by reason of any act or omission of any other trustee hereunder; and
(iii) the Servicer and the Trustee, acting jointly may at any time accept the resignation of or remove any separate trustee or co-trustee except that following the occurrence of a Servicer Event of Termination, the Trustee acting alone may accept the resignation or remove any separate trustee or co-trustee.
Any notice, request or other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Agreement and the conditions of this Article VIII. Each separate trustee and co-trustee, upon its
acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee or separately, as may be provided therein, subject to all the provisions of this Agreement, specifically including every provision of this Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Trustee. Every such instrument shall be filed with the Trustee and a copy thereof given to the Depositor, the NIMS Insurer, the Rating Agencies and the Servicer.
Any separate trustee or co-trustee may, at any time, constitute the Trustee, its agent or attorney-in-fact, with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name. If any separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Trustee, to the extent permitted by law, without the appointment of a new or successor Trustee.
Section 8.11 |
Limitation of Liability. |
The Certificates are executed by the Trustee, not in its individual capacity but solely as Trustee of the Trust, in the exercise of the powers and authority conferred and vested in it by this Agreement. Each of the undertakings and agreements made on the part of the Trustee in the Certificates is made and intended not as a personal undertaking or agreement by the Trustee but is made and intended for the purpose of binding only the Trust.
Section 8.12 Trustee May Enforce Claims Without Possession of Certificates.
(a) All rights of action and claims under this Agreement or the Certificates may be prosecuted and enforced by the Trustee without the possession of any of the Certificates or the production thereof in any proceeding relating thereto, and such proceeding instituted by the Trustee shall be brought in its own name or in its capacity as Trustee for the benefit of all Holders of such Certificates, subject to the provisions of this Agreement. Any recovery of judgment shall, after provision for the payment of the reasonable compensation, expenses, disbursement and advances of the Trustee, its agents and counsel, be for the ratable benefit of the Certificateholders in respect of which such judgment has been recovered.
(b) The Trustee shall afford the Depositor, the Servicer, the NIMS Insurer and each Certificateholder upon reasonable notice during normal business hours, access to all records maintained by the Trustee in respect of its duties hereunder and access to officers of the Trustee responsible for performing such duties. The Trustee shall cooperate fully with the Servicer, the NIMS Insurer, the Depositor and such Certificateholder and shall make available to the Servicer, the NIMS Insurer, the Depositor and such Certificateholder for review and copying at the expense of the party requesting such copies, such books, documents or records as may be requested with respect to the Trustee’s duties hereunder. The Depositor, the Servicer, the NIMS Insurer and the Certificateholders shall not have any responsibility or liability for any action or failure to act by the Trustee and are not obligated to supervise the performance of the Trustee under this Agreement or otherwise.
Section 8.13 |
Suits for Enforcement. |
In case a Servicer Event of Termination or other default by the Servicer hereunder shall occur and be continuing, the Trustee may proceed to protect and enforce its rights and the rights of the Certificateholders under this Agreement by a suit, action or proceeding in equity or at law or otherwise, whether for the specific performance of any covenant or agreement contained in this Agreement or in aid of the execution of any power granted in this Agreement or for the enforcement of any other legal, equitable or other remedy, as the Trustee, being advised by counsel, and subject to the foregoing, shall deem most effectual to protect and enforce any of the rights of the Trustee and the Certificateholders.
Section 8.14 |
Waiver of Bond Requirement. |
The Trustee shall be relieved of, and each Certificateholder hereby waives, any requirement of any jurisdiction in which the Trust, or any part thereof, may be located that the Trustee post a bond or other surety with any court, agency or body whatsoever.
Section 8.15 |
Waiver of Inventory, Accounting and Appraisal Requirement. |
The Trustee shall be relieved of, and each Certificateholder hereby waives, any requirement of any jurisdiction in which the Trust, or any part thereof, may be located that the Trustee file any inventory, accounting or appraisal of the Trust with any court, agency or body at any time or in any manner whatsoever.
ARTICLE IX
REMIC ADMINISTRATION
Section 9.01 |
REMIC Administration. |
(a) The Trustee shall (i) make or cause to be made REMIC elections for each of REMIC 1, REMIC 2, REMIC 3, REMIC 4, REMIC 5, REMIC 6 and REMIC 7 as set forth in the Preliminary Statement on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued, and (ii) file Form 8811, or other applicable form, within 30 days of the Closing Date (or such other period as may be allowed by applicable law), indicating the name, title, address and telephone number of the Person who will serve as the representative of each. The regular interests and residual interest in each REMIC shall be as designated in the Preliminary Statement.
(b) The Closing Date is hereby designated as the “Startup Day” of each REMIC within the meaning of section 860G(a)(9) of the Code.
(c) The Trustee shall pay any and all tax related expenses (not including taxes) of each REMIC, including but not limited to any professional fees or expenses related to audits or any administrative or judicial proceedings with respect to such REMIC that involve the Internal Revenue Service or state tax authorities, but only to the extent that (i) such expenses are ordinary or routine expenses, including expenses of a routine audit but not expenses of litigation (except as described in (ii)); or (ii) such expenses or liabilities (including taxes and penalties) are attributable to the negligence or willful misconduct of the Trustee in fulfilling its duties hereunder. The Trustee shall be entitled to reimbursement of expenses other than those expenses described in clause (i) or (ii) above from the Trust.
(d) The Trustee shall prepare or cause to be prepared, sign and file or cause to be filed, each REMIC’s federal and state tax and information returns as such REMIC’s direct representative. The expenses of preparing and filing such returns shall be borne by the Trustee.
(e) The Holder of a Residual Certificate shall be the “tax matters person” as defined in the REMIC Provisions (the “Tax Matters Person”) with respect to each REMIC, and the Trustee is irrevocably designated as and shall act as attorney-in-fact and agent for such Tax Matters Person for each REMIC. The Trustee, as agent for the Tax Matters Person, shall perform, on behalf of each REMIC, all reporting and other tax compliance duties that are the responsibility of such REMIC under the Code, the REMIC Provisions, or other compliance guidance issued by the Internal Revenue Service or any state or local taxing authority. Among its other duties, if required by the Code, the REMIC Provisions, or other such guidance, the Trustee, as agent for the Tax Matters Person, shall provide (i) to the Treasury or other governmental authority such information as is necessary for the application of any tax relating to the transfer of
a Residual Certificate to any disqualified person or organization and (ii) to the Certificateholders such information or reports as are required by the Code or REMIC Provisions.
(f) The Trustee, the Servicer, and the Holders of Certificates shall take any action or cause any REMIC formed under this Agreement to take any action necessary to create or maintain the status of such REMIC as a REMIC under the REMIC Provisions and shall assist each other as necessary to create or maintain such status. None of the Trustee, the Servicer or the Holder of a Residual Certificate shall take any action or cause any REMIC formed under this Agreement to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be, could (i) endanger the status of such REMIC as a REMIC or (ii) result in the imposition of a tax upon such REMIC (including but not limited to the tax on prohibited transactions as defined in Code Section 860F(a)(2) and the tax on prohibited contributions set forth on Section 860G(d) of the Code) (either such event, an “Adverse REMIC Event”) unless the Trustee, the NIMS Insurer and the Servicer have received an Opinion of Counsel (at the expense of the party seeking to take such action) to the effect that the contemplated action will not endanger such status or result in the imposition of such a tax. In addition, prior to taking any action with respect to any REMIC formed under this Agreement or the assets therein, or causing such REMIC to take any action, which is not expressly permitted under the terms of this Agreement, any Holder of a Residual Certificate will consult with the Trustee, the NIMS Insurer and the Servicer, or their respective designees, in writing, with respect to whether such action could cause an Adverse REMIC Event to occur with respect to such REMIC, and no such Person shall take any such action or cause such REMIC to take any such action as to which the Trustee, the NIMS Insurer or the Servicer has advised it in writing that an Adverse REMIC Event could occur.
(g) The Holder of a Residual Certificate shall pay when due any and all taxes imposed on any REMIC formed under this Agreement by federal or state governmental authorities, but only from amounts, if any, distributable thereon. To the extent that such REMIC taxes are not paid by a Residual Certificateholder, the Trustee shall pay any remaining REMIC taxes out of future amounts otherwise distributable to the Holder of such Residual Certificate or, if no such amounts are available, out of other amounts held in the Distribution Account, and shall reduce amounts otherwise payable to Holders of the REMIC Regular Interests or the Certificates, as the case may be.
(h) The Trustee, shall, for federal income tax purposes, maintain or cause to be maintained books and records with respect to each REMIC formed under this Agreement on a calendar year and on an accrual basis.
(i) No additional contributions of assets shall be made to any REMIC, except as expressly provided in this Agreement with respect to Eligible Substitute Mortgage Loans.
(j) Neither the Trustee nor the Servicer shall enter into any arrangement by which any REMIC will receive a fee or other compensation for services.
(k) On or before April 15 of each calendar year, beginning in 2006, the Trustee shall deliver to each Rating Agency and the NIMS Insurer an Officer’s Certificate stating the Trustee’s compliance with the provisions of this Section 9.01.
Section 9.02 |
Prohibited Transactions and Activities. |
None of the Depositor, the Servicer or the Trustee shall sell, dispose of, or substitute for any of the Mortgage Loans, except in a disposition pursuant to (i) the foreclosure of a Mortgage Loan, (ii) the bankruptcy of the Trust Fund, (iii) the termination of any REMIC pursuant to Article X of this Agreement, (iv) a substitution pursuant to Article II of this Agreement, (v) a repurchase of Mortgage Loans pursuant to Article II of this Agreement or (vi) an optional purchase by the Servicer pursuant to Section 3.16 of this Agreement, nor acquire any assets for any REMIC constituting part of the Trust Fund, nor sell or dispose of any investments in the Distribution Account for gain, nor accept any contributions to any REMIC constituting part of the Trust Fund after the Closing Date, unless such party and the NIMS Insurer has received an Opinion of Counsel (at the expense of the party causing such sale, disposition, or substitution) that such disposition, acquisition, substitution, or acceptance will not (a) affect adversely the status of such REMIC as a REMIC or of the interests therein other than a Residual Certificate as the regular interests therein, (b) affect the distribution of interest or principal on the Certificates, (c) result in the encumbrance of the assets transferred or assigned to the Trust Fund (except pursuant to the provisions of this Agreement) or (d) cause such REMIC to be subject to a tax on prohibited transactions or prohibited contributions pursuant to the REMIC Provisions.
Section 9.03 Indemnification with Respect to Certain Taxes and Loss of REMIC Status.
In the event that any REMIC formed hereunder fails to qualify as a REMIC, loses its status as a REMIC, or incurs federal, state or local taxes as a result of a prohibited transaction or prohibited contribution under the REMIC Provisions due to the negligent performance by the Servicer of its duties and obligations set forth herein, the Servicer shall indemnify the Holder of a Residual Certificate against any and all losses, claims, damages, liabilities or expenses (“Losses”) resulting from such negligence; provided, however, that the Servicer shall not be liable for any such Losses attributable to the action or inaction of the Trustee, the Depositor or the Holder of a Residual Certificate, as applicable, nor for any such Losses resulting from misinformation provided by the Holder of a Residual Certificate on which the Servicer has relied. The foregoing shall not be deemed to limit or restrict the rights and remedies of the Holder of a Residual Certificate now or hereafter existing at law or in equity. Notwithstanding the foregoing, however, in no event shall the Servicer have any liability (1) for any action or omission that is taken in accordance with and in compliance with the express terms of, or which is expressly permitted by the terms of, this Agreement, (2) for any Losses other than arising out of a negligent performance by the Servicer of its duties and obligations set forth herein, and (3) for any special or consequential damages to Certificateholders (in addition to payment of principal and interest on the Certificates).
Section 9.04 |
REO Property. |
(a) Subject to compliance with applicable laws and regulations as shall at any time be in force, and notwithstanding any other provision of this Agreement, the Servicer, acting on behalf of the Trust hereunder, shall not rent, lease, or otherwise earn income on behalf of any REMIC with respect to any REO Property which might cause such REO Property to fail to qualify as “foreclosure” property within the meaning of section 860G(a)(8) of the Code or result in the receipt by any REMIC of any “income from non-permitted assets” within the meaning of section 860F(a)(2) of the Code or any “net income from foreclosure property” which is subject to tax under the REMIC Provisions unless the Servicer has advised, or has caused the applicable Servicer to advise, the Trustee in writing to the effect that, under the REMIC Provisions, such action would not adversely affect the status of any REMIC as a REMIC and any income generated for such REMIC by the REO Property would not result in the imposition of a tax upon such REMIC.
(b) The Servicer shall make reasonable efforts to sell any REO Property for its fair market value. In any event, however, the Servicer shall dispose of any REO Property before the close of the third calendar year beginning after the year of its acquisition by the Trust Fund unless the Servicer has 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, any REMIC constituting part of the Trust Fund may hold REO Property for a longer period without adversely affecting its REMIC status or causing the imposition of a Federal or state tax upon any REMIC constituting part of the Trust Fund. 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 as determined in good faith by the Servicer for such longer period 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 33 months 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 applicable period, (i) purchase such REO Property at a price equal to the REO Property’s fair market value as determined in good faith by the Servicer 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 applicable period.
ARTICLE X
TERMINATION
Section 10.01 |
Termination. |
(a) The respective obligations and responsibilities of the Servicer, the Depositor, the Trustee and the Certificate Registrar created hereby (other than the obligation of the Trustee to make certain payments to Certificateholders after the final Distribution Date and the obligation of the Servicer to send certain notices as hereinafter set forth) shall terminate upon notice to the Trustee upon the earliest of (i) the Distribution Date on which the Certificate Principal Balance of each Class of Certificates has been reduced to zero, (ii) the final payment or other liquidation of the last Mortgage Loan in the Trust, and (iii) the optional purchase by the NIMS Insurer, if there is a NIMS Insurer, or if there is no NIMS Insurer, the Majority Class CE Certificateholders (or if such holder is the Seller, or an affiliate of the Seller, the Servicer of the Mortgage Loans) as described below. Notwithstanding the foregoing, in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof.
The NIMS Insurer, if there is a NIMS Insurer, or if there is no NIMS Insurer, the Majority Class CE Certificateholders (and, if such holder is the Seller or an affiliate of the Seller, the Servicer of the Mortgage Loans) may, at its option, terminate the Trust Fund and retire the Certificates on the next succeeding Distribution Date upon which the aggregate current Pool Balance is less than 10% of the sum of the aggregate Pool Balance of the Initial Mortgage Loans as of the Cut-off Date and the Original Pre-Funded Amounts, by purchasing, on the next succeeding Distribution Date, all of the outstanding Mortgage Loans and REO Properties at a price equal to the fair market value of the Mortgage Loans and REO Properties (as determined by the NIMS Insurer, if it is the Terminator, the Majority Class CE Certificateholders, if it is the Terminator or the Servicer, if it is the Terminator and, to the extent that the Class A Certificates or a Class of Class M Certificates will not receive all amounts owed to it as a result of the termination, the Trustee, as of the close of business on the third Business Day next preceding the date upon which notice of any such termination is furnished to the related Certificateholders pursuant to Section 10.01(c)), plus accrued and unpaid interest thereon at the weighted average of the Mortgage Rates through the end of the Due Period preceding the final Distribution Date plus unreimbursed Servicing Advances, Advances, any unpaid Servicing Fees allocable to such Mortgage Loans and REO Properties, any accrued and unpaid Cap Carryover Amount, any previously unpaid Allocated Realized Loss Amounts and any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event pursuant to the Interest Rate Swap Agreement (the “Termination Price”). However, this option may be exercised only if (i) the fair market value of the Mortgage Loans and REO Properties is at least equal to the aggregate principal balance of the Mortgage Loans and the appraised value of the REO Properties and (ii) the termination price is sufficient to pay all interest accrued on, as well as amounts necessary to retire the principal balance of, the notes guaranteed by the NIMS Insurer and any amounts owed
to the NIMS Insurer at the time the option is exercised. In addition, no option may be exercised until any due and unpaid Reimbursement Amounts have been paid to the Trust. Proceeds from such repurchase will be included in Available Funds and will be distributed to the holders of the Certificates in accordance with this Agreement. Notwithstanding the foregoing, no party may exercise this optional purchase right unless any Reimbursement Amount owed to the Trust pursuant to Section 2.03 hereof has been paid.
In connection with any such purchase pursuant to the preceding paragraph, the Servicer shall deliver to the Trustee for deposit in the Distribution Account all amounts then on deposit in the Collection Account (less amounts permitted to be withdrawn by the Servicer pursuant to Section 3.07), which deposit shall be deemed to have occurred immediately following such purchase.
Any such purchase shall be accomplished by delivery on the Determination Date before such Distribution Date of the Termination Price to the Trustee for deposit into the Distribution Account as part of Available Funds.
(b) Notice of any termination, specifying the Distribution Date (which shall be a date that would otherwise be a Distribution Date) upon which the Certificateholders may surrender their Certificates to the Trustee for payment of the final distribution and cancellation, shall be given promptly by the Trustee upon the Trustee receiving notice of such date from the NIMS Insurer, the Majority Class CE Certificateholders or the Servicer, as applicable, by letter to the Certificateholders mailed not earlier than the 15th day of the month preceding the month of such final distribution and not later than the 15th day of the month of such final distribution specifying (1) the Distribution Date upon which final distribution of the Certificates will be made upon presentation and surrender of such Certificates at the office or agency of the Trustee therein designated, (2) the amount of any such final distribution and (3) that the Record Date otherwise applicable to such Distribution Date is not applicable, distributions being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. Not less than five (5) Business Days prior to such Determination Date relating to such Distribution Date, the Trustee shall notify the Originator and the Seller of the amount of any unpaid Reimbursement Amount owed to the Trust.
(c) Upon presentation and surrender of the Certificates, the Trustee shall cause to be distributed to the Holders of the Certificates on the Distribution Date for such final distribution, in proportion to the Percentage Interests of their respective Class and to the extent that funds are available for such purpose, an amount equal to the amount required to be distributed to such Holders in accordance with the provisions of Sections 4.01 and 4.02 for such Distribution Date.
(d) In the event that all Certificateholders shall not surrender their Certificates for final payment and cancellation on or before such final Distribution Date, the Trustee shall promptly following such date cause all funds in the Distribution Account not distributed in final distribution to Certificateholders to be withdrawn therefrom and credited to the remaining Certificateholders by depositing such funds in a separate escrow account for the benefit of such Certificateholders, and the Servicer shall give a second written notice to the remaining
Certificateholders, to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within nine months after the second notice all the Certificates shall not have been surrendered for cancellation, the Class R Certificateholder shall be entitled to all unclaimed funds and other assets which remain subject hereto (except with respect to the Class CE and Class P Certificates) and the Trustee upon transfer of such funds shall be discharged of any responsibility for such funds, and all other Certificateholders shall look to the Class R Certificateholder for payment.
Section 10.02 |
Additional Termination Requirements. |
(a) In the event that the NIMS Insurer, the Majority Class CE Certificateholders or the Servicer, as applicable, exercises its purchase option as provided in Section 10.01, the Trust shall be terminated in accordance with the following additional requirements, unless the Trustee shall have been furnished with an Opinion of Counsel to the effect that the failure of the Trust to comply with the requirements of this Section will not (i) result in the imposition of taxes on “prohibited transactions” of the Trust as defined in Section 860F of the Code or (ii) cause any REMIC constituting part of the Trust Fund to fail to qualify as a REMIC at any time that any Certificates (other than the Class P Certificates) are outstanding:
(i) The Trustee shall designate a date within 90 days prior to the final Distribution Date as the date of adoption of plans of complete liquidation of each of REMIC 1, REMIC 2, REMIC 3, REMIC 4, REMIC 5, REMIC 6 and REMIC 7 and shall specify such date in the final federal income tax return of each REMIC;
(ii) After the date of adoption of such plans of complete liquidation and at or prior to the final Distribution Date, the Trustee shall sell all of the assets of the Trust to the Majority Class CE Certificateholders or the Servicer, as applicable, for cash; and
(iii) At the time of the making of the final payment on the Certificates, the Trustee shall distribute or credit, or cause to be distributed or credited in the order of priority set forth in Section 4.02 and then to the Class R Certificateholder, all cash on hand in respect of the REMICs after such payment (other than cash retained to meet claims) and the Trust shall terminate at such time.
(b) By their acceptance of Certificates, the Holders thereof hereby agree to appoint the Trustee as their attorney in fact to: (i) designate such date of adoption of plans of complete liquidation and (ii) to take such other action in connection therewith as may be reasonably required to carry out such plans of complete liquidation all in accordance with the terms hereof.
ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.01 |
Amendment. |
This Agreement may be amended from time to time by the Depositor, the Servicer and the Trustee; with the consent of the NIMS Insurer and without the consent of the Certificateholders, (i) to cure any ambiguity or mistake, (ii) to correct, modify or supplement any provision herein which may be inconsistent with any other provision herein or the Prospectus Supplement, (iii) to make any other provisions with respect to matters or questions arising under this Agreement, which shall not be inconsistent with the provisions of this Agreement, (iv) to comply with any requirements imposed by the Code or (v) to provide for the rights of the NIMS Insurer; provided, however, that any such action listed in clause (iii) above shall not adversely affect in any respect the interests of any Certificateholder, as evidenced by (i) notice in writing to the Depositor, the Servicer and the Trustee from the Rating Agencies that such action will not result in the reduction or withdrawal of the rating of any outstanding Class of Certificates with respect to which it is a Rating Agency, or (ii) an Opinion of Counsel delivered to the Servicer and the Trustee.
In addition, this Agreement may be amended from time to time by the Depositor, the Servicer and the Trustee, with the consent of the NIMS Insurer and the Majority Certificateholders for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Swap Provider or the Holders of Certificates; provided, however, that no such amendment or waiver shall (x) reduce in any manner the amount of, or delay the timing of, payments on the Certificates which are required to be made on any Certificate without the consent of the Holder of such Certificate, (y) adversely affect in any material respect the interests of the Swap Provider or Holders of any Class of Certificates in a manner other than as described in clause (x) above, without the consent of the Holders of Certificates of such Class evidencing at least 66 2/3% of the Voting Rights evidenced by such Class, or (z) reduce the percentage of Voting Rights required by clause (y) above without the consent of the Holders of all Certificates of such Class then outstanding. Upon approval of an amendment, a copy of such amendment shall be sent to the Rating Agencies. Prior to the execution of any amendment to this Agreement, the Trustee shall be entitled to receive and rely upon an Opinion of Counsel (at the expense of the Person seeking such amendment) stating that the execution of such amendment is authorized or permitted by this Agreement. The Trustee may, but shall not be obligated to, enter into any such amendment which affects the Trustee’s own rights, duties or immunities under this Agreement.
Notwithstanding any provision of this Agreement to the contrary, neither the Trustee nor the NIMS Insurer shall consent to any amendment to this Agreement unless it shall have first received an Opinion of Counsel, delivered by (and at the expense of) the Person seeking such Amendment, to the effect that such amendment will not result in the imposition of a tax on any REMIC constituting part of the Trust Fund pursuant to the REMIC Provisions or cause any REMIC constituting part of the Trust Fund to fail to qualify as a REMIC at any time
that any Certificates (other than the Class P Certificates) are outstanding and that the amendment is being made in accordance with the terms hereof.
Notwithstanding any of the other provisions of this Section 11.01, none of the Depositor, the Servicer or the Trustee shall enter into any amendment to Section 4.09 of this Agreement without the prior written consent of the Swap Provider.
Promptly after the execution of any such amendment the Trustee shall furnish, at the expense of the Person that requested the amendment if such Person is the Servicer (but in no event at the expense of the Trustee), otherwise at the expense of the Trust, a copy of such amendment and the Opinion of Counsel referred to in the immediately preceding paragraph to the Servicer and each Rating Agency.
It shall not be necessary for the consent of Certificateholders under this Section 11.01 to approve the particular form of any proposed amendment; instead it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable regulations as the Trustee may prescribe.
Section 11.02 |
Recordation of Agreement; Counterparts. |
To the extent permitted by applicable law, this Agreement is subject to recordation in all appropriate public offices for real property records in all the counties or other comparable jurisdictions in which any or all of the properties subject to the Mortgages are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by the Servicer at the expense of the Trust, but only upon direction of Certificateholders, accompanied by an Opinion of Counsel to the effect that such recordation materially and beneficially affects the interests of the Certificateholders.
For the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall together constitute but one and the same instrument.
Section 11.03 |
Limitation on Rights of Certificateholders. |
The death or incapacity of any Certificateholder shall not (i) operate to terminate this Agreement or the Trust, (ii) entitle such Certificateholder’s legal representatives or heirs to claim an accounting or to take any action or proceeding in any court for a partition or winding up of the Trust, or (iii) otherwise affect the rights, obligations and liabilities of the parties hereto or any of them.
Except as expressly provided for herein, no Certificateholder shall have any right to vote or in any manner otherwise control the operation and management of the Trust, or the obligations of the parties hereto, nor shall anything herein set forth or contained in the terms of the Certificates be construed so as to constitute the Certificateholders from time to time as partners or members of an association; nor shall any Certificateholder be under any liability to
any third person by reason of any action taken by the parties to this Agreement pursuant to any provision hereof.
No Certificateholder shall have any right by virtue of any provision of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Agreement, unless such Holder previously shall have given to the Trustee a written notice of default and of the continuance thereof, as herein provided, and unless also the Holders of Certificates entitled to at least 25% of the Voting Rights shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Trustee for 60 days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding. It is understood and intended, and expressly covenanted by each Certificateholder with every other Certificateholder and the Trustee, that no one or more Holders of Certificates shall have any right in any manner whatever by virtue of any provision of this Agreement to affect, disturb or prejudice the rights of the Holders of any other of such Certificates, or to obtain or seek to obtain priority over or preference to any other such Holder, which priority or preference is not otherwise provided for herein, or to enforce any right under this Agreement, except in the manner herein provided and for the equal, ratable and common benefit of all Certificateholders. For the protection and enforcement of the provisions of this Section 11.03 each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity.
Section 11.04 |
Governing Law; Jurisdiction. |
This Agreement shall be construed in accordance with the laws of the State of New York, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws. With respect to any claim arising out of this Agreement, each party irrevocably submits to the exclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in The City of New York, and each party irrevocably waives any objection which it may have at any time to the laying of venue of any suit, action or proceeding arising out of or relating hereto brought in any such courts, irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in any inconvenient forum and further irrevocably waives the right to object, with respect to such claim, suit, action or proceeding brought in any such court, that such court does not have jurisdiction over such party, provided that service of process has been made by any lawful means.
Section 11.05 |
Notices. |
All directions, demands and notices hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by first class mail, postage prepaid, or by express delivery service, to (a) in the case of the Trustee, Xxxxx Fargo Bank, N.A., X.X. Xxx 00, Xxxxxxxx, Xxxxxxxx 00000, Attention: Corporate Trust Services - ABFC 2005-WMC1 with a copy to: (i) Xxxxx Fargo Bank, N.A., 0000 Xxx Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx 00000, Attention: Corporate Trust Services - ABFC 2005-WMC1 and (ii) Xxxxx Fargo
Bank, N.A., Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: Corporate Trust Services – ABFC 2005-WMC1, or such other address as may hereafter be furnished to the Depositor, the NIMS Insurer and the Servicer in writing by the Trustee, (b) in the case of the Depositor, Asset Backed Funding Corporation, 000 Xxxxx Xxxxx Xxxxxx, 00xx Xxxxx, Xxxxxxxxx, Xxxxx Xxxxxxxx 00000, Attention: ABFC Asset-Backed Certificates, Series 2005-WMC1, or such other address as may be furnished to the Servicer, the NIMS Insurer and the Trustee in writing by the Depositor, (c) in the case of the Servicer, HomEq Servicing Corporation, 0000 Xxxx Xxxxxx, Xxxxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000, Attention: Portfolio Management, Facsimile No. (000) 000-0000 with a copy to HomEq Servicing Corporation, 0000 Xxxx Xxxxxxxxx Xxxxxxx, Xxxxx 000, 0xx Xxxxx, Xxxxxxxxx, Xxxxxxxxxx 00000, Attention: Legal Department, Facsimile No. (000) 000-0000, or such other address or telecopy number as may hereafter be furnished to the Trustee, the NIMS Insurer and the Depositor in writing by the Servicer and (d) in the case of the NIMS Insurer, such address furnished to the Depositor, the Servicer and the Trustee in writing by the NIMS Insurer. Any notice required or permitted to be mailed to a Certificateholder shall be given by first class mail, postage prepaid, at the address of such Holder as shown in the Certificate Register. Notice of any Servicer Event of Termination shall be given by telecopy and by certified mail. Any notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have duly been given when mailed, whether or not the Certificateholder receives such notice. A copy of any notice required to be telecopied hereunder shall also be mailed to the appropriate party in the manner set forth above.
Section 11.06 |
Severability of Provisions. |
If any one or more of the covenants, agreements, provisions or terms of this Agreement shall for any reason whatsoever be held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the Holders thereof.
Section 11.07 |
Article and Section References. |
All article and section references used in this Agreement, unless otherwise provided, are to articles and sections in this Agreement.
Section 11.08 |
Notice to the Rating Agencies and the NIMS Insurer. |
(a) Each of the Trustee and the Servicer shall be obligated to use its best reasonable efforts promptly to provide notice to the Rating Agencies and the NIMS Insurer with respect to each of the following of which a Responsible Officer of the Trustee or the Servicer, as the case may be, has actual knowledge:
(i) |
any material change or amendment to this Agreement; |
(ii) the occurrence of any Servicer Event of Termination that has not been cured or waived;
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the resignation or termination of the Servicer or the Trustee; |
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the final payment to Holders of the Certificates of any Class; | |
(v) |
any change in the location of any Account; and |
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(vi) if the Trustee is acting as successor servicer pursuant to Section 7.02 hereof, any event that would result in the inability of the Trustee to make Advances.
(vii) In addition, the Servicer shall promptly furnish to each Rating Agency copies of the following:
(A) each annual statement as to compliance described in Section 3.19 hereof;
(B) each annual independent public accountants’ servicing report described in Section 3.20 hereof; and
(C) each notice delivered pursuant to Section 7.01(a) hereof which relates to the fact that the Servicer has not made an Advance.
Any such notice pursuant to this Section 11.08 shall be in writing and shall be deemed to have been duly given if personally delivered or mailed by first class mail, postage prepaid, or by express delivery service to: Xxxxx’x Investors Service, Inc., 00 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Managing Director, Residential Mortgage-Backed Securities; Fitch Ratings, Xxx Xxxxx Xxxxxx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Managing Director, Residential Mortgage-Backed Securities; and Standard & Poor’s, a division of The XxXxxx-Xxxx Companies, Inc., 00 Xxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Mortgage Surveillance Group.
Section 11.09 |
Further Assurances. |
Notwithstanding any other provision of this Agreement, neither the Regular Certificateholders nor the Trustee shall have any obligation to consent to any amendment or modification of this Agreement unless they have been provided reasonable security or indemnity against their out-of-pocket expenses (including reasonable attorneys’ fees) to be incurred in connection therewith.
Section 11.10 |
Third Party Beneficiary. |
Nothing in this Agreement or in the Certificates, expressed or implied, shall give to any Person, other than the Certificateholders, the parties hereto and the NIMS Insurer and their successors hereunder, any benefit or any legal or equitable right, remedy or claim under this Agreement.
The NIMS Insurer shall be deemed a third-party beneficiary of this Agreement to the same extent as if it were a party hereto, and shall have the right to enforce the provisions of this Agreement directly against the parties to this Agreement.
Section 11.11 |
Acts of Certificateholders. |
(a) Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement to be given or taken by the Certificateholders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Certificateholders in person or by agent duly appointed in writing; and such action shall become effective when such instrument or instruments are delivered to the Trustee and the Servicer. Such instrument or instruments (and the action embodied therein and evidenced thereby) are herein sometimes referred to as the “act” of the Certificateholders signing such instrument or instruments. Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Agreement and conclusive in favor of the Trustee and the Trust, if made in the manner provided in this Section 11.11.
(b) The fact and date of the execution by any Person of any such instrument or writing may be proved by the affidavit of a witness of such execution or by the certificate of a notary public or other officer authorized by law to take acknowledgments of deeds, certifying that the individual signing such instrument or writing acknowledged to him the execution thereof. Whenever such execution is by a signer acting in a capacity other than his or her individual capacity, such certificate or affidavit shall also constitute sufficient proof of his authority.
(c) Any request, demand, authorization, direction, notice, consent, waiver or other action by any Certificateholder shall bind every future Holder of such Certificate and the Holder of every Certificate issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, in respect of anything done, omitted or suffered to be done by the Trustee or the Trust in reliance thereon, whether or not notation of such action is made upon such Certificate.
IN WITNESS WHEREOF, the Depositor, the Servicer and the Trustee have caused their names to be signed hereto by their respective officers thereunto duly authorized, all as of the day and year first above written.
ASSET BACKED FUNDING CORPORATION, as Depositor | |
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By: |
/s/ Xxxx X. Xxxxxx |
Name: |
Xxxx X. Xxxxxx |
Title: |
Vice President |
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HOMEQ SERVICING CORPORATION, as Servicer | |
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By: |
/s/ Xxxxxx Xxxx |
Name: |
Xxxxxx Xxxx |
Title: |
President |
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XXXXX FARGO BANK, N.A., as Trustee | |
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By: |
/s/ Xxxxx Xxxxxx |
Name: |
Xxxxx Xxxxxx |
Title: |
Vice President |
STATE OF |
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COUNTY OF___________ |
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On the 30th day of September, 2005 before me, a notary public in and for said State, personally appeared ____________, known to me to be a Vice President of Asset Backed Funding Corporation, a Delaware corporation that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
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Notary Public |
STATE OF MARYLAND |
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COUNTY OF___________ |
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On the 30th day of September, 2005 before me, a notary public in and for said State, personally appeared ________________, known to me to be a ________________ of Xxxxx Fargo Bank, N.A., a national banking association that executed the within instrument, and also known to me to be the person who executed it on behalf of said association, and acknowledged to me that such association executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
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Notary Public |
STATE OF TEXAS |
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ss.: |
COUNTY OF___________ |
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On the 30th day of September, 2005 before me, a notary public in and for said State, personally appeared ______________________, known to me to be a ____________________ of HomEq Servicing Corporation, a New Jersey corporation, that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
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Notary Public |
EXHIBIT A-1
[FORM OF THE CLASS A-1 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS A-1
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class A-1 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B NX 6 ISIN: US04542BBNX63 |
Original Class Certificate Principal Balance of the Class A-1 Certificates as of the Closing Date: $235,900,000 Initial Certificate Principal Balance: $235,900,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class A-1 Certificates) in that certain beneficial ownership interest evidenced by all the Class A-1 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class A-1 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class A-1 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class A-1 Certificates,
or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class A-1 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class A-1 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class A-1 Certificates.
The Class A-1 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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assignee named above, or |
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EXHIBIT A-2
[FORM OF THE CLASS A-2A CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS A-2A
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class A-2A Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B NY 4 ISIN: US04542BNY47 |
Original Class Certificate Principal Balance of the Class A-2A Certificates as of the Closing Date: $216,231,000 Initial Certificate Principal Balance: $216,231,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class A-2A Certificates) in that certain beneficial ownership interest evidenced by all the Class A-2A Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the
amount required to be distributed to the Holders of Class A-2A Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class A-2A Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class A-2A Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class A-2A Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class A-2A Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class A-2A Certificates.
The Class A-2A Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-3
[FORM OF THE CLASS A-2B CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS A-2B
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class A-2B Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B NZ 1 ISIN: US04542BNZ12 |
Original Class Certificate Principal Balance of the Class A-2B Certificates as of the Closing Date: $86,365,000 Initial Certificate Principal Balance: $86,365,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class A-2B Certificates) in that certain beneficial ownership interest evidenced by all the Class A-2B Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the
amount required to be distributed to the Holders of Class A-2B Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class A-2B Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class A-2B Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class A-2B Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class A-2B Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class A-2B Certificates.
The Class A-2B Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-4
[FORM OF THE CLASS A-2C CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS A-2C
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class A-2C Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PA 4 ISIN: US04542BPA43 |
Original Class Certificate Principal Balance of the Class A-2C Certificates as of the Closing Date: $141,576,000 Initial Certificate Principal Balance: $141,576,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class A-2C Certificates) in that certain beneficial ownership interest evidenced by all the Class A-2C Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the
amount required to be distributed to the Holders of Class A-2C Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class A-2C Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class A-2C Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class A-2C Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class A-2C Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class A-2C Certificates.
The Class A-2C Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
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EXHIBIT A-5
[FORM OF THE CLASS A-2D CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS A-2D
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class A-2D Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PB 2 ISIN: US04542BPB26 |
Original Class Certificate Principal Balance of the Class A-2D Certificates as of the Closing Date: $45,876,000 Initial Certificate Principal Balance: $45,876,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class A-2D Certificates) in that certain beneficial ownership interest evidenced by all the Class A-2D Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the
amount required to be distributed to the Holders of Class A-2D Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class A-2D Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class A-2D Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class A-2D Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class A-2D Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class A-2D Certificates.
The Class A-2D Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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account number |
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-6
[FORM OF THE CLASS A-2MZ CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS A-2MZ
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class A-2MZ Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PC 0 ISIN: US04542BPC09 |
Original Class Certificate Principal Balance of the Class A-2MZ Certificates as of the Closing Date: $54,450,000 Initial Certificate Principal Balance: $54,450,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class A-2MZ Certificates) in that certain beneficial ownership interest evidenced by all the Class A-2MZ Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the
amount required to be distributed to the Holders of Class A-2MZ Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class A-2MZ Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class A-2MZ Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class A-2MZ Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class A-2MZ Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class A-2MZ Certificates.
The Class A-2MZ Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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EXHIBIT B-1
[FORM OF CLASS M-1 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-1
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-1 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PD 8 ISIN: US04542BPD81 |
Original Class Certificate Principal Balance of the Class M-1 Certificates as of the Closing Date: $37,257,000 Initial Certificate Principal Balance: $37,257,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-1 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-1 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-1 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-1 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-1 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-1 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-1 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-1 Certificates.
The Class M-1 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as
provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT B-2
[FORM OF CLASS M-2 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A AND CLASS M-1 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-2
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-2 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PE 6 ISIN: US04542BPE64 |
Original Class Certificate Principal Balance of the Class M-2 Certificates as of the Closing Date: $33,734,000 Initial Certificate Principal Balance: $33,734,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-2 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-2 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-2 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-2 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-2 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-2 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-2 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-2 Certificates.
The Class M-2 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates and Class M-1 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as
provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT B-3
[FORM OF CLASS M-3 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1 AND CLASS M-2 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-3
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-3 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PF 3 ISIN: US04542BPF30 |
Original Class Certificate Principal Balance of the Class M-3 Certificates as of the Closing Date: $23,160,000 Initial Certificate Principal Balance: $23,160,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-3 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-3 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-3 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-3 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-3 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-3 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-3 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-3 Certificates.
The Class M-3 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates and Class M-2 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement
at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Signature by or on behalf of assignor |
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DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
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EXHIBIT B-4
[FORM OF CLASS M-4 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2 AND CLASS M-3 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-4
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-4 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PG 1 ISIN: US04542BPG13 |
Original Class Certificate Principal Balance of the Class M-4 Certificates as of the Closing Date: $16,111,000 Initial Certificate Principal Balance: $16,111,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-4 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-4 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-4 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-4 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-4 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-4 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-4 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-4 Certificates.
The Class M-4 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates and Class M-3 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement
at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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Applicable statements should be mailed to |
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EXHIBIT B-5
[FORM OF CLASS M-5 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3 AND CLASS M-4 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-5
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-5 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PH 9 ISIN: US04542BPH95 |
Original Class Certificate Principal Balance of the Class M-5 Certificates as of the Closing Date: $16,615,000 Initial Certificate Principal Balance: $16,615,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-5 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-5 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-5 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-5 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-5 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-5 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-5 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-5 Certificates.
The Class M-5 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates and Class M-4 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement
at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
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EXHIBIT B-6
[FORM OF CLASS M-6 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4 AND CLASS M-5 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-6
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-6 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PJ 5 ISIN: US04542BPJ51 |
Original Class Certificate Principal Balance of the Class M-6 Certificates as of the Closing Date: $14,098,000 Initial Certificate Principal Balance: $14,098,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-6 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-6 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-6 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-6 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-6 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-6 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-6 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-6 Certificates.
The Class M-6 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates
and Class M-5 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans
and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT B-7
[FORM OF CLASS M-7 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4, CLASS M-5 AND CLASS M-6 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-7
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-7 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PK 2 ISIN: US04542BPK25 |
Original Class Certificate Principal Balance of the Class M-7 Certificates as of the Closing Date: $15,104,000 Initial Certificate Principal Balance: $15,104,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-7 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-7 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-7 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-7 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-7 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-7 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-7 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-7 Certificates.
The Class M-7 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates,
Class M-5 Certificates and Class M-6 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans
and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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By: |
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT B-8
[FORM OF CLASS M-8 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4, CLASS M-5, CLASS M-6 AND CLASS M-7 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-8
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-8 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PL 0 ISIN: US04542BPL08 |
Original Class Certificate Principal Balance of the Class M-8 Certificates as of the Closing Date: $11,580,000 Initial Certificate Principal Balance: $11,580,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-8 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-8 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-8 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-8 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-8 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-8 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-8 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-8 Certificates.
The Class M-8 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates,
Class M-5 Certificates, Class M-6 Certificates and Class M-7 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans
and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
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EXHIBIT B-9
[FORM OF CLASS M-9 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4, CLASS M-5, CLASS M-6, CLASS M-7 AND CLASS M-8 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-9
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-9 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PM 8 ISIN: US04542BPM80 |
Original Class Certificate Principal Balance of the Class M-9 Certificates as of the Closing Date: $10,070,000 Initial Certificate Principal Balance: $10,070,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-9 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-9 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-9 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-9 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-9 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-9 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-9 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-9 Certificates.
The Class M-9 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates,
Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates and Class M-8 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans
and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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EXHIBIT B-10
[FORM OF CLASS M-10 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4, CLASS M-5, CLASS M-6, CLASS M-7, CLASS M-8 AND CLASS M-9 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-10
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-10 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PN 6 ISIN: US04542BPN63 |
Original Class Certificate Principal Balance of the Class M-10 Certificates as of the Closing Date: $15,104,000 Initial Certificate Principal Balance: $15,104,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-10 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-10 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-10 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-10 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-10 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-10 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-10 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-10 Certificates.
The Class M-10 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates,
Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates and Class M-9 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement
at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
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EXHIBIT B-11
[FORM OF CLASS M-11 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4, CLASS M-5, CLASS M-6, CLASS M-7, CLASS M-8, CLASS M-9 AND CLASS M-10 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-11
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-11 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PP 1 ISIN: US04542BPP12 |
Original Class Certificate Principal Balance of the Class M-11 Certificates as of the Closing Date: $6,042,000 Initial Certificate Principal Balance: $6,042,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-11 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-11 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-11 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-11 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-11 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-11 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-11 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-11 Certificates.
The Class M-11 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates,
Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates and Class M-10 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement
at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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EXHIBIT B-12
[FORM OF CLASS M-12 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M-1, CLASS M-2, CLASS M-3, CLASS M-4, CLASS M-5, CLASS M-6, CLASS M-7, CLASS M-8, CLASS M-9, CLASS M-10 AND CLASS M-11 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
ANY PURCHASER SHALL BE DEEMED TO MAKE THE REPRESENTATIONS SET FORTH IN SECTION 5.02(D) OF THE POOLING AND SERVICING AGREEMENT.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS M-12
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class M-12 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PQ 9 ISIN: US04542BPQ94 |
Original Class Certificate Principal Balance of the Class M-12 Certificates as of the Closing Date: $9,063,000 Initial Certificate Principal Balance: $9,063,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class M-12 Certificates) in that certain beneficial ownership interest evidenced by all the Class M-12 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-12 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class M-12 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class M-12 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement. Any purchaser shall be deemed to make the representations set forth in section 5.02(d) of the Pooling and Servicing Agreement.
The Certificate Interest Rate for the Class M-12 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class M-12 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class M-12 Certificates.
The Class M-12 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates,
Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement
at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
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EXHIBIT B-13
[FORM OF CLASS B-1 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A AND CLASS M CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER THE 1933 ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH THE PROVISIONS OF THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN.
UNDER CURRENT LAW THE PURCHASE AND HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), THE CODE OR ANY FEDERAL, STATE OR LOCAL LAW (“SIMILAR LAW”) WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A “PLAN”), MAY RESULT IN “PROHIBITED TRANSACTIONS” WITHIN THE MEANING OF ERISA, THE CODE OR SIMILAR LAW. TRANSFER OF THIS CERTIFICATE WILL NOT BE MADE UNLESS THE TRANSFEREE DELIVERS TO THE TRUSTEE EITHER (I) A REPRESENTATION LETTER, IN FORM AND SUBSTANCE SATISFACTORY
TO THE TRUSTEE, STATING THAT (A) IT IS NOT, AND IS NOT ACTING ON BEHALF OF, ANY SUCH PLAN OR USING THE ASSETS OF ANY SUCH PLAN TO EFFECT SUCH PURCHASE OR (B) IF IT IS AN INSURANCE COMPANY, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN “INSURANCE COMPANY GENERAL ACCOUNT” (AS SUCH TERM IS DEFINED IN SECTION V(E) OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 (“PTE 95-60”), 60 FED. REG. 35925 (JULY 12, 1995)), THERE IS NO PLAN WITH RESPECT TO WHICH THE AMOUNT OF SUCH GENERAL ACCOUNT’S RESERVES AND LIABILITIES FOR THE CONTRACT(S) HELD BY OR ON BEHALF OF SUCH PLAN AND ALL OTHER PLANS MAINTAINED BY THE SAME EMPLOYER (OR AFFILIATE THEREOF AS DEFINED IN SECTION V(A)(1) OF PTE 95-60) OR BY THE SAME EMPLOYEE ORGANIZATION EXCEEDS 10% OF THE TOTAL OF ALL RESERVES AND LIABILITIES OF SUCH GENERAL ACCOUNT (AS SUCH AMOUNTS ARE DETERMINED UNDER SECTION I(A) OF PTE 95-60) AT THE DATE OF ACQUISITION AND ALL PLANS THAT HAVE AN INTEREST IN SUCH GENERAL ACCOUNT ARE PLANS TO WHICH PTE 95-60 APPLIES, OR (II) AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF SUCH PLAN WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION WITHIN THE MEANING OF ERISA, SECTION 4975 OF THE CODE OR SIMILAR LAW AND WILL NOT SUBJECT THE DEPOSITOR, THE SERVICER OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT. EACH PERSON WHO ACQUIRES THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS REQUIRED BY THE REPRESENTATION LETTER REFERRED TO IN THE PRECEDING SENTENCE, UNLESS SUCH PERSON SHALL HAVE PROVIDED SUCH REPRESENTATION LETTER OR THE OPINION OF COUNSEL REFERRED TO IN THE PRECEDING SENTENCE TO THE TRUSTEE. THE POOLING AND SERVICING AGREEMENT PROVIDES THAT ANY ATTEMPTED OR PURPORTED TRANSFER IN VIOLATION OF THESE TRANSFER RESTRICTIONS WILL BE NULL AND VOID AND WILL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS B-1
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class B-1 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PR 7 ISIN: US04542BPR77 |
Original Class Certificate Principal Balance of the Class B-1 Certificates as of the Closing Date: $10,573,000 Initial Certificate Principal Balance: $10,573,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class B-1 Certificates) in that certain beneficial ownership interest evidenced by all the Class B-1 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class B-1 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class B-1 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class B-1 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement.
The Certificate Interest Rate for the Class B-1 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class B-1 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class B-1 Certificates.
The Class B-1 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates and Class M Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No transfer of this Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the 1933 Act and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that a transfer is to be made without registration or qualification, the Certificate Registrar shall require, in order to assure compliance with such laws, that the Certificateholder desiring to effect the transfer and such Certificateholder’s prospective transferee each execute a representation letter in the form described by the Agreement certifying to the Certificate Registrar the facts surrounding the transfer. None of the Depositor, the Certificate Registrar or the Trustee is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Certificate Registrar and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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Applicable statements should be mailed to |
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EXHIBIT B-14
[FORM OF CLASS B-2 CERTIFICATE]
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS M AND CLASS B-1 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS BENEFICIAL OWNERSHIP OF A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER THE 1933 ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH THE PROVISIONS OF THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN.
UNDER CURRENT LAW THE PURCHASE AND HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), THE CODE OR ANY FEDERAL, STATE OR LOCAL LAW (“SIMILAR LAW”) WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A “PLAN”), MAY RESULT IN “PROHIBITED TRANSACTIONS” WITHIN THE MEANING OF ERISA, THE CODE OR SIMILAR LAW. TRANSFER OF THIS CERTIFICATE WILL NOT BE MADE UNLESS THE TRANSFEREE DELIVERS TO THE TRUSTEE EITHER (I) A REPRESENTATION LETTER, IN FORM AND SUBSTANCE SATISFACTORY
TO THE TRUSTEE, STATING THAT (A) IT IS NOT, AND IS NOT ACTING ON BEHALF OF, ANY SUCH PLAN OR USING THE ASSETS OF ANY SUCH PLAN TO EFFECT SUCH PURCHASE OR (B) IF IT IS AN INSURANCE COMPANY, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN “INSURANCE COMPANY GENERAL ACCOUNT” (AS SUCH TERM IS DEFINED IN SECTION V(E) OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 (“PTE 95-60”), 60 FED. REG. 35925 (JULY 12, 1995)), THERE IS NO PLAN WITH RESPECT TO WHICH THE AMOUNT OF SUCH GENERAL ACCOUNT’S RESERVES AND LIABILITIES FOR THE CONTRACT(S) HELD BY OR ON BEHALF OF SUCH PLAN AND ALL OTHER PLANS MAINTAINED BY THE SAME EMPLOYER (OR AFFILIATE THEREOF AS DEFINED IN SECTION V(A)(1) OF PTE 95-60) OR BY THE SAME EMPLOYEE ORGANIZATION EXCEEDS 10% OF THE TOTAL OF ALL RESERVES AND LIABILITIES OF SUCH GENERAL ACCOUNT (AS SUCH AMOUNTS ARE DETERMINED UNDER SECTION I(A) OF PTE 95-60) AT THE DATE OF ACQUISITION AND ALL PLANS THAT HAVE AN INTEREST IN SUCH GENERAL ACCOUNT ARE PLANS TO WHICH PTE 95-60 APPLIES, OR (II) AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF SUCH PLAN WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION WITHIN THE MEANING OF ERISA, SECTION 4975 OF THE CODE OR SIMILAR LAW AND WILL NOT SUBJECT THE DEPOSITOR, THE SERVICER OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT. EACH PERSON WHO ACQUIRES THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS REQUIRED BY THE REPRESENTATION LETTER REFERRED TO IN THE PRECEDING SENTENCE, UNLESS SUCH PERSON SHALL HAVE PROVIDED SUCH REPRESENTATION LETTER OR THE OPINION OF COUNSEL REFERRED TO IN THE PRECEDING SENTENCE TO THE TRUSTEE. THE POOLING AND SERVICING AGREEMENT PROVIDES THAT ANY ATTEMPTED OR PURPORTED TRANSFER IN VIOLATION OF THESE TRANSFER RESTRICTIONS WILL BE NULL AND VOID AND WILL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS B-2
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class B-2 Certificate Interest Rate: Floating Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 CUSIP: 04542B PS 5 ISIN: 04542BPS50 |
Original Class Certificate Principal Balance of the Class B-2 Certificates as of the Closing Date: $3,021,000 Initial Certificate Principal Balance: $3,021,000 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005
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DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the Initial Certificate Principal Balance of this Certificate by the Original Class Certificate Principal Balance of the Class B-2 Certificates) in that certain beneficial ownership interest evidenced by all the Class B-2 Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the Business Day immediately preceding such Distribution Date (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class B-2 Certificates on such Distribution Date pursuant to the Agreement; provided, however, that if any Class B-2 Certificate becomes a Definitive Certificate, the Record Date for such Certificate will be the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class B-2 Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement.
The Certificate Interest Rate for the Class B-2 Certificates for each Distribution Date will be the least of (i) One-Month LIBOR as of the related LIBOR Determination Date plus the applicable Certificate Margin, (ii) the applicable Maximum Rate Cap and (iii) the applicable Cap. Interest will accrue on the Class B-2 Certificates during each Interest Accrual Period at the Certificate Interest Rate.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class B-2 Certificates.
The Class B-2 Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
This certificate is subordinated in right of payment to the Class A Certificates, Class M Certificates and Class B-1 Certificates as described in the Pooling and Servicing Agreement referred to herein.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No transfer of this Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the 1933 Act and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that a transfer is to be made without registration or qualification, the Certificate Registrar shall require, in order to assure compliance with such laws, that the Certificateholder desiring to effect the transfer and such Certificateholder’s prospective transferee each execute a representation letter in the form described by the Agreement certifying to the Certificate Registrar the facts surrounding the transfer. None of the Depositor, the Certificate Registrar or the Trustee is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Certificate Registrar and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance and amounts deposited in the Pre-Funding Accounts.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Date of authentication:
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
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EXHIBIT C-1
[FORM OF CLASS CE CERTIFICATES]
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS A DIRECT OR INDIRECT BENEFICIAL INTEREST IN A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) AND CERTAIN OTHER PROPERTY.
THIS CLASS CE CERTIFICATE IS SUBORDINATE TO THE OFFERED CERTIFICATES AND CLASS B CERTIFICATES OF THIS SERIES TO THE EXTENT DESCRIBED HEREIN AND IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CLASS CE CERTIFICATE WILL NOT BE ENTITLED TO PAYMENTS UNTIL SUCH TIME AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CLASS CE CERTIFICATE HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE. ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE WITHOUT SUCH REGISTRATION OR QUALIFICATION MAY BE MADE ONLY IN A TRANSACTION THAT DOES NOT REQUIRE SUCH REGISTRATION OR QUALIFICATION AND IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, SECTION 4975 OF THE CODE OR ANY MATERIALLY SIMILAR PROVISIONS OF APPLICABLE FEDERAL, STATE OR LOCAL LAW WILL BE REGISTERED.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS CE
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class CE Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 Percentage Interest: 100% |
Initial Certificate Principal Balance of this Certificate (“Denomination”): $5,035,323.40 Initial Notional Amount of this Certificate: $996,773,690.74 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Hare & Co. is the registered owner of a Percentage Interest set forth above in that certain beneficial ownership interest evidenced by all the Class CE Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs (the “Record Date”), from funds in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class CE Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class CE Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Mortgage Loan Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified on the face hereof.
The Class CE Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As
provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No transfer of this Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the 1933 Act and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that a transfer is to be made without registration or qualification, the Certificate Registrar shall require, in order to assure compliance with such laws, either (i) that the Certificateholder desiring to effect the transfer and such Certificateholder’s prospective transferee each execute a representation letter in the form described by the Agreement certifying to the Certificate Registrar the facts surrounding the transfer, or (ii) unless such transfer is made in reliance upon Rule 144A under the 1933 Act, that the Depositor and the Certificate Registrar receive an Opinion of Counsel satisfactory to them that such transfer may be made without such registration or qualification, which Opinion of Counsel shall not be an expense of the Depositor, the Trustee or the Certificate Registrar, in their respective capacities as such. None of the Depositor, the Certificate Registrar or the Trustee is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Certificate Registrar and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of a Certificate or any interest therein may be made to employee benefit plans and certain other retirement plans and arrangements, including individual retirement accounts and annuities, Xxxxx plans and collective investment funds and separate accounts in which such plans, accounts or arrangements are invested that are subject to the fiduciary responsibility provisions of ERISA, Section 4975 of the Code or any materially similar provisions of applicable federal, state or local law (collectively, “Plans”) or any person who is directly or indirectly purchasing the Certificate or interest therein on behalf of, as named fiduciary of, as trustee of, or with assets of a Plan.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the
Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Dated:
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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EXHIBIT C-2
[FORM OF CLASS P CERTIFICATE]
THIS CLASS P CERTIFICATE HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE. ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE WITHOUT SUCH REGISTRATION OR QUALIFICATION MAY BE MADE ONLY IN A TRANSACTION THAT DOES NOT REQUIRE SUCH REGISTRATION OR QUALIFICATION AND IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, SECTION 4975 OF THE CODE OR ANY MATERIALLY SIMILAR PROVISIONS OF APPLICABLE FEDERAL, STATE OR LOCAL LAW WILL BE REGISTERED.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS P
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class P Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 Percentage Interest: 100% |
Original Class Certificate Principal Balance of this Class: $100.00 Initial Certificate Principal Balance: $100.00 Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Hare & Co. is the registered owner of a Percentage Interest set forth above in that certain beneficial ownership interest evidenced by all the Class P Certificates in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs (the “Record Date”), from Prepayment Charges, Originator Prepayment Charge Payment Amounts and Servicer Prepayment Charge Payment Amounts in the Distribution Account in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class P Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class P Certificates, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified on the face hereof.
The Class P Certificates are limited in right of payment to Prepayment Charges received on the Mortgage Loans, Originator Prepayment Charge Payment Amounts and Servicer Prepayment Charge Payment Amounts, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As
provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No transfer of this Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the 1933 Act and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that a transfer is to be made without registration or qualification, the Certificate Registrar shall require, in order to assure compliance with such laws, either (i) that the Certificateholder desiring to effect the transfer and such Certificateholder’s prospective transferee each execute a representation letter in the form described by the Agreement certifying to the Certificate Registrar the facts surrounding the transfer, or (ii) unless such transfer is made in reliance upon Rule 144A under the 1933 Act, that the Depositor and the Certificate Registrar receive an Opinion of Counsel satisfactory to them that such transfer may be made without such registration or qualification, which Opinion of Counsel shall not be an expense of the Depositor, the Trustee or the Certificate Registrar, in their respective capacities as such. None of the Depositor, the Certificate Registrar or the Trustee is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Certificate Registrar and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of a Certificate or any interest therein may be made to employee benefit plans and certain other retirement plans and arrangements, including individual retirement accounts and annuities, Xxxxx plans and collective investment funds and separate accounts in which such plans, accounts or arrangements are invested that are subject to the fiduciary responsibility provisions of ERISA, Section 4975 of the Code or any materially similar provisions of applicable federal, state or local law (collectively, “Plans”) or any person who is directly or indirectly purchasing the Certificate or interest therein on behalf of, as named fiduciary of, as trustee of, or with assets of a Plan.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar or any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the
Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Dated:
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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Authorized Signatory |
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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assignee named above, or |
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EXHIBIT C-3
[FORM OF CLASS R CERTIFICATE]
THIS CERTIFICATE MAY NOT BE TRANSFERRED TO A NON-UNITED STATES PERSON.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS THE “RESIDUAL INTEREST” IN TWO SEPARATE “REAL ESTATE MORTGAGE INVESTMENT CONDUITS,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”).
THIS CLASS R CERTIFICATE IS SUBORDINATE TO THE OFFERED CERTIFICATES, CLASS B CERTIFICATES AND CLASS CE CERTIFICATES OF THIS SERIES TO THE EXTENT DESCRIBED HEREIN AND IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CLASS R CERTIFICATE WILL NOT BE ENTITLED TO PAYMENTS UNTIL SUCH TIME AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CLASS R CERTIFICATE HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE. ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE WITHOUT SUCH REGISTRATION OR QUALIFICATION MAY BE MADE ONLY IN A TRANSACTION THAT DOES NOT REQUIRE SUCH REGISTRATION OR QUALIFICATION AND IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, SECTION 4975 OF THE CODE OR ANY MATERIALLY SIMILAR PROVISIONS OF APPLICABLE FEDERAL, STATE OR LOCAL LAW WILL BE REGISTERED.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CLASS R CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES (1) AN AFFIDAVIT TO THE CERTIFICATE REGISTRAR THAT SUCH TRANSFEREE IS NOT (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS EXEMPT FROM THE TAX
IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B) OR (C) BEING HEREINAFTER REFERRED TO AS A “DISQUALIFIED ORGANIZATION”), OR (D) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (2) NO PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX, AND (3) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OR ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CLASS R CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THE CLASS R CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH AND THE PROVISIONS OF SECTION 5.02(d) OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. ANY PERSON THAT IS A DISQUALIFIED ORGANIZATION IS PROHIBITED FROM ACQUIRING BENEFICIAL OWNERSHIP OF THIS CLASS R CERTIFICATE.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS R
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class R Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 Percentage Interest: 100% |
Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Hare & Co. is the registered owner of 100% Percentage Interest in that certain beneficial ownership interest evidenced by the Class R Certificate in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs (the “Record Date”), from funds in the Distribution Account in the amount required to be distributed to the Holder of Class R Certificate on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately
available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class R Certificate, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified on the face hereof.
The Class R Certificate is limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No transfer of this Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the 1933 Act and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that a transfer is to be made without registration or qualification, the Certificate Registrar shall require, in order to assure compliance with such laws, either (i) that the Certificateholder desiring to effect the transfer and such Certificateholder’s prospective transferee each execute a representation letter in the form described by the Agreement certifying to the Certificate Registrar the facts surrounding the transfer, or (ii) unless such transfer is made in reliance upon Rule 144A under the 1933 Act, that the Depositor and the Certificate Registrar receive an Opinion of Counsel satisfactory to them that such transfer may be made without such registration or qualification, which Opinion of Counsel shall not be an expense of the Depositor, the Trustee or the Certificate Registrar, in their respective capacities as such. None of the Depositor, the Certificate Registrar or the Trustee is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Certificate Registrar and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate or any interest therein may be made to employee benefit plans and certain other retirement plans and arrangements, including individual retirement accounts and annuities, Xxxxx plans and collective investment funds and separate accounts in which such plans, accounts or arrangements are invested that are subject to the fiduciary responsibility provisions of ERISA, Section 4975 of the Code or any materially similar provisions of applicable federal, state or local law (collectively, “Plans”) or any person who is directly or indirectly purchasing the Certificate or interest therein on behalf of, as named fiduciary of, as trustee of, or with assets of a Plan.
The Holder of this Certificate, by its acceptance hereof, shall be deemed for all purposes to have consented to the provisions of Section 5.02 of the Agreement and to any amendment of the Agreement deemed necessary by counsel of the Depositor to ensure that the transfer of this Certificate to any Person other than a Permitted Transferee or any other Person will not cause the Trust to cease to qualify as two separate REMICs or cause the imposition of a tax upon the Trust.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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By: |
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is the one of the Certificates referred to in the within-mentioned Agreement.
Dated:
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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By: |
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Authorized Signatory |
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)_____________________________________________________________
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT C-4
[FORM OF CLASS R-X CERTIFICATE]
THIS CERTIFICATE MAY NOT BE TRANSFERRED TO A NON-UNITED STATES PERSON.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS THE “RESIDUAL INTEREST” IN TWO SEPARATE “REAL ESTATE MORTGAGE INVESTMENT CONDUITS,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”).
THIS CLASS R-X CERTIFICATE IS SUBORDINATE TO THE OFFERED CERTIFICATES, CLASS B CERTIFICATES AND CLASS CE CERTIFICATES OF THIS SERIES TO THE EXTENT DESCRIBED HEREIN AND IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CLASS R-X CERTIFICATE WILL NOT BE ENTITLED TO PAYMENTS UNTIL SUCH TIME AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CLASS R-X CERTIFICATE HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE. ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE WITHOUT SUCH REGISTRATION OR QUALIFICATION MAY BE MADE ONLY IN A TRANSACTION THAT DOES NOT REQUIRE SUCH REGISTRATION OR QUALIFICATION AND IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, SECTION 4975 OF THE CODE OR ANY MATERIALLY SIMILAR PROVISIONS OF APPLICABLE FEDERAL, STATE OR LOCAL LAW WILL BE REGISTERED.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CLASS R-X CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES (1) AN AFFIDAVIT TO THE CERTIFICATE REGISTRAR THAT SUCH TRANSFEREE IS NOT (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS EXEMPT FROM THE TAX
IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B) OR (C) BEING HEREINAFTER REFERRED TO AS A “DISQUALIFIED ORGANIZATION”), OR (D) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (2) NO PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX, AND (3) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OR ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CLASS R-X CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THE CLASS R-X CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH AND THE PROVISIONS OF SECTION 5.02(d) OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. ANY PERSON THAT IS A DISQUALIFIED ORGANIZATION IS PROHIBITED FROM ACQUIRING BENEFICIAL OWNERSHIP OF THIS CLASS R-X CERTIFICATE.
ABFC ASSET-BACKED CERTIFICATES
SERIES 2005-WMC1, CLASS R-X
evidencing a beneficial ownership interest in a Trust Fund consisting primarily of a pool of conventional fixed-rate and adjustable-rate one- to four-family first and second lien mortgage loans formed and sold by
ASSET BACKED FUNDING CORPORATION
Series 2005-WMC1, Class R-X Date of Pooling and Servicing Agreement and Cut-off Date: September 1, 2005 First Distribution Date: October 25, 2005 No. 1 Percentage Interest: 100% |
Servicer: HomEq Servicing Corporation Trustee: Xxxxx Fargo Bank, N.A. Closing Date: September 30, 2005 |
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN ASSET BACKED FUNDING CORPORATION, THE SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES. THIS CERTIFICATE IS NOT GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES OR ANY OTHER ENTITY.
This certifies that Hare & Co. is the registered owner of 100% Percentage Interest in that certain beneficial ownership interest evidenced by the Class R-X Certificate in the Trust Fund created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Asset Backed Funding Corporation (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered on the last Business Day of the month immediately preceding the month in which the related Distribution Date occurs (the “Record Date”), from funds in the Distribution Account in the amount required to be distributed to the Holder of Class R-X Certificate on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by or on behalf of the Trustee by wire transfer in immediately
available funds to the account of the Person entitled thereto if such Person shall have so notified the Certificate Registrar in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Class R-X Certificate, or by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, provided that the Certificate Registrar may deduct a reasonable wire transfer fee from any payment made by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as ABFC Asset-Backed Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified on the face hereof.
The Class R-X Certificate is limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates entitled to the Voting Rights identified in the agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same.
No transfer of this Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the 1933 Act and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that a transfer is to be made without registration or qualification, the Certificate Registrar shall require, in order to assure compliance with such laws, either (i) that the Certificateholder desiring to effect the transfer and such Certificateholder’s prospective transferee each execute a representation letter in the form described by the Agreement certifying to the Certificate Registrar the facts surrounding the transfer, or (ii) unless such transfer is made in reliance upon Rule 144A under the 1933 Act, that the Depositor and the Certificate Registrar receive an Opinion of Counsel satisfactory to them that such transfer may be made without such registration or qualification, which Opinion of Counsel shall not be an expense of the Depositor, the Trustee or the Certificate Registrar, in their respective capacities as such. None of the Depositor, the Certificate Registrar or the Trustee is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Certificate Registrar and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate or any interest therein may be made to employee benefit plans and certain other retirement plans and arrangements, including individual retirement accounts and annuities, Xxxxx plans and collective investment funds and separate accounts in which such plans, accounts or arrangements are invested that are subject to the fiduciary responsibility provisions of ERISA, Section 4975 of the Code or any materially similar provisions of applicable federal, state or local law (collectively, “Plans”) or any person who is directly or indirectly purchasing the Certificate or interest therein on behalf of, as named fiduciary of, as trustee of, or with assets of a Plan.
The Holder of this Certificate, by its acceptance hereof, shall be deemed for all purposes to have consented to the provisions of Section 5.02 of the Agreement and to any amendment of the Agreement deemed necessary by counsel of the Depositor to ensure that the transfer of this Certificate to any Person other than a Permitted Transferee or any other Person will not cause the Trust to cease to qualify as two separate REMICs or cause the imposition of a tax upon the Trust.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund, and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the Trust Fund of all Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the Trust Fund all Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the Cut-off Date Aggregate Principal Balance.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed.
Dated:
XXXXX FARGO BANK, N.A., as Trustee
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Authorized Officer |
CERTIFICATE OF AUTHENTICATION
This is the one of the Certificates referred to in the within-mentioned Agreement.
Dated:
XXXXX FARGO BANK, N.A., as Certificate Registrar | ||||||
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ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts to Minors Act ________________ (State) |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee)
a Percentage Interest equal to ____% evidenced by the within asset-backed Certificate and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Signature by or on behalf of assignor |
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DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
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EXHIBIT D
MORTGAGE LOAN SCHEDULE
Loanid Homeq Loanid Group Split --------------------------------------------------------------------------------------- 11169592 323840322 1 11204530 323860247 2 11210834 323868448 1 11224524 323886135 1 11216679 323876854 1 11221148 323882480 2 11204200 323859819 2 11222367 323884007 2 11188976 323846550 2 11188236 323846253 2 11169081 323840223 1 11218752 323879502 2 11211274 323869172 1 11227400 323888206 1 11202069 323857243 2 11214149 323873273 2 11207767 323864108 2 11205586 323861427 2 11190148 323847129 2 11198856 323854034 2 11231706 323890525 2 11230373 323889865 2 11215369 323874891 2 11203652 323859181 2 11210622 323868067 2 11168652 323840108 2 11213185 323872051 2 11197395 323852509 2 11178194 323842302 2 11198203 323853226 2 11198583 323853671 2 11194055 323849687 2 11197985 323852954 2 11202684 323857938 2 11227525 323888289 1 11205496 323861369 1 11210976 323868695 2 11188238 323846261 1 11202470 323857714 2 11206820 323863019 1 11212665 323871350 2 11190748 323847475 1 11229976 323889683 1 11181528 323843490 2 11212745 323871475 1 11226417 323887554 1 11206475 323862581 2 11204139 323859736 2 11200964 323856112 2 11200997 323856146 1 11187324 323845818 2 11226229 323887430 1 11230400 323889899 1 11196182 323851428 1 11225549 323886986 2 11216937 323877209 2 11210440 323867721 2 11222184 323883710 1 11219993 323880880 2 11223735 323885517 1 11226384 323887513 2 11185470 323845115 2 11228465 323888917 2 11214041 323873117 1 11228811 323889063 2 11190878 323847541 2 11210070 323867093 2 11226006 323887307 1 11213994 323873018 2 11200733 323855965 2 11224915 323886408 2 11204287 323859967 2 11210136 323867192 2 11214648 323873968 2 11217630 323878066 2 11201105 323856278 2 11205939 323861963 1 11231196 323890277 2 11221503 323882894 1 11209790 323866624 1 11214762 323874149 1 11230208 323889774 2 11197282 323852400 2 11220104 323881078 2 11206554 323862672 2 11222843 323884577 1 11176575 323841833 1 11196148 323851360 1 11222031 323883520 1 11155550 323838581 1 11210668 323868166 2 11201777 323856971 2 11179216 323842666 1 11212949 323871814 1 11203410 323858803 2 11211767 323869875 1 11206631 323862797 1 11216258 323876151 2 11220387 323881508 1 11201930 323857177 2 11226403 323887539 2 11206772 323862961 1 11211025 323868794 1 11212101 323870410 2 11183875 323844456 2 11204783 323860536 2 11220110 323881094 1 11187427 323845867 1 11174291 323841239 1 11225660 323887042 1 11215786 323875427 2 11202714 323857995 2 11214437 323873653 2 11223302 323885079 2 11224551 323886168 2 11198804 323853929 1 11215594 323875153 2 11214300 323873398 2 11225419 323886911 2 11225609 323887018 2 11168291 323840058 1 11225989 323887281 1 11183045 323844118 2 11182753 323844019 1 11200006 323855114 2 11185286 323845024 1 11191480 323847954 2 11226162 323887380 2 11165452 323839613 2 11206701 323862912 1 11210296 323867424 1 11209767 323866566 2 11203281 323858647 2 11218559 323879338 2 11192200 323848366 2 11207307 323863688 2 11202140 323857383 2 11183348 323844308 2 11203114 323858381 2 11207740 323864041 1 11176980 323841957 2 11208038 323864389 1 11201939 323857185 1 11214505 323873752 2 11226731 323887679 2 11200652 323855809 2 11221675 323883140 2 11229200 323889261 2 11225425 323886929 2 11222128 323883611 2 11194208 323849786 2 11188929 323846527 2 11184551 323844753 2 11213060 323871897 1 11132447 323837799 2 11205798 323861716 1 11191380 323847921 2 11193096 323848903 2 11181870 323843623 1 11219214 323880005 2 11214788 323874172 2 11217572 323878025 1 11223984 323885640 1 11205886 323861880 2 11201573 323856781 1 11219238 323880039 2 11190850 323847525 1 11225734 323887117 2 11200302 323855437 2 11147229 323838102 2 11183152 323844175 2 11226181 323887398 2 11196149 323851378 2 11196994 323852202 2 11134605 323837823 2 11213597 323872531 2 11201579 323856807 2 11171964 323840751 2 11219754 323880625 1 11206536 323862649 2 11215790 323875435 2 11174290 323841221 1 11206254 323862284 1 11197750 323852756 2 11221876 323883306 1 11216552 323876649 1 11200606 323855718 1 11196755 323851923 2 11202099 323857292 2 11186091 323845255 1 11216188 323876060 2 11224170 323885855 2 11210921 323868596 2 11217482 323877928 2 11215973 323875724 2 11207494 323863811 1 11230131 323889766 1 11230932 323890178 1 11212482 323871053 2 11229166 323889238 1 11206486 323862599 1 11231991 323890681 2 11187955 323846089 2 11219179 323879973 1 11202498 323857755 2 11222387 323884056 2 11202732 323858019 2 11148687 323838144 1 11218368 323879148 2 11217112 323877415 2 11208159 323864512 2 11187776 323846014 1 11217822 323878371 2 11224131 323885806 1 11199288 323854463 1 11217406 323877829 2 11198496 323853531 1 11203944 323859579 2 11189520 323846758 2 11212880 323871673 1 11232688 323890962 2 11192531 323848523 1 11199366 323854562 2 11217750 323878280 2 11170117 323840397 2 11199255 323854414 1 11199301 323854471 1 11215725 323875344 2 11226610 323887638 2 11204140 323859744 1 11192810 323848697 1 11175942 323841643 2 11227511 323888271 2 11186635 323845511 2 11224048 323885723 2 11225785 323887158 1 11203486 323858936 2 11214191 323873323 1 11196749 323851915 2 11157876 323838748 2 11205605 323861484 2 11229960 323889659 2 11223341 323885178 2 11201032 323856203 1 11192823 323848705 2 11220061 323880997 2 11221344 323882605 1 11171831 323840744 2 11189580 323846790 1 11207034 323863332 2 11216268 323876185 1 11220096 323881060 2 11200119 323855221 2 11187089 323845727 1 11225117 323886572 2 11212791 323871533 1 11230236 323889790 1 11204552 323860254 2 11216319 323876292 2 11196972 323852160 1 11199619 323854760 2 11226915 323887869 2 11193448 323849299 2 11180582 323843177 2 11199610 323854752 2 11182483 323843870 2 11200125 323855239 1 11227241 323888065 1 11192128 323848275 2 11218386 323879189 2 11224518 323886119 2 11221952 323883397 2 11237207 323891564 2 11130824 323837773 2 11224487 323886093 2 11179556 323842807 2 11211255 323869131 2 11223320 323885129 2 11160535 323839050 1 11230434 323889915 1 11212002 323870220 2 11180173 323843011 1 11215682 323875294 2 11225763 323887141 1 11212465 323871038 2 11178536 323842450 2 11215649 323875245 2 11207332 323863720 1 11230507 323889964 2 11189668 323846857 2 11215363 323874883 1 11161984 323839159 2 11219541 323880328 1 11211386 323869347 2 11222634 323884361 2 11218596 323879395 2 11207835 323864181 2 11225817 323887174 2 11215307 323874826 1 11210380 323867606 2 11232988 323891101 2 11214097 323873158 1 11208055 323864421 2 11215136 323874594 2 11212041 323870295 1 11200232 323855346 2 11189726 323846881 2 11211500 323869495 2 11214699 323874081 2 11218669 323879429 1 11216733 323876979 1 11200156 323855254 1 11197014 323852228 1 11213110 323871921 1 11209127 323865808 1 11226307 323887471 1 11211457 323869453 2 11230024 323889717 1 11198225 323853267 2 11200334 323855460 2 11203463 323858910 1 11219702 323880575 2 11193936 323849620 2 11197534 323852533 2 11200735 323855973 2 11214519 323873778 1 11199053 323854216 2 11231742 323890541 2 11235294 323891440 1 11191065 323847731 2 11176186 323841759 2 11199493 323854679 1 11205853 323861823 2 11200649 323855791 2 11226740 323887703 2 11216730 323876946 2 11205640 323861526 2 11184747 323844803 2 11237697 323891580 2 11219628 323880450 1 11199876 323855007 2 11220534 323881680 2 11220557 323881714 1 11199684 323854828 1 11222322 323883900 1 11217046 323877316 1 11174332 323841254 1 11229474 323889394 2 11202034 323857219 2 11151810 323838342 1 11086757 323837641 1 11201635 323856864 1 11222425 323884114 2 11165898 323839712 1 11171780 323840728 2 11227195 323888016 2 11175721 323841569 1 11211636 323869719 2 11219811 323880690 1 11193201 323849083 2 11191042 323847715 2 11169117 323840231 2 11210042 323867028 2 11189533 323846766 1 11198260 323853309 1 11195001 323850511 2 11229905 323889634 1 11184817 323844845 2 11198433 323853499 1 11175735 323841577 2 11214630 323873893 2 11224133 323885822 2 11218964 323879718 1 11174043 323841148 1 11217931 323878595 2 11187668 323845982 2 11198999 323854158 1 11206020 323862011 2 11209745 323866509 1 11201153 323856328 1 11208688 323865139 2 11204561 323860262 1 11211322 323869263 2 11218089 323878793 2 11203871 323859504 2 11172903 323840892 1 11213630 323872572 1 11203997 323859629 1 11197049 323852251 2 11182578 323843961 2 11206702 323862920 2 11202395 323857631 2 11188291 323846295 2 11199666 323854794 1 11203808 323859389 1 11228526 323888941 1 11196389 323851600 2 11184425 323844712 2 11224183 323885863 2 11209231 323865949 2 11203745 323859348 2 11211541 323869552 1 11197629 323852616 1 11206564 323862680 2 11232730 323890988 1 11223829 323885541 2 11217524 323877969 1 11223974 323885632 2 11220333 323881409 2 11196691 323851899 1 11206072 323862102 2 11197634 323852624 1 11222806 323884528 2 11198176 323853200 1 11219078 323879858 1 11191167 323847814 1 11212975 323871822 1 11229637 323889477 2 11221463 323882787 2 11215226 323874768 1 11208807 323865444 1 11219148 323879932 1 11205119 323860841 2 11234533 323891366 2 11211489 323869479 1 11192902 323848788 1 11232449 323890822 2 11192136 323848317 2 11213814 323872812 2 11202643 323857904 2 11217284 323877597 1 11184345 323844647 1 11198848 323854000 1 11204235 323859876 2 11215483 323874974 1 11210358 323867549 1 11220043 323880963 1 11222630 323884338 1 11186544 323845438 1 11229196 323889253 2 11196677 323851873 1 11220180 323881144 1 11176698 323841866 2 11213443 323872325 2 11208607 323865089 2 11200692 323855874 2 11219985 323880856 1 11220215 323881227 2 11200825 323856013 2 11215933 323875666 2 11210514 323867853 2 11209939 323866822 2 11227238 323888057 1 11220275 323881318 1 11228225 323888651 2 11230309 323889832 2 11219908 323880815 2 11204153 323859769 1 11216500 323876565 1 11151319 323838284 2 11207258 323863621 2 11206960 323863175 2 11197360 323852483 1 11182901 323844076 2 11201457 323856633 1 11223424 323885244 1 11205569 323861393 2 11192862 323848747 2 11208767 323865352 2 11198861 323854042 1 11195802 323851097 2 11196275 323851493 1 11232921 323891069 2 11204204 323859827 1 11187205 323845776 2 11192988 323848861 2 11188181 323846212 1 11218463 323879205 1 11200357 323855478 2 11206086 323862136 1 11173173 323840975 1 11165762 323839662 2 11203024 323858308 2 11202113 323857334 2 11220155 323881110 2 11226481 323887596 1 11185519 323845149 2 11215796 323875450 1 11177499 323842112 1 11197924 323852905 2 11208066 323864439 2 11231744 323890558 2 11182157 323843748 1 11195130 323850586 1 11214047 323873125 2 11203424 323858837 2 11195248 323850651 1 11153303 323838466 1 11182260 323843821 1 11187301 323845800 2 11203701 323859280 1 11196777 323851980 2 11200724 323855932 2 11221653 323883124 2 11213179 323872044 2 11222800 323884510 2 11193912 323849612 2 11192045 323848234 2 11210691 323868208 2 11188035 323846121 2 11233123 323891168 1 11209651 323866368 2 11213528 323872432 2 11176837 323841882 2 11203898 323859520 1 11194075 323849711 2 11205361 323861146 2 11221997 323883454 1 11216410 323876441 2 11173282 323840991 1 11176041 323841684 1 11223587 323885392 2 11206387 323862433 2 11237130 323891549 1 11222165 323883686 2 11173335 323841023 2 11189296 323846675 2 11212083 323870360 2 11196447 323851667 2 11203765 323859363 2 11209779 323866608 1 11190237 323847178 1 11168552 323840090 2 11212671 323871384 1 11216622 323876755 1 11194652 323850180 1 11196461 323851709 2 11173905 323841122 2 11190013 323847053 1 11171070 323840595 2 11180993 323843300 2 11210352 323867515 1 11214662 323874016 2 11212345 323870923 2 11183119 323844167 2 11211404 323869404 2 11204199 323859801 2 11204766 323860502 1 11206973 323863217 1 11221882 323883314 2 11193653 323849406 1 11186613 323845503 1 11210561 323867945 1 11189792 323846931 2 11199231 323854372 1 11220312 323881367 2 11223267 323884999 1 11195980 323851196 1 11201004 323856161 2 11215620 323875203 2 11217877 323878504 2 11208700 323865204 2 11177310 323842021 2 11211764 323869859 2 11201812 323856997 2 11220606 323881813 2 11229505 323889436 2 11199323 323854497 2 11194444 323850008 2 11213639 323872606 2 11191988 323848192 2 11208294 323864678 2 11203738 323859330 1 11230324 323889840 1 11160822 323839076 2 11200163 323855270 1 11216281 323876235 2 11208054 323864413 2 11214129 323873216 2 11211403 323869396 2 11203196 323858498 2 11202367 323857615 2 11158664 323838821 2 11206138 323862185 2 11208799 323865428 2 11231976 323890673 1 11222926 323884718 2 11222315 323883876 2 11186819 323845578 2 11209197 323865899 2 11196325 323851584 2 11217722 323878249 2 11205863 323861849 1 11177566 323842138 2 11194968 323850495 1 11214277 323873356 1 11225404 323886879 1 11211279 323869206 2 11153624 323838482 2 11193333 323849174 2 11194565 323850149 2 11218662 323879411 2 11202126 323857342 2 11204055 323859702 1 11182577 323843953 1 11231121 323890236 1 11218266 323879007 1 11212645 323871319 1 11225194 323886689 1 11227715 323888388 1 11207475 323863787 1 11217863 323878488 2 11195273 323850685 2 11195012 323850529 2 11235483 323891457 1 11184849 323844878 2 11232640 323890913 1 11187866 323846048 2 11220961 323882191 1 11201261 323856435 2 11192636 323848564 1 11224021 323885699 1 11206940 323863142 1 11217400 323877803 2 11231337 323890319 2 11204762 323860494 1 11197927 323852921 2 11223993 323885665 2 11181143 323843359 1 11217026 323877282 2 11186146 323845289 1 11223583 323885384 1 11162886 323839225 1 11191344 323847897 1 11170933 323840504 2 11211507 323869529 1 11195976 323851188 2 11194720 323850248 1 11212049 323870303 2 11196240 323851477 2 11182725 323844001 1 11199800 323854935 1 11224650 323886234 2 11214029 323873083 2 11220162 323881128 2 11201369 323856559 1 11217896 323878538 1 11173833 323841106 2 11202639 323857896 1 11166406 323839811 2 11223007 323884783 2 11213799 323872804 2 11205847 323861807 1 11208360 323864843 1 11216274 323876193 2 11216040 323875864 2 11234906 323891390 2 11211871 323869990 1 11219039 323879817 2 11217786 323878348 1 11222575 323884288 1 11231156 323890244 1 11210576 323867986 2 11215515 323875021 2 11220552 323881706 2 11215975 323875740 1 11210110 323867176 2 11197055 323852269 1 11230245 323889808 2 11188093 323846170 2 11186032 323845248 1 11229762 323889527 1 11209532 323866210 2 11198864 323854059 2 11211399 323869370 2 11221965 323883413 2 11219082 323879866 1 11204612 323860338 2 11197261 323852392 1 11209813 323866640 2 11204442 323860155 2 11212400 323870998 1 11196765 323851949 2 11205040 323860775 2 11220749 323881920 1 11221497 323882845 1 11221589 323883009 1 11233445 323891267 2 11167897 323840017 2 11204751 323860478 2 11172528 323840835 1 11225947 323887265 2 11220562 323881722 2 11208111 323864470 1 11212390 323870964 2 11208255 323864611 2 11192947 323848846 1 11194821 323850354 1 11224696 323886242 1 11223284 323885020 1 11216667 323876821 2 11202610 323857862 1 11195416 323850792 2 11184674 323844787 2 11196984 323852178 2 11204826 323860585 2 11179365 323842690 2 11222613 323884320 1 11207501 323863837 1 11194145 323849745 2 11172792 323840876 2 11216351 323876342 2 11227561 323888321 2 11228035 323888586 2 11204985 323860726 1 11206224 323862250 2 11212565 323871202 1 11201317 323856492 2 11218918 323879650 2 11204207 323859835 2 11209706 323866442 1 11186799 323845560 2 11198975 323854125 2 11198495 323853523 2 11211250 323869123 1 11168533 323840074 2 11182170 323843755 2 11189493 323846741 2 11222312 323883868 2 11224430 323886051 2 11175610 323841536 1 11232496 323890830 2 11171051 323840579 2 11199182 323854307 1 11217425 323877878 1 11163881 323839373 2 11206027 323862029 1 11196655 323851857 1 11223497 323885285 2 11225882 323887208 1 11183326 323844290 2 11201389 323856583 2 11180460 323843110 1 11188509 323846386 2 11178621 323842526 1 11210446 323867739 2 11213492 323872390 1 11210492 323867804 1 11177851 323842203 2 11224382 323886010 2 11078858 323837633 2 11187194 323845768 2 11204406 323860080 1 11219436 323880237 2 11228115 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------------------------------------------------------------------------------------------------------- 11169592 Marketing 432,436.41 435,000.00 5.15 11204530 Marketing 226,465.54 227,000.00 7.25 11210834 Marketing 124,000.00 124,000.00 6.99 11224524 Marketing 148,331.69 148,800.00 5.75 11216679 Marketing 275,659.82 276,000.00 6.75 11221148 Marketing 49,876.34 50,000.00 7 11204200 Marketing 203,487.93 204,000.00 6.925 11222367 Marketing 222,939.78 223,200.00 6.95 11188976 Marketing 647,525.55 650,000.00 6.275 11188236 Marketing 98,465.81 99,000.00 6.475 11169081 Marketing 186,000.00 186,000.00 6.75 11218752 Marketing 510,463.24 512,000.00 6 11211274 Marketing 151,997.50 152,000.00 6.325 11227400 Marketing 193,966.69 195,000.00 5.375 11202069 Marketing 527,074.00 528,000.00 6.525 11214149 Marketing 44,915.06 45,000.00 8.35 11207767 Marketing 50,251.96 50,400.00 7.6 11205586 Marketing 410,000.00 410,000.00 6.825 11190148 Marketing 114,191.73 114,400.00 9.925 11198856 Marketing 294,520.77 295,095.00 8.2 11231706 Marketing 195,592.66 196,000.00 7.875 11230373 Additional 59,269.59 59,600.00 9.075 11215369 Marketing 170,533.71 171,000.00 6.5 11203652 Marketing 346,803.08 348,000.00 6.8 11210622 Marketing 235,583.28 236,000.00 8.675 11168652 Marketing 304,000.00 304,000.00 7.99 11213185 Marketing 175,767.55 176,000.00 6.5 11197395 Marketing 257,233.41 257,600.00 7.275 11178194 Marketing 259,807.41 261,000.00 6.5 11198203 Marketing 203,524.44 204,000.00 7.3 11198583 Marketing 363,534.66 364,445.00 6.95 11194055 Marketing 286,989.98 288,000.00 6.7 11197985 Marketing 141,939.78 142,400.00 7.125 11202684 Marketing 113,698.02 114,000.00 6.65 11227525 Marketing 105,937.32 106,200.00 7 11205496 Marketing 219,186.95 220,000.00 6.9 11210976 Marketing 66,257.06 66,400.00 7.7 11188238 Marketing 172,034.15 172,500.00 6.55 11202470 Marketing 106,000.00 106,000.00 6.25 11206820 Marketing 356,475.37 356,800.00 7.825 11212665 Marketing 325,126.71 325,600.00 6.15 11190748 Marketing 127,598.93 128,000.00 7.275 11229976 Marketing 280,000.00 280,000.00 5.75 11181528 Marketing 390,651.27 392,000.00 6.8 11212745 Marketing 159,104.70 159,500.00 6.99 11226417 Marketing 111,713.32 112,000.00 6.825 11206475 Marketing 151,785.01 152,000.00 6.25 11204139 Marketing 221,389.21 221,680.00 6.525 11200964 Additional 168,619.10 168,800.00 7.25 11200997 Marketing 220,109.64 221,000.00 5.99 11187324 Additional 359,935.57 360,400.00 7.625 11226229 Additional 209,044.85 209,600.00 6.65 11230400 Marketing 95,775.08 96,000.00 7.275 11196182 Marketing 152,436.82 153,000.00 6.45 11225549 Additional 161,579.21 162,000.00 6.75 11216937 Marketing 195,388.93 196,000.00 5.8 11210440 Marketing 133,261.34 133,600.00 6.875 11222184 Marketing 199,305.82 200,000.00 6.875 11219993 Marketing 636,500.00 636,500.00 6.75 11223735 Marketing 295,542.39 295,920.00 6.625 11226384 Marketing 83,802.22 84,000.00 7.25 11185470 Marketing 217,396.05 217,704.00 6.25 11228465 Marketing 89,018.86 89,200.00 7.99 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240,000.00 5.45 11222843 Marketing 108,504.76 108,800.00 6.525 11176575 Marketing 111,571.59 112,000.00 6.25 11196148 Marketing 119,991.67 120,800.00 5.95 11222031 Marketing 219,507.12 220,000.00 7.5 11155550 Marketing 143,647.28 144,000.00 8.5 11210668 Marketing 325,552.19 326,400.00 6.75 11201777 Marketing 251,256.08 252,000.00 7.575 11179216 Marketing 652,500.00 652,500.00 6.875 11212949 Marketing 163,459.02 164,000.00 5.5 11203410 Marketing 391,028.51 392,000.00 6.99 11211767 Marketing 154,786.71 155,200.00 6.625 11206631 Marketing 111,595.64 112,000.00 6.55 11216258 Marketing 145,582.76 146,000.00 7.75 11220387 Marketing 143,236.04 143,500.00 6.425 11201930 Marketing 101,151.57 101,250.00 8.6 11226403 Marketing 287,667.98 288,000.00 6.99 11206772 Marketing 53,015.11 53,100.00 10.55 11211025 Marketing 246,591.36 247,000.00 8.99 11212101 Marketing 170,376.59 171,000.00 6.5 11183875 Additional 154,567.02 155,000.00 6.375 11204783 Marketing 343,370.48 344,000.00 6.37 11220110 Marketing 351,000.00 351,000.00 6.99 11187427 Marketing 98,597.07 98,880.00 6.25 11174291 Marketing 295,000.00 295,000.00 6.99 11225660 Marketing 237,366.15 237,600.00 7.55 11215786 Marketing 127,583.67 128,000.00 5.575 11202714 Marketing 126,057.01 126,400.00 6.525 11214437 Marketing 157,524.52 157,900.00 7.2 11223302 Marketing 458,231.45 459,000.00 5.625 11224551 Marketing 255,920.00 255,920.00 6.7 11198804 Marketing 155,655.69 156,000.00 7.575 11215594 Additional 168,311.67 168,750.00 6.75 11214300 Marketing 279,664.32 280,000.00 6.85 11225419 Marketing 400,000.00 400,000.00 7 11225609 Marketing 419,503.62 420,000.00 6.901 11168291 Marketing 101,762.70 102,000.00 8.75 11225989 Marketing 106,931.16 107,160.00 7.74 11183045 Marketing 136,163.98 136,500.00 8.475 11182753 Marketing 271,359.58 272,000.00 7.25 11200006 Marketing 318,644.18 319,200.00 6.551 11185286 Marketing 165,163.47 165,300.00 8.175 11191480 Marketing 384,000.00 384,000.00 5.99 11226162 Marketing 246,911.81 247,200.00 6.95 11165452 Marketing 436,661.00 436,661.00 5.25 11206701 Marketing 134,174.97 134,400.00 5.625 11210296 Additional 220,000.00 220,000.00 6.5 11209767 Marketing 319,208.50 320,000.00 7 11203281 Marketing 229,431.30 230,000.00 7.25 11218559 Marketing 275,432.18 276,000.00 7.925 11192200 Marketing 175,270.56 175,750.00 7.99 11207307 Marketing 39,878.77 40,000.00 5.95 11202140 Marketing 150,982.50 151,300.00 8.175 11183348 Marketing 232,000.00 232,000.00 5.625 11203114 Marketing 335,422.78 336,000.00 6.6 11207740 Marketing 151,572.81 151,920.00 7.4 11176980 Marketing 335,139.92 336,000.00 6.825 11208038 Marketing 284,407.72 285,000.00 7.875 11201939 Marketing 135,354.00 136,000.00 5.7 11214505 Marketing 576,036.14 577,500.00 6.875 11226731 Marketing 372,017.44 372,800.00 7.825 11200652 Marketing 300,000.00 300,000.00 7.25 11221675 Marketing 472,000.00 472,000.00 5.875 11229200 Marketing 198,000.00 198,000.00 6.74 11225425 Marketing 340,000.00 340,000.00 6.99 11222128 Marketing 140,415.31 140,800.00 6.49 11194208 Marketing 525,447.68 527,200.00 6.975 11188929 Marketing 955,258.40 959,200.00 5.875 11184551 Marketing 206,438.85 207,000.00 8 11213060 Marketing 66,227.50 66,640.00 8.99 11132447 Marketing 178,869.75 180,000.00 6.625 11205798 Marketing 194,820.23 195,300.00 8.485 11191380 Marketing 360,000.00 360,000.00 6.675 11193096 Marketing 72,679.55 72,800.00 8.99 11181870 Marketing 260,396.03 260,400.00 6.825 11219214 Additional 223,432.20 224,000.00 6.875 11214788 Marketing 99,757.48 100,000.00 7.1 11217572 Marketing 295,192.88 296,000.00 6.5 11223984 Marketing 239,268.97 239,920.00 6.525 11205886 Marketing 86,284.63 86,400.00 6.46 11201573 Marketing 127,302.74 127,500.00 5.92 11219238 Marketing 337,162.34 338,000.00 6.99 11190850 Marketing 164,000.00 164,000.00 6.99 11225734 Marketing 397,029.18 400,000.00 7.153 11200302 Marketing 71,468.69 71,600.00 8.49 11147229 Additional 252,511.90 253,600.00 6.825 11183152 Marketing 711,791.15 713,600.00 6.875 11226181 Marketing 226,936.17 227,500.00 6.99 11196149 Marketing 364,487.81 365,655.00 5.675 11196994 Marketing 135,736.36 136,000.00 5.375 11134605 Additional 65,772.82 66,000.00 9.615 11213597 Marketing 229,277.44 229,600.00 6.275 11201579 Marketing 475,202.99 476,000.00 5.625 11171964 Marketing 240,380.70 241,180.00 6.99 11219754 Marketing 339,544.71 340,000.00 6.45 11206536 Marketing 252,287.03 252,800.00 5.99 11215790 Marketing 56,898.32 57,000.00 8.625 11174290 Marketing 153,597.20 154,400.00 7.075 11206254 Additional 182,000.00 182,000.00 5.675 11197750 Marketing 53,865.03 54,000.00 8.4 11221876 Marketing 337,500.00 337,500.00 5.625 11216552 Marketing 139,000.00 139,000.00 6.625 11200606 Marketing 304,999.92 305,000.00 5.5 11196755 Additional 342,000.00 342,000.00 6.49 11202099 Marketing 215,872.44 216,800.00 6.05 11186091 Marketing 293,491.17 294,400.00 7.35 11216188 Marketing 55,176.85 55,250.00 10.05 11224170 Marketing 558,237.55 560,000.00 5.75 11210921 Marketing 207,680.89 208,000.00 5.951 11217482 Marketing 62,620.04 63,200.00 7.425 11215973 Marketing 296,000.00 296,000.00 6.99 11207494 Marketing 294,066.83 295,000.00 7.84 11230131 Marketing 40,439.76 40,500.00 9.5 11230932 Additional 110,400.00 110,400.00 6.75 11212482 Marketing 304,000.00 304,000.00 6.375 11229166 Marketing 182,200.45 182,750.00 5.99 11206486 Marketing 101,295.48 101,600.00 6.6 11231991 Marketing 128,751.27 129,200.00 6.75 11187955 Marketing 111,884.93 112,200.00 7.825 11219179 Marketing 163,552.81 164,000.00 6.5 11202498 Marketing 283,187.36 284,000.00 6.25 11222387 Marketing 173,721.56 174,000.00 6.225 11202732 Marketing 107,588.13 107,940.00 5.99 11148687 Marketing 292,000.00 292,000.00 6.25 11218368 Marketing 448,294.77 448,800.00 7.075 11217112 Marketing 83,452.41 83,840.00 7.125 11208159 Marketing 230,726.77 231,300.00 6.99 11187776 Marketing 150,093.40 150,100.00 6.85 11217822 Marketing 419,000.00 419,400.00 6 11224131 Marketing 232,400.00 232,400.00 6.5 11199288 Marketing 174,278.00 174,278.00 6.7 11217406 Marketing 240,432.59 241,000.00 7.25 11198496 Marketing 79,807.33 80,000.00 7.25 11203944 Marketing 114,273.27 115,000.00 7.15 11189520 Additional 264,948.24 265,500.00 7.875 11212880 Additional 199,459.91 200,000.00 6.55 11232688 Marketing 203,750.00 203,750.00 6.35 11192531 Marketing 108,709.23 108,800.00 8.125 11199366 Marketing 132,000.00 132,000.00 6.25 11217750 Marketing 423,829.87 425,000.00 6.45 11170117 Marketing 59,818.40 60,000.00 7.45 11199255 Marketing 103,547.94 104,000.00 5.575 11199301 Marketing 122,083.61 122,400.00 6.775 11215725 Marketing 191,470.36 191,920.00 7.275 11226610 Marketing 195,480.88 196,000.00 6.65 11204140 Marketing 61,819.15 62,400.00 7.8 11192810 Additional 61,586.28 61,750.00 8.125 11175942 Marketing 490,530.29 492,000.00 6.025 11227511 Marketing 439,200.00 439,200.00 5.375 11186635 Marketing 153,520.00 153,520.00 5.75 11224048 Marketing 121,563.18 121,912.00 6.25 11225785 Marketing 89,841.90 90,000.00 8.7 11203486 Marketing 360,000.00 360,000.00 7.25 11214191 Marketing 249,380.41 250,000.00 6.99 11196749 Marketing 356,000.00 356,000.00 5.99 11157876 Marketing 208,250.00 208,250.00 6.375 11205605 Marketing 206,842.77 207,400.00 6.99 11229960 Marketing 102,794.25 103,085.00 6.325 11223341 Marketing 117,361.20 117,600.00 7.99 11201032 Marketing 90,169.06 90,250.00 7.875 11192823 Marketing 273,056.11 273,760.00 6.825 11220061 Marketing 95,901.04 96,050.00 9.3 11221344 Marketing 272,000.00 272,000.00 5.374 11171831 Marketing 218,943.32 220,000.00 7.88 11189580 Marketing 198,494.33 199,000.00 8.575 11207034 Marketing 252,292.95 252,800.00 6.375 11216268 Additional 301,152.41 301,500.00 6.99 11220096 Marketing 471,756.68 472,938.00 6.95 11200119 Additional 165,190.93 165,750.00 6.9 11187089 Marketing 82,710.85 83,000.00 7.4 11225117 Marketing 423,922.69 425,000.00 6.875 11212791 Marketing 131,007.78 131,200.00 6.99 11230236 Marketing 274,958.30 275,300.00 6.725 11204552 Additional 96,439.39 96,800.00 6.39 11216319 Marketing 155,839.77 156,000.00 7.4 11196972 Marketing 251,313.48 251,811.00 8.125 11199619 Marketing 612,500.00 612,500.00 6.99 11226915 Marketing 686,026.41 687,995.00 6.25 11193448 Marketing 62,956.03 63,120.00 6.75 11180582 Marketing 142,062.21 142,500.00 8.5 11199610 Marketing 766,400.00 766,400.00 5.925 11182483 Marketing 217,413.67 217,600.00 6.875 11200125 Marketing 163,576.08 164,000.00 6.775 11227241 Marketing 99,200.00 99,200.00 6.41 11192128 Marketing 124,667.94 125,000.00 8.1 11218386 Additional 584,032.18 585,000.00 8.99 11224518 Marketing 136,000.00 136,000.00 6.075 11221952 Marketing 188,233.33 188,800.00 6 11237207 Marketing 62,256.58 62,400.00 8.075 11130824 Marketing 231,011.38 233,600.00 6.65 11224487 Marketing 204,910.00 205,000.00 6.5 11179556 Marketing 280,000.00 280,000.00 6.425 11211255 Additional 275,625.29 276,000.00 6.4 11223320 Marketing 87,702.11 87,920.00 6.99 11160535 Marketing 151,426.88 152,000.00 6.325 11230434 Additional 156,000.00 156,000.00 6.925 11212002 Marketing 655,444.73 656,250.00 6.25 11180173 Marketing 115,935.47 115,960.00 6.99 11215682 Marketing 283,624.87 284,000.00 6.5 11225763 Marketing 215,427.92 216,000.00 6.65 11212465 Marketing 130,742.24 132,000.00 6.99 11178536 Marketing 88,964.64 89,250.00 9.25 11215649 Marketing 267,602.41 268,000.00 6.075 11207332 Additional 239,391.63 240,000.00 6.875 11230507 Marketing 25,828.55 26,000.00 10.75 11189668 Additional 370,960.85 372,000.00 6.375 11215363 Marketing 110,113.25 110,400.00 6.75 11161984 Marketing 166,106.58 166,500.00 8.675 11219541 Marketing 331,604.75 332,000.00 6.875 11211386 Additional 110,901.16 111,200.00 6.575 11222634 Marketing 90,960.29 91,200.00 6.7 11218596 Additional 220,655.93 220,800.00 8.99 11207835 Marketing 222,856.36 224,000.00 6.525 11225817 Marketing 183,447.73 184,000.00 6 11215307 Marketing 224,429.66 225,000.00 6.875 11210380 Marketing 104,756.44 105,000.00 7.325 11232988 Marketing 455,389.35 456,000.00 6.45 11214097 Marketing 111,437.01 112,000.00 6.175 11208055 Marketing 215,561.40 216,000.00 7.99 11215136 Marketing 274,616.44 276,000.00 6.525 11212041 Marketing 274,439.21 275,000.00 4.875 11200232 Marketing 420,828.00 420,828.00 6.25 11189726 Marketing 232,000.00 232,000.00 6.4 11211500 Marketing 121,129.77 121,410.00 7.35 11214699 Marketing 92,573.83 92,800.00 7.075 11218669 Marketing 299,470.80 300,150.00 7.45 11216733 Marketing 191,506.11 192,000.00 6.8 11200156 Marketing 59,832.49 60,000.00 7.875 11197014 Marketing 352,800.00 352,800.00 6.8 11213110 Marketing 209,600.00 209,600.00 6.25 11209127 Marketing 299,544.59 300,000.00 5.99 11226307 Marketing 114,542.80 114,800.00 7.5 11211457 Marketing 438,884.67 440,000.00 6.875 11230024 Marketing 49,869.00 50,000.00 7.175 11198225 Marketing 300,000.00 300,000.00 5.9 11200334 Marketing 149,717.44 150,000.00 8.375 11203463 Marketing 174,658.79 175,000.00 8.19 11219702 Marketing 236,292.51 236,800.00 5.625 11193936 Marketing 387,363.21 388,000.00 5.7 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116,000.00 6.3 11217046 Marketing 52,912.49 53,000.00 9 11174332 Marketing 96,857.98 97,600.00 6.825 11229474 Additional 155,055.69 155,125.00 10.225 11202034 Marketing 200,000.00 200,000.00 5.7 11151810 Additional 306,751.40 307,800.00 7.99 11086757 Marketing 116,517.39 117,200.00 6.225 11201635 Marketing 99,726.79 100,000.00 6.49 11222425 Marketing 303,623.69 304,000.00 6.75 11165898 Marketing 136,000.00 136,000.00 5.95 11171780 Marketing 199,229.23 200,000.00 6.99 11227195 Marketing 302,811.41 303,600.00 6.75 11175721 Marketing 94,902.85 95,200.00 7.3 11211636 Marketing 191,554.61 192,000.00 7.325 11219811 Marketing 206,875.55 207,200.00 5.875 11193201 Marketing 329,269.59 329,600.00 6 11191042 Marketing 386,942.04 388,000.00 6.5 11169117 Marketing 185,068.40 185,500.00 8.75 11210042 Marketing 329,887.93 331,000.00 6.425 11189533 Marketing 166,400.00 166,400.00 6.5 11198260 Marketing 194,635.16 195,200.00 7.675 11195001 Marketing 302,885.68 304,000.00 6.5 11229905 Marketing 296,762.69 297,500.00 6.99 11184817 Additional 364,683.66 365,000.00 8.99 11198433 Marketing 265,607.91 266,000.00 7.15 11175735 Marketing 159,579.63 159,960.00 7.2 11214630 Marketing 679,999.34 680,000.00 6.49 11224133 Additional 448,864.90 450,000.00 6.9 11218964 Additional 147,995.98 148,000.00 6.8 11174043 Marketing 63,787.92 64,000.00 6.99 11217931 Marketing 107,842.57 108,000.00 6.15 11187668 Marketing 93,328.52 93,500.00 8.49 11198999 Marketing 152,000.00 152,000.00 6.675 11206020 Marketing 171,443.27 172,000.00 5.85 11209745 Marketing 122,778.68 123,030.00 7.96 11201153 Marketing 127,821.41 128,000.00 6.3 11208688 Marketing 124,650.31 124,960.00 6.99 11204561 Marketing 149,695.43 150,000.00 7.99 11211322 Marketing 291,647.52 292,000.00 6.825 11218089 Marketing 478,691.15 480,000.00 6.5 11203871 Marketing 370,240.49 371,200.00 6.775 11172903 Marketing 236,682.62 237,000.00 7.49 11213630 Marketing 140,000.00 140,000.00 6.8 11203997 Marketing 97,530.51 97,787.00 6.7 11197049 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6.8 11206072 Marketing 408,000.00 408,000.00 5.99 11197634 Additional 328,960.91 330,000.00 7.25 11222806 Marketing 148,010.77 148,400.00 6.7 11198176 Marketing 171,000.00 171,000.00 7.4 11219078 Additional 229,022.10 229,500.00 7.865 11191167 Marketing 140,181.72 140,720.00 6.25 11212975 Marketing 107,687.46 108,000.00 6.2 11229637 Marketing 475,254.64 476,000.00 5.875 11221463 Marketing 300,277.93 300,800.00 5.49 11215226 Marketing 188,755.55 189,000.00 6.576 11208807 Additional 197,509.29 198,000.00 6.99 11219148 Marketing 279,513.19 280,000.00 8.75 11205119 Marketing 305,622.83 306,000.00 6.75 11234533 Marketing 588,952.04 589,500.00 7.75 11211489 Marketing 85,335.32 85,500.00 8.25 11192902 Marketing 126,775.13 127,200.00 6.95 11232449 Marketing 76,968.35 74,330.00 7.25 11192136 Marketing 485,779.48 486,750.00 6.15 11213814 Marketing 299,684.77 300,000.00 7.325 11202643 Marketing 175,729.44 176,000.00 7 11217284 Marketing 207,552.27 208,000.00 7.7 11184345 Marketing 95,553.06 96,000.00 6.99 11198848 Marketing 83,788.13 84,000.00 6.9 11204235 Marketing 259,301.27 260,000.00 6.575 11215483 Additional 322,201.07 323,000.00 7 11210358 Marketing 90,154.68 90,400.00 6.525 11220043 Marketing 148,881.35 150,300.00 8.25 11222630 Marketing 311,573.51 312,000.00 6.375 11186544 Marketing 352,543.72 353,600.00 6.025 11229196 Marketing 175,553.88 176,000.00 6.875 11196677 Marketing 294,783.97 296,000.00 5.875 11220180 Marketing 126,793.22 127,064.00 7.75 11176698 Marketing 165,479.52 166,000.00 8.4 11213443 Marketing 85,733.72 86,000.00 6.4 11208607 Additional 303,070.06 304,000.00 5.9 11200692 Marketing 116,774.18 117,000.00 8.24 11219985 Marketing 111,321.26 111,600.00 6.95 11220215 Additional 360,999.82 361,000.00 6.99 11200825 Marketing 231,959.98 231,960.00 6.35 11215933 Additional 366,000.00 366,000.00 6.5 11210514 Marketing 613,941.38 615,200.00 5.125 11209939 Additional 71,649.27 72,000.00 6.175 11227238 Marketing 179,509.19 180,000.00 6.5 11220275 Marketing 151,793.63 152,000.00 6.4 11228225 Marketing 359,433.99 360,000.00 5.86 11230309 Marketing 165,501.18 166,400.00 5.89 11219908 Additional 378,000.00 378,000.00 7.45 11204153 Marketing 273,320.96 273,600.00 7.425 11216500 Marketing 204,528.49 204,800.00 6.5 11151319 Marketing 75,759.29 76,000.00 8.35 11207258 Marketing 408,800.00 408,800.00 6.2 11206960 Marketing 203,707.64 204,000.00 7.25 11197360 Marketing 100,000.00 100,000.00 7.2 11182901 Marketing 83,473.50 85,500.00 5.75 11201457 Marketing 85,188.31 85,500.00 6.5 11223424 Marketing 118,051.15 118,320.00 7.475 11205569 Additional 263,653.45 264,392.00 6.375 11192862 Marketing 710,762.09 712,000.00 8.75 11208767 Marketing 303,538.51 304,000.00 5.99 11198861 Marketing 111,561.24 112,000.00 6.125 11195802 Marketing 188,653.36 189,000.00 8.49 11196275 Marketing 119,645.44 120,000.00 5.825 11232921 Marketing 274,749.50 275,200.00 7.625 11204204 Marketing 68,801.26 68,900.00 7.25 11187205 Marketing 539,464.73 540,000.00 7.525 11192988 Additional 220,453.37 221,000.00 7 11188181 Additional 95,660.02 96,000.00 6.65 11218463 Marketing 85,514.54 85,600.00 7.5 11200357 Marketing 370,613.20 371,200.00 6.9 11206086 Marketing 90,696.34 90,900.00 7.5 11173173 Marketing 169,423.79 170,000.00 6.875 11165762 Marketing 129,359.05 130,000.00 7.5 11203024 Marketing 144,569.81 145,000.00 7.55 11202113 Additional 442,614.63 443,200.00 6.5 11220155 Marketing 182,200.45 182,750.00 5.99 11226481 Marketing 310,250.00 310,250.00 7.15 11185519 Marketing 550,581.14 552,500.00 6.75 11215796 Marketing 227,473.65 228,000.00 7.35 11177499 Marketing 127,642.46 128,000.00 6.375 11197924 Marketing 144,334.92 144,800.00 7.55 11208066 Marketing 47,305.17 47,700.00 8.6 11231744 Marketing 631,750.00 631,750.00 6.2 11182157 Marketing 211,362.49 212,000.00 5.99 11195130 Marketing 280,000.00 280,000.00 6.55 11214047 Marketing 510,858.85 512,000.00 7.526 11203424 Marketing 118,748.93 119,000.00 7.8 11195248 Marketing 277,321.53 277,728.00 6.125 11153303 Marketing 350,606.03 351,500.00 10.3 11182260 Marketing 135,200.00 135,200.00 5.65 11187301 Marketing 121,298.64 121,600.00 6.99 11203701 Marketing 228,296.14 229,000.00 5.875 11196777 Marketing 240,000.00 240,000.00 6.81 11200724 Marketing 300,760.00 300,800.00 5.875 11221653 Marketing 233,209.86 234,000.00 5.375 11213179 Marketing 99,781.50 100,000.00 7.625 11222800 Marketing 256,000.00 256,000.00 5.99 11193912 Marketing 480,000.00 480,000.00 6.5 11192045 Marketing 164,000.00 164,000.00 6.825 11210691 Marketing 541,263.45 542,000.00 6.4 11188035 Marketing 269,680.61 270,164.00 5.375 11233123 Marketing 103,582.75 104,000.00 6 11209651 Marketing 208,600.28 208,800.00 7.65 11213528 Marketing 363,142.99 364,000.00 7.25 11176837 Marketing 270,546.84 272,000.00 5.25 11203898 Marketing 143,736.42 144,000.00 8.5 11194075 Marketing 528,000.00 528,000.00 7.45 11205361 Marketing 109,717.04 110,000.00 6.8 11221997 Marketing 303,043.26 304,000.00 5.75 11216410 Marketing 367,605.65 368,000.00 7.25 11173282 Marketing 203,854.28 204,750.00 6.725 11176041 Marketing 265,600.00 265,600.00 5.375 11223587 Marketing 423,969.45 424,500.00 6.7 11206387 Marketing 179,634.51 180,000.00 7.99 11237130 Marketing 126,778.06 127,000.00 8.725 11222165 Marketing 175,575.26 176,000.00 7.125 11173335 Additional 656,000.00 656,000.00 5.675 11189296 Marketing 98,737.44 99,200.00 5.5 11212083 Marketing 239,722.70 240,000.00 6.99 11196447 Marketing 232,800.00 232,800.00 5.7 11203765 Marketing 252,568.80 252,800.00 6.125 11209779 Marketing 44,121.94 44,200.00 8.675 11190237 Additional 118,851.61 119,200.00 7.625 11168552 Marketing 431,999.99 432,000.00 7.99 11212671 Marketing 103,732.49 104,000.00 6.8 11216622 Marketing 59,859.44 60,000.00 7.275 11194652 Marketing 299,640.36 300,000.00 6.85 11196461 Marketing 326,904.43 328,000.00 6.95 11173905 Marketing 247,042.01 248,250.00 7.15 11190013 Marketing 62,834.79 62,950.00 8.5 11171070 Marketing 338,400.00 338,400.00 6.25 11180993 Marketing 584,000.00 584,000.00 6.825 11210352 Marketing 207,417.71 207,800.00 8.475 11214662 Marketing 513,000.00 513,000.00 6.25 11212345 Marketing 348,897.90 350,000.00 7.25 11183119 Additional 503,605.00 503,605.00 5.625 11211404 Additional 568,000.00 568,000.00 6.75 11204199 Marketing 651,347.13 652,500.00 6.5 11204766 Marketing 207,705.77 208,000.00 6.25 11206973 Marketing 243,212.54 244,000.00 7.125 11221882 Marketing 80,702.00 80,702.00 6.95 11193653 Marketing 151,691.38 152,000.00 7.99 11186613 Marketing 269,080.36 270,000.00 6.85 11210561 Marketing 183,437.14 184,000.00 5.9 11189792 Marketing 120,783.24 121,500.00 7.4 11199231 Marketing 90,177.51 90,400.00 7.025 11220312 Marketing 364,822.49 365,000.00 5.775 11223267 Marketing 316,422.84 316,800.00 6.875 11195980 Marketing 89,676.62 90,000.00 6.575 11201004 Marketing 485,571.25 486,150.00 6.875 11215620 Marketing 337,500.00 337,500.00 6.75 11217877 Marketing 312,000.00 312,000.00 5.99 11208700 Marketing 196,273.14 196,800.00 7.3 11177310 Marketing 134,580.00 134,580.00 6.425 11211764 Marketing 270,000.00 270,000.00 6.725 11201812 Marketing 386,730.55 387,000.00 7.85 11220606 Marketing 379,498.07 380,000.00 6.5 11229505 Marketing 58,660.43 60,000.00 7.8 11199323 Marketing 105,672.64 106,000.00 5.85 11194444 Marketing 98,344.97 98,800.00 7.925 11213639 Marketing 145,368.21 145,600.00 9.175 11191988 Marketing 271,576.37 272,000.00 5.99 11208294 Marketing 231,881.37 232,000.00 7.1 11203738 Marketing 336,000.00 336,000.00 6.575 11230324 Marketing 300,000.00 300,000.00 5.49 11160822 Marketing 440,823.65 442,000.00 6.625 11200163 Marketing 143,100.00 143,100.00 6.825 11216281 Additional 511,641.29 513,000.00 6.65 11208054 Marketing 279,745.17 280,130.00 7.4 11214129 Marketing 167,687.73 168,000.00 8.425 11211403 Marketing 497,990.18 500,000.00 5.99 11203196 Additional 536,203.01 538,000.00 6.95 11202367 Marketing 556,000.00 556,000.00 5.45 11158664 Marketing 171,353.72 172,000.00 7.5 11206138 Marketing 217,750.04 218,360.00 6.375 11208799 Marketing 88,810.33 89,000.00 7.75 11231976 Marketing 190,776.95 191,250.00 7 11222926 Marketing 175,519.17 176,000.00 6.49 11222315 Marketing 203,609.15 205,120.00 6.05 11186819 Additional 223,540.54 224,000.00 5.95 11209197 Marketing 433,073.77 434,487.00 5.575 11196325 Marketing 471,845.19 472,500.00 6.325 11217722 Marketing 306,659.89 307,500.00 6.49 11205863 Additional 147,588.56 148,000.00 6.4 11177566 Marketing 504,000.00 504,000.00 6.325 11194968 Marketing 210,099.34 215,000.00 5.95 11214277 Marketing 74,433.56 75,000.00 7.24 11225404 Marketing 124,244.10 124,450.00 8.99 11211279 Marketing 90,080.19 90,250.00 8.365 11153624 Marketing 448,325.87 450,000.00 7.55 11193333 Marketing 397,815.37 398,320.00 6.651 11194565 Marketing 270,882.46 272,000.00 7.5 11218662 Marketing 329,533.20 330,000.00 6.25 11202126 Marketing 319,920.00 319,920.00 5.5 11204055 Marketing 248,000.00 248,000.00 7.125 11182577 Marketing 60,592.21 60,750.00 6.75 11231121 Marketing 211,394.78 211,920.00 6.99 11218266 Marketing 120,000.00 120,000.00 7.025 11212645 Marketing 248,000.00 248,000.00 6.25 11225194 Additional 350,075.00 350,075.00 6 11227715 Marketing 71,764.72 71,920.00 7.685 11207475 Marketing 100,443.05 100,800.00 6.65 11217863 Marketing 206,762.86 207,200.00 7.8 11195273 Marketing 339,045.24 340,000.00 7.825 11195012 Marketing 347,847.80 349,090.00 6.625 11235483 Marketing 51,201.19 51,300.00 8.25 11184849 Marketing 101,247.12 101,600.00 6.75 11232640 Marketing 274,313.08 275,000.00 6.95 11187866 Marketing 172,375.40 173,000.00 6.55 11220961 Additional 163,541.87 164,000.00 6.375 11201261 Marketing 168,000.00 168,000.00 7.2 11192636 Marketing 408,975.87 410,000.00 6.95 11224021 Additional 151,000.29 151,200.00 6.5 11206940 Marketing 144,366.36 145,000.00 6.75 11217400 Marketing 275,268.46 275,500.00 8.1 11231337 Marketing 255,209.85 255,960.00 6.125 11204762 Marketing 56,099.55 56,250.00 6.6 11197927 Additional 458,323.06 460,000.00 6.5 11223993 Marketing 141,164.22 141,600.00 7.25 11181143 Marketing 254,638.11 256,000.00 5.875 11217026 Marketing 619,285.24 620,000.00 6.99 11186146 Marketing 99,617.47 100,000.00 6.25 11223583 Marketing 197,801.76 198,000.00 7.49 11162886 Marketing 304,758.61 305,600.00 6.45 11191344 Additional 123,623.45 124,000.00 6.25 11170933 Marketing 388,000.00 388,000.00 5.81 11211507 Marketing 167,829.87 168,000.00 7.45 11195976 Marketing 148,000.00 148,000.00 8.5 11194720 Marketing 254,197.47 255,000.00 5.75 11212049 Marketing 349,600.00 349,600.00 5.625 11196240 Marketing 123,624.76 124,000.00 8.175 11182725 Marketing 150,174.63 150,450.00 8.5 11199800 Marketing 98,932.17 99,200.00 6.551 11224650 Marketing 466,617.63 468,000.00 6.086 11214029 Marketing 261,860.14 262,400.00 7.925 11220162 Marketing 447,274.51 448,000.00 5.75 11201369 Marketing 259,665.33 260,000.00 6.875 11217896 Marketing 287,549.03 288,000.00 5.875 11173833 Marketing 317,466.87 318,400.00 6.125 11202639 Additional 217,201.71 217,600.00 8.5 11166406 Marketing 111,525.00 111,525.00 7.125 11223007 Marketing 210,154.71 210,400.00 6.95 11213799 Marketing 436,500.00 436,500.00 5.875 11205847 Marketing 126,797.51 127,200.00 6.99 11208360 Marketing 170,733.70 172,000.00 6.5 11216274 Marketing 327,373.24 328,000.00 5.125 11216040 Marketing 222,742.93 223,000.00 6.99 11234906 Marketing 364,650.00 364,650.00 7 11211871 Marketing 115,669.66 116,000.00 6.275 11219039 Marketing 198,637.42 199,200.00 6.325 11217786 Marketing 40,411.06 40,500.00 7.6 11222575 Marketing 278,661.92 280,000.00 5.065 11231156 Marketing 300,000.00 300,000.00 5.9 11210576 Marketing 77,461.08 77,600.00 6.45 11215515 Marketing 403,428.53 404,000.00 6.25 11220552 Marketing 445,593.38 446,500.00 7.99 11215975 Additional 229,416.98 230,000.00 6.875 11210110 Marketing 112,196.00 112,500.00 8 11197055 Marketing 349,254.14 350,000.00 7.75 11230245 Marketing 361,600.00 361,600.00 6.7 11188093 Marketing 301,600.00 301,600.00 7.1 11186032 Marketing 181,903.29 182,377.00 6.75 11229762 Marketing 314,265.65 315,000.00 7.3 11209532 Marketing 87,923.66 88,000.00 7.99 11198864 Marketing 311,417.99 312,000.00 6.3 11211399 Marketing 295,336.87 296,000.00 7.5 11221965 Marketing 292,706.10 293,600.00 5.925 11219082 Marketing 104,612.08 104,800.00 8.6 11204612 Marketing 284,222.88 285,000.00 6.5 11197261 Marketing 181,897.82 182,400.00 6.45 11209813 Marketing 359,986.30 361,000.00 7.825 11204442 Marketing 151,676.07 152,000.00 7.75 11212400 Marketing 307,999.58 308,000.00 6.875 11196765 Marketing 286,362.32 287,192.00 6.2 11205040 Marketing 199,408.78 200,000.00 6.08 11220749 Marketing 347,797.29 351,000.00 6.99 11221497 Marketing 160,000.00 160,000.00 7.25 11221589 Additional 106,342.22 106,581.00 7.5 11233445 Marketing 615,000.00 615,000.00 6.625 11167897 Marketing 474,422.52 476,000.00 6.99 11204751 Marketing 231,600.00 231,600.00 6.95 11172528 Marketing 110,152.07 110,500.00 7.25 11225947 Marketing 168,021.48 168,285.00 5.875 11220562 Marketing 328,642.33 329,510.00 6.68 11208111 Marketing 121,353.27 121,600.00 5.99 11212390 Marketing 394,946.06 396,000.00 6.625 11208255 Marketing 143,996.63 144,400.00 6.375 11192947 Marketing 174,797.46 175,000.00 8 11194821 Marketing 112,000.00 112,000.00 7.325 11224696 Marketing 50,289.86 50,400.00 7.625 11223284 Marketing 98,131.70 98,400.00 6.5 11216667 Marketing 77,424.44 77,600.00 7.451 11202610 Marketing 102,238.15 102,400.00 6.901 11195416 Marketing 231,200.00 231,200.00 6.625 11184674 Marketing 431,176.32 432,000.00 8.3 11196984 Marketing 86,127.94 86,400.00 7.25 11204826 Marketing 340,793.83 341,320.00 6.99 11179365 Marketing 425,000.00 425,000.00 5.825 11222613 Marketing 62,885.93 63,000.00 9.95 11207501 Marketing 55,969.27 56,062.00 8.99 11194145 Marketing 199,427.74 200,000.00 6.25 11172792 Marketing 411,200.00 411,200.00 5.75 11216351 Marketing 224,663.83 225,202.00 7.175 11227561 Marketing 227,825.27 228,000.00 6.99 11228035 Marketing 56,893.56 57,000.00 10.925 11204985 Marketing 147,053.37 147,250.00 7.5 11206224 Marketing 280,000.00 280,000.00 6.45 11212565 Marketing 210,720.00 210,720.00 6.4 11201317 Marketing 130,847.40 131,200.00 6.575 11218918 Marketing 176,819.36 177,280.00 6.75 11204207 Marketing 514,513.20 515,920.00 6.5 11209706 Marketing 100,000.00 100,000.00 6.99 11186799 Marketing 304,160.26 305,000.00 6.45 11198975 Marketing 455,200.00 455,200.00 6.125 11198495 Marketing 216,000.00 216,000.00 5.99 11211250 Marketing 218,074.23 218,700.00 6.25 11168533 Marketing 640,000.00 640,000.00 6.575 11182170 Marketing 111,791.82 112,000.00 8.425 11189493 Marketing 114,214.42 114,320.00 8.775 11222312 Marketing 185,719.64 186,320.00 5.625 11224430 Marketing 269,792.66 270,400.00 5.375 11175610 Marketing 59,749.78 60,000.00 6.125 11232496 Marketing 474,567.85 475,000.00 7.825 11171051 Marketing 263,417.34 264,000.00 7.575 11199182 Marketing 270,839.32 271,200.00 6.475 11217425 Additional 261,375.96 263,000.00 6.25 11163881 Marketing 665,000.00 665,000.00 6.5 11206027 Marketing 200,000.00 200,000.00 5.875 11196655 Marketing 281,564.91 282,800.00 5.55 11223497 Marketing 513,383.50 514,400.00 5 11225882 Marketing 140,000.00 140,000.00 7.95 11183326 Marketing 164,697.38 165,000.00 8.49 11201389 Marketing 374,974.73 376,000.00 6.5 11180460 Marketing 99,575.39 100,000.00 5.7 11188509 Marketing 84,780.94 85,000.00 8.25 11178621 Marketing 210,350.58 210,900.00 9.3 11210446 Marketing 351,195.52 352,000.00 7.4 11213492 Marketing 278,500.82 279,300.00 6.25 11210492 Marketing 279,279.76 280,000.00 6.8 11177851 Marketing 243,350.59 244,000.00 6.625 11224382 Marketing 520,000.00 520,000.00 5 11078858 Marketing 379,497.59 382,500.00 6.8 11187194 Marketing 408,000.00 408,000.00 6.7 11204406 Marketing 164,349.02 164,700.00 7.75 11219436 Marketing 503,200.00 503,200.00 5.99 11228115 Marketing 400,701.48 401,250.00 6.375 11195568 Marketing 186,960.00 186,960.00 5.99 11194956 Additional 204,662.29 204,850.00 7.8 11196930 Marketing 450,284.46 451,200.00 5.99 11231397 Marketing 120,000.00 120,000.00 5.5 11210786 Marketing 93,579.80 93,750.00 8.54 11214649 Marketing 174,638.11 175,000.00 7.9 11212490 Marketing 315,273.74 316,000.00 7.375 11184963 Marketing 289,528.08 290,400.00 7.49 11201288 Marketing 68,702.77 68,800.00 7.3 11219259 Marketing 175,537.33 176,000.00 7.775 11178597 Marketing 255,504.06 256,200.00 7.99 11196936 Marketing 275,637.95 276,000.00 6.525 11205209 Additional 478,841.60 480,000.00 7.125 11177442 Marketing 98,835.05 99,706.00 7.99 11223251 Marketing 391,608.64 392,000.00 7.5 11200585 Marketing 249,439.89 250,000.00 7.5 11175570 Marketing 202,529.94 204,000.00 5.5 11221390 Marketing 544,000.00 544,000.00 6.25 11205480 Additional 108,913.59 109,200.00 6.7 11206797 Marketing 264,277.41 265,000.00 6.5 11223224 Marketing 198,713.34 199,326.00 5.875 11207593 Marketing 471,959.93 472,000.00 5.8 11208477 Marketing 702,739.38 703,999.00 5.375 11223542 Marketing 219,167.97 219,750.00 6.65 11204505 Marketing 218,751.67 219,200.00 5.375 11175458 Marketing 119,990.00 120,000.00 6.85 11215163 Marketing 162,500.00 162,500.00 6.225 11156578 Marketing 123,000.27 123,250.00 8 11152427 Marketing 198,032.36 198,750.00 7.7 11235081 Marketing 136,914.63 137,280.00 6.625 11217780 Marketing 202,109.97 202,500.00 8.25 11179821 Marketing 189,410.18 189,600.00 7.49 11183306 Marketing 159,561.87 160,000.00 7.95 11197222 Marketing 437,075.14 437,750.00 6.99 11211579 Marketing 124,800.00 124,800.00 6.375 11231512 Marketing 123,280.00 123,280.00 6.875 11220994 Marketing 458,822.52 460,000.00 6.825 11220409 Additional 368,639.15 369,000.00 7.575 11227544 Marketing 219,461.17 220,000.00 7.05 11221721 Marketing 79,685.79 79,920.00 6.125 11205389 Marketing 91,761.03 92,000.00 6.75 11201472 Marketing 269,242.13 270,000.00 6.35 11222203 Marketing 199,782.64 200,000.00 7.2 11206738 Marketing 206,750.10 207,000.00 6.825 11199940 Marketing 156,290.13 156,772.00 5.875 11218639 Marketing 333,998.93 334,000.00 6.195 11204947 Marketing 480,000.00 480,000.00 7.9 11209758 Marketing 423,511.20 424,000.00 6.99 11212122 Marketing 401,841.58 402,400.00 6.32 11215381 Marketing 231,397.38 232,000.00 6.75 11206670 Marketing 309,573.66 310,000.00 6.875 11199507 Marketing 117,670.37 118,000.00 6.375 11179844 Marketing 149,808.57 150,000.00 6.625 11186961 Marketing 190,400.00 190,400.00 5.89 11214417 Additional 593,910.95 595,000.00 8.5 11224532 Marketing 108,702.80 109,000.00 6.5 11207177 Marketing 383,844.13 384,750.00 7.25 11212112 Marketing 147,764.42 148,000.00 6.875 11231679 Marketing 120,000.00 120,000.00 6.25 11192466 Marketing 176,645.19 177,330.00 6.2 11155643 Marketing 167,323.59 168,000.00 7.15 11185802 Marketing 100,574.16 100,800.00 7.5 11181590 Marketing 456,000.00 456,000.00 5.95 11206388 Marketing 318,822.74 319,200.00 6.901 11202705 Marketing 197,229.63 197,264.00 6.25 11191511 Marketing 242,404.88 243,000.00 8.5 11169448 Marketing 206,702.82 207,200.00 7.99 11211075 Additional 176,170.52 176,800.00 6.7 11198516 Marketing 223,599.99 223,600.00 6.825 11173309 Marketing 770,000.00 770,000.00 6.3 11215491 Marketing 686,529.95 688,500.00 6.25 11203239 Marketing 79,405.99 79,600.00 7.075 11209882 Marketing 639,262.19 640,000.00 6.99 11211624 Marketing 156,730.29 156,960.00 6.125 11196774 Marketing 520,554.00 521,250.00 7.5 11189006 Marketing 245,706.06 248,000.00 6.375 11218681 Marketing 535,200.00 535,200.00 6.075 11194457 Additional 132,611.01 132,800.00 7.275 11192302 Marketing 519,329.91 520,000.00 7.625 11226052 Marketing 167,829.87 168,000.00 7.45 11207752 Marketing 186,400.00 186,400.00 5.95 11204279 Marketing 474,031.00 474,031.00 5.7 11200066 Marketing 39,915.61 40,000.00 7.8 11226736 Marketing 134,080.40 134,400.00 7.25 11205212 Marketing 174,586.33 175,000.00 7.25 11203362 Additional 294,878.57 296,000.00 6.3 11160371 Marketing 237,173.42 238,000.00 6.75 11172624 Additional 83,693.77 84,000.00 6.5 11215242 Marketing 191,742.96 192,000.00 6.451 11223327 Marketing 56,127.25 56,225.00 8.75 11190512 Marketing 152,541.53 153,000.00 7.5 11202276 Marketing 431,710.56 432,000.00 8.875 11207205 Marketing 294,995.22 295,500.00 5.55 11217452 Marketing 95,730.74 96,000.00 6.375 11206267 Marketing 215,667.03 216,000.00 6.99 11221180 Marketing 206,601.29 207,000.00 8.25 11198680 Marketing 202,149.72 202,500.00 8.775 11221012 Marketing 520,433.24 522,000.00 6 11207754 Marketing 118,327.39 120,000.00 7.57 11207488 Marketing 196,726.99 197,000.00 6.325 11186189 Marketing 284,000.00 284,000.00 5.875 11160457 Marketing 373,000.00 373,000.00 7 11198375 Marketing 148,174.73 148,400.00 5.99 11214671 Marketing 188,799.93 188,800.00 7.15 11165745 Marketing 526,500.00 526,500.00 5.99 11230467 Marketing 87,711.06 88,000.00 5.525 11222918 Marketing 410,707.38 411,500.00 8.25 11217805 Marketing 199,421.11 200,000.00 6.19 11181257 Marketing 351,255.64 351,500.00 7.825 11204715 Marketing 220,851.02 224,000.00 6.5 11199209 Marketing 65,240.76 65,440.00 6.5 11159787 Marketing 309,094.57 310,500.00 6.65 11190407 Marketing 375,200.00 375,200.00 7.8 11216535 Marketing 288,904.53 289,600.00 7.15 11205091 Marketing 572,189.30 573,500.00 7.4 11205577 Marketing 99,688.22 100,000.00 7.3 11185777 Marketing 372,851.10 374,000.00 7.375 11208051 Marketing 399,134.27 400,000.00 5.75 11212581 Marketing 91,752.74 92,000.00 6.575 11204497 Additional 192,210.19 192,800.00 5.9 11220204 Marketing 142,541.31 142,800.00 8.55 11196176 Marketing 445,303.38 446,250.00 5.825 11190188 Marketing 237,335.18 238,000.00 6.375 11206681 Marketing 189,624.63 190,000.00 8.125 11227314 Marketing 391,077.06 392,000.00 7.25 11168885 Marketing 151,441.16 152,000.00 6.515 11146755 Marketing 59,217.15 59,400.00 8.49 11193981 Marketing 213,140.42 213,300.00 8.5 11215710 Additional 287,200.00 287,200.00 5.99 11182207 Marketing 85,492.35 86,400.00 7.25 11218989 Marketing 123,998.25 124,160.00 6.55 11192740 Marketing 107,567.74 107,910.00 7.35 11207802 Marketing 239,361.24 240,000.00 6.625 11214533 Marketing 122,362.09 122,500.00 7.075 11206280 Marketing 175,742.41 176,000.00 6.125 11214793 Marketing 61,457.36 61,600.00 8.45 11221091 Marketing 160,000.00 160,000.00 6.7 11208250 Marketing 271,337.09 272,000.00 7.075 11205623 Marketing 495,232.13 496,000.00 6.975 11217926 Marketing 256,000.00 256,000.00 6.71 11216249 Marketing 167,386.50 167,920.00 5.7 11216489 Marketing 95,062.11 95,200.00 6.615 11187962 Marketing 282,650.50 283,500.00 7.5 11223157 Marketing 282,449.67 283,300.00 6 11214172 Marketing 98,776.30 99,000.00 7.99 11211854 Marketing 97,375.83 97,600.00 7.375 11225020 Marketing 144,572.18 144,792.00 5.99 11165163 Marketing 509,978.68 512,000.00 7.25 11198770 Marketing 62,922.60 63,200.00 7.125 11214370 Marketing 172,636.84 173,000.00 7.825 11214652 Marketing 197,265.22 197,600.00 8.875 11210395 Marketing 363,400.08 364,000.00 6.75 11220723 Marketing 223,743.92 224,000.00 7.02 11226763 Marketing 204,000.00 204,000.00 6.99 11216217 Marketing 99,793.02 100,000.00 7.9 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127,920.00 6.5 11205974 Marketing 264,171.63 265,050.00 6.99 11225146 Marketing 547,915.83 550,000.00 4.75 11218004 Marketing 320,352.37 320,800.00 6.3 11218293 Additional 191,967.34 192,600.00 7.5 11182572 Marketing 79,130.74 79,325.00 8.5 11197669 Marketing 448,991.81 450,000.00 7.5 11203671 Marketing 99,678.23 100,000.00 7.14 11230294 Marketing 211,649.57 211,920.00 6.625 11205702 Marketing 103,723.27 104,000.00 6.626 11208317 Additional 391,482.23 392,000.00 6.5 11179402 Marketing 68,705.58 68,850.00 9.25 11212487 Marketing 175,243.45 176,000.00 6.575 11213896 Marketing 251,231.80 251,600.00 6.125 11210367 Marketing 131,736.54 132,000.00 8.075 11188423 Marketing 62,828.70 63,000.00 7.99 11197890 Marketing 266,000.00 266,000.00 6.99 11190628 Marketing 123,649.18 124,000.00 6.525 11166045 Additional 137,413.65 138,000.00 6.875 11232231 Marketing 260,000.00 260,000.00 5.95 11213113 Marketing 353,828.94 355,000.00 5.5 11214893 Marketing 116,799.72 117,000.00 8.825 11221430 Marketing 498,946.97 500,000.00 4.75 11228791 Additional 320,850.00 320,850.00 5.75 11190994 Marketing 125,239.83 125,600.00 8.225 11212120 Additional 452,000.00 452,000.00 6.125 11185453 Marketing 203,999.89 204,000.00 5.8 11200634 Additional 105,598.41 106,000.00 6.3 11207904 Marketing 271,663.81 272,000.00 6.74 11194497 Marketing 275,945.19 276,250.00 8.165 11227057 Marketing 520,000.00 520,000.00 5.375 11213977 Marketing 179,532.44 180,000.00 6.75 11214137 Marketing 98,470.77 99,000.00 7.375 11207119 Marketing 295,742.00 295,742.00 6.5 11154528 Marketing 162,266.74 163,200.00 7.8 11205826 Marketing 102,459.32 102,800.00 6.99 11209782 Additional 296,129.58 297,000.00 6.125 11205309 Marketing 126,771.49 126,900.00 7.45 11194829 Marketing 171,572.87 172,000.00 6.99 11172274 Marketing 104,904.25 105,600.00 7.2 11215198 Marketing 242,142.62 243,000.00 6.675 11219563 Marketing 191,104.67 192,950.00 6.99 11196081 Marketing 176,000.00 176,000.00 5.75 11205914 Marketing 370,828.51 371,250.00 7.75 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220,000.00 6.3 11218285 Additional 298,400.00 298,400.00 6.65 11222310 Additional 149,192.08 149,600.00 6.5 11175276 Marketing 637,153.45 639,600.00 6.25 11222019 Marketing 147,841.42 148,000.00 7.25 11208627 Marketing 242,774.99 243,200.00 8.725 11205704 Marketing 172,000.00 172,000.00 6.4 11218085 Marketing 46,913.97 47,000.00 8.5 11218507 Marketing 445,905.05 450,000.00 6.85 11174786 Marketing 255,098.50 256,000.00 7.2 11207256 Marketing 195,274.61 195,500.00 6.99 11179172 Marketing 522,749.95 524,700.00 6.4 11221435 Marketing 24,886.27 25,000.00 11.225 11210019 Marketing 508,000.00 508,000.00 5.85 11196414 Marketing 145,432.14 145,600.00 6.99 11210401 Marketing 626,111.49 628,000.00 5.99 11200210 Marketing 199,151.45 199,750.00 7.5 11231579 Marketing 213,501.12 214,000.00 7.3 11170940 Marketing 240,000.00 240,000.00 5.775 11225247 Marketing 129,749.59 130,000.00 8.25 11213307 Marketing 226,000.00 226,000.00 5.99 11224416 Marketing 103,772.73 104,000.00 7.625 11194155 Marketing 186,620.29 187,000.00 7.99 11217859 Marketing 94,553.82 94,800.00 6.751 11204169 Marketing 150,063.04 150,400.00 7.5 11211710 Marketing 127,200.00 127,200.00 8.45 11204809 Marketing 254,746.67 256,000.00 5.875 11233410 Marketing 261,266.18 261,600.00 6.625 11233289 Marketing 269,000.00 269,000.00 6.5 11195667 Marketing 247,752.40 248,000.00 7.5 11225304 Marketing 283,225.60 284,000.00 6.5 11207969 Marketing 198,682.58 199,200.00 6.75 11209218 Marketing 59,329.76 59,500.00 6.25 11187937 Marketing 440,000.00 440,000.00 6.99 11206929 Marketing 94,351.89 94,500.00 9.25 11216905 Additional 939,989.87 942,560.00 6.5 11203102 Marketing 400,000.00 400,000.00 6.75 11193469 Marketing 75,821.08 76,000.00 7.25 11190135 Marketing 367,648.28 369,000.00 6.475 11182916 Marketing 335,739.49 336,800.00 7.25 11202137 Additional 47,102.53 47,200.00 9.325 11182884 Marketing 325,854.53 326,400.00 6.7 11205031 Marketing 556,800.00 556,800.00 6.5 11190904 Marketing 133,950.00 133,950.00 7.125 11202733 Marketing 53,100.00 53,100.00 8.375 11221631 Marketing 67,357.29 67,500.00 7.79 11203378 Marketing 207,625.10 208,000.00 8.575 11204286 Marketing 114,655.39 115,000.00 7.5 11217879 Marketing 439,528.48 440,000.00 7.25 11217935 Marketing 436,800.00 436,800.00 5.925 11216608 Marketing 289,219.66 289,750.00 8.5 11197245 Marketing 187,600.62 188,000.00 5.99 11215354 Marketing 106,197.57 106,400.00 6.25 11206956 Marketing 311,199.33 311,200.00 5.5 11171222 Marketing 274,839.00 274,839.00 5.3 11231711 Marketing 62,183.82 62,320.00 7.625 11206828 Marketing 49,846.40 50,000.00 7.375 11195649 Marketing 79,701.23 80,000.00 6.375 11185772 Additional 304,302.94 305,000.00 7.4 11214917 Marketing 299,514.20 300,000.00 5.75 11224506 Marketing 179,463.92 179,920.00 6.875 11206981 Marketing 274,500.00 274,500.00 6.425 11181684 Marketing 170,749.99 171,000.00 7.975 11207093 Marketing 114,928.91 115,200.00 7.275 11208029 Marketing 366,592.36 368,000.00 6.25 11193894 Marketing 187,175.00 187,175.00 6.4 11234110 Marketing 514,067.00 515,000.00 8.55 11220037 Marketing 199,413.31 200,000.00 6.12 11206501 Marketing 250,000.00 250,000.00 6.25 11195382 Marketing 183,423.64 184,000.00 5.775 11209075 Marketing 71,161.03 71,250.00 10.325 11225009 Marketing 366,400.00 366,400.00 5.775 11214428 Marketing 415,411.55 416,000.00 6.25 11193554 Marketing 214,484.10 215,000.00 8.6 11221015 Marketing 85,295.58 85,500.00 8.275 11217717 Marketing 85,067.47 85,200.00 5.9 11224192 Marketing 263,188.56 264,000.00 5.875 11215590 Marketing 289,945.26 290,400.00 5.875 11196017 Marketing 224,191.18 225,000.00 6.25 11213882 Marketing 159,300.65 159,500.00 6.7 11210439 Marketing 185,036.42 185,250.00 6.99 11208824 Marketing 80,694.73 80,800.00 6.55 11210589 Marketing 384,000.00 384,000.00 6 11181810 Additional 87,760.95 88,000.00 7.99 11209741 Marketing 215,278.52 216,000.00 6.95 11206998 Marketing 146,862.64 147,400.00 6.5 11190551 Marketing 340,000.00 340,000.00 6.15 11186822 Marketing 117,662.34 118,000.00 6.25 11217971 Marketing 311,209.13 312,000.00 6.875 11207495 Marketing 202,428.91 203,200.00 7.45 11172736 Marketing 96,095.12 96,400.00 7.25 11206098 Marketing 215,498.96 216,000.00 7.325 11225940 Marketing 743,750.00 743,750.00 6.2 11210767 Additional 111,696.07 112,000.00 6.525 11225010 Marketing 384,390.39 385,000.00 6.5 11208776 Marketing 147,473.35 148,000.00 6.625 11210990 Marketing 244,827.05 245,600.00 5.75 11201610 Marketing 121,428.42 121,600.00 9.75 11216666 Marketing 439,333.87 440,000.00 6 11218855 Marketing 85,480.80 85,590.00 6.625 11229783 Marketing 269,274.55 269,600.00 6.825 11196143 Marketing 256,500.00 256,500.00 5.99 11206381 Marketing 599,044.00 600,800.00 7.625 11191089 Marketing 134,045.75 134,400.00 6.675 11224537 Marketing 219,926.15 220,500.00 6.74 11185254 Marketing 101,269.25 101,270.00 5.75 11202500 Marketing 204,000.00 204,000.00 6.9 11225653 Marketing 183,623.35 184,000.00 7.95 11151289 Marketing 185,900.00 185,900.00 6.25 11202909 Marketing 64,409.47 64,500.00 9.775 11210009 Marketing 328,800.00 328,800.00 6.99 11178574 Marketing 375,489.35 376,000.00 5.57 11231875 Marketing 215,706.58 216,125.00 8.225 11210777 Marketing 420,000.00 420,000.00 5.4 11215883 Marketing 216,365.30 216,750.00 8.65 11227909 Marketing 112,659.99 112,800.00 6.725 11218297 Marketing 293,661.08 294,000.00 6.99 11209725 Additional 343,139.28 343,600.00 6.45 11197648 Marketing 624,860.00 624,860.00 5.9 11222490 Marketing 275,000.00 275,000.00 6.25 11208101 Marketing 168,418.34 168,750.00 8.151 11225736 Marketing 283,997.63 284,000.00 5.99 11205877 Marketing 380,000.00 380,000.00 6.575 11188667 Marketing 252,470.48 253,000.00 5.875 11213122 Marketing 305,725.59 306,000.00 7.875 11209755 Marketing 359,431.55 360,000.00 5.99 11227388 Marketing 280,000.00 280,000.00 6.5 11226207 Marketing 486,851.02 488,000.00 7.25 11209200 Marketing 380,255.28 381,200.00 6.99 11216738 Marketing 109,345.66 110,000.00 8 11193129 Marketing 597,476.17 600,000.00 5.75 11213408 Marketing 92,629.27 92,800.00 8.475 11222539 Marketing 282,532.91 283,200.00 5.7 11176015 Marketing 335,920.00 335,920.00 5.99 11202664 Marketing 72,840.48 73,000.00 7.625 11225063 Marketing 649,153.19 650,000.00 6.55 11198004 Marketing 449,437.58 450,000.00 6.7 11190370 Marketing 204,794.80 205,000.00 8.5 11222372 Marketing 168,750.00 168,750.00 6.825 11177899 Marketing 148,443.59 150,000.00 5.99 11214458 Marketing 360,000.00 360,000.00 6.75 11189979 Marketing 98,978.87 99,200.00 7.525 11217996 Marketing 259,150.10 320,000.00 7.25 11219553 Marketing 143,686.97 144,000.00 7.651 11169662 Marketing 203,494.41 204,000.00 6.99 11208948 Marketing 343,545.64 344,000.00 6.5 11180766 Marketing 300,800.00 300,800.00 6.25 11194390 Additional 590,204.34 592,800.00 5.575 11185611 Marketing 199,459.91 200,000.00 6.55 11170534 Marketing 99,999.46 100,300.00 7.5 11218779 Marketing 296,653.77 297,000.00 6.95 11224944 Marketing 222,336.33 223,000.00 6.9 11177619 Marketing 636,000.00 636,000.00 5.75 11215263 Marketing 249,380.41 250,000.00 6.99 11199020 Marketing 148,230.81 148,800.00 6.25 11221581 Marketing 460,000.00 460,000.00 4.5 11212509 Marketing 197,789.32 198,000.00 7.275 11191822 Marketing 106,339.24 106,660.00 5.99 11215860 Marketing 115,632.71 115,920.00 6.99 11219763 Marketing 252,891.61 253,600.00 6.375 11198185 Marketing 179,666.19 182,400.00 7.325 11217829 Additional 127,365.18 128,000.00 7.275 11170466 Marketing 154,312.17 154,800.00 8.375 11218246 Additional 248,000.00 248,000.00 5.575 11208476 Marketing 360,000.00 360,000.00 6.99 11231440 Marketing 327,592.90 328,000.00 6.725 11220813 Additional 231,693.57 232,000.00 6.5 11216698 Marketing 173,721.82 174,140.00 7.15 11221732 Marketing 382,021.94 382,500.00 6.7 11212188 Marketing 282,307.53 283,100.00 6.375 11183759 Marketing 598,786.32 599,992.00 6.026 11205350 Marketing 256,500.00 256,500.00 7 11179080 Marketing 103,272.48 103,500.00 9.025 11217098 Marketing 303,052.34 303,750.00 7.375 11226194 Marketing 215,539.69 216,000.00 7.75 11191655 Marketing 286,955.15 288,000.00 6.525 11204482 Marketing 131,749.60 132,000.00 8.325 11180135 Marketing 420,000.00 420,000.00 5.55 11212203 Marketing 134,894.08 135,200.00 7.45 11152773 Marketing 203,796.46 204,245.00 7.6 11218578 Marketing 184,786.74 185,000.00 6.99 11183261 Marketing 97,780.45 98,000.00 7.5 11183896 Marketing 326,896.00 328,000.00 8.05 11186353 Marketing 170,605.41 171,200.00 6.75 11198565 Marketing 286,400.00 286,400.00 5.99 11233385 Marketing 299,542.72 300,000.00 5.975 11193138 Marketing 91,664.36 92,000.00 6.99 11230617 Marketing 131,664.96 132,000.00 8.325 11209027 Marketing 115,712.53 116,000.00 6.99 11214056 Marketing 152,605.08 153,000.00 6.79 11198559 Marketing 137,233.78 137,600.00 6.625 11200255 Marketing 200,000.00 200,000.00 5.875 11222651 Marketing 39,939.50 40,000.00 9.75 11192452 Marketing 121,178.19 121,500.00 6.65 11225831 Marketing 223,723.90 224,000.00 6.75 11216117 Marketing 275,247.41 276,000.00 6.5 11179278 Marketing 441,019.20 442,000.00 8.99 11217477 Marketing 171,510.21 172,000.00 6.275 11189252 Marketing 71,857.74 72,000.00 8.125 11201217 Marketing 133,244.41 133,600.00 6.625 11194765 Marketing 76,617.38 76,800.00 7.2 11219180 Marketing 339,236.76 340,000.00 7.49 11202627 Marketing 219,370.49 220,000.00 6.25 11207190 Marketing 779,109.56 780,000.00 7.025 11212127 Marketing 200,000.00 200,000.00 5.7 11144412 Marketing 287,232.76 288,000.00 8.375 11207666 Marketing 162,845.66 163,152.00 8.375 11227789 Marketing 493,540.80 494,000.00 7.75 11170701 Marketing 281,508.43 283,000.00 5.75 11194232 Additional 148,167.32 148,500.00 7.5 11192932 Additional 328,000.00 328,000.00 6.2 11219412 Marketing 95,804.67 96,000.00 7.98 11202558 Marketing 104,772.75 105,000.00 5.75 11197178 Marketing 531,000.00 531,000.00 5.75 11220978 Additional 220,070.93 220,500.00 8.2 11219330 Marketing 130,888.63 131,250.00 6.45 11208709 Marketing 143,655.89 144,000.00 7.175 11212773 Marketing 107,063.67 107,350.00 6.625 11167866 Marketing 120,500.00 120,500.00 5.8 11229385 Marketing 317,704.24 318,400.00 7.625 11218217 Marketing 311,511.44 312,000.00 5.875 11198272 Marketing 134,000.00 134,000.00 6.95 11159829 Additional 430,026.08 432,000.00 6.5 11193338 Marketing 461,600.00 461,600.00 5.99 11176805 Marketing 70,119.70 70,300.00 9.375 11224838 Marketing 113,712.45 114,000.00 6.9 11184846 Marketing 88,998.77 89,250.00 8.8 11217372 Marketing 281,231.06 282,000.00 6.5 11198235 Marketing 190,188.32 190,800.00 7.2 11221281 Marketing 249,266.61 250,000.00 6.12 11210858 Marketing 382,400.00 382,400.00 6.3 11203716 Marketing 127,920.00 127,920.00 7.2 11213260 Marketing 684,000.00 684,000.00 7.6 11186517 Marketing 86,920.18 87,200.00 7.25 11198829 Marketing 101,203.85 101,600.00 6.15 11215801 Marketing 186,954.44 187,200.00 6.525 11211671 Marketing 251,332.56 252,000.00 6.65 11215523 Marketing 49,491.68 50,000.00 8.625 11209342 Marketing 231,505.58 232,000.00 7.75 11223628 Marketing 220,000.00 220,000.00 5.95 11205656 Marketing 284,567.37 285,000.00 5.99 11229043 Marketing 85,377.66 85,600.00 6.75 11206863 Marketing 106,316.29 106,600.00 6.625 11195947 Marketing 189,229.66 189,900.00 6.75 11212200 Marketing 527,000.00 527,000.00 5.99 11231075 Marketing 187,711.50 188,000.00 5.95 11190479 Additional 72,652.66 72,800.00 6 11190731 Marketing 260,000.00 260,000.00 5.1 11216520 Marketing 207,517.51 208,000.00 7.325 11222537 Marketing 247,186.58 247,920.00 6.076 11229382 Marketing 489,954.20 495,000.00 6.2 11233104 Additional 57,882.22 58,000.00 7.99 11208254 Marketing 327,565.57 328,000.00 6.49 11177736 Marketing 204,108.54 207,000.00 8.54 11214795 Marketing 282,400.00 282,400.00 5.95 11183932 Marketing 145,920.51 146,400.00 7.05 11209593 Marketing 372,910.97 373,750.00 7.49 11213585 Marketing 261,091.02 262,400.00 5.875 11209028 Marketing 271,764.68 272,000.00 8 11217720 Marketing 184,431.62 185,000.00 7.375 11224112 Marketing 99,793.21 100,000.00 7.9 11168718 Marketing 67,674.78 67,920.00 7.7 11220908 Marketing 239,370.48 240,000.00 6.7 11214128 Marketing 103,656.58 103,920.00 6.875 11215155 Marketing 189,532.31 190,000.00 8.475 11229858 Additional 391,126.15 392,000.00 7.525 11194584 Additional 604,000.00 604,000.00 7.8 11225983 Marketing 349,132.59 350,000.00 6.99 11209058 Marketing 584,000.00 584,000.00 6 11216198 Marketing 155,583.69 156,000.00 6.625 11205588 Marketing 284,000.00 284,000.00 6.9 11218958 Marketing 51,386.90 51,500.00 7.6 11224906 Marketing 72,400.00 72,400.00 6 11210180 Marketing 212,498.85 212,500.00 7.25 11220430 Additional 167,767.17 168,000.00 6.325 11202020 Marketing 94,133.75 94,400.00 6.325 11219844 Marketing 263,463.95 264,000.00 7.99 11203339 Marketing 180,616.11 181,600.00 6.15 11219759 Additional 244,000.00 244,000.00 5.875 11196490 Marketing 179,955.14 180,000.00 5.95 11222567 Marketing 372,960.29 374,000.00 7.875 11223316 Marketing 150,686.22 151,000.00 7.875 11214988 Marketing 314,832.21 316,000.00 6.995 11156057 Marketing 413,522.72 414,000.00 6.99 11177503 Marketing 170,822.46 171,000.00 8.375 11159255 Marketing 429,800.63 431,680.00 6.75 11226750 Marketing 169,569.08 170,000.00 6.875 11219249 Marketing 144,623.36 145,000.00 6.75 11196770 Marketing 262,148.70 262,800.00 6.99 11211546 Marketing 91,746.79 92,000.00 7.925 11219438 Marketing 121,803.75 122,000.00 9.125 11227960 Marketing 460,800.00 460,800.00 5.875 11214954 Marketing 369,625.45 370,000.00 7.451 11217938 Marketing 337,600.00 337,600.00 6.1 11170422 Marketing 385,918.95 387,000.00 6.375 11195570 Marketing 155,582.57 156,000.00 6.625 11223290 Marketing 108,000.00 108,000.00 6.125 11221303 Marketing 54,284.07 54,400.00 7.75 11187115 Marketing 175,385.75 176,000.00 6.725 11212892 Marketing 512,000.00 512,000.00 6.875 11178448 Marketing 110,378.61 110,700.00 7.69 11220431 Marketing 194,540.90 195,000.00 7.25 11204769 Marketing 62,590.99 62,700.00 8.75 11220826 Marketing 360,000.00 360,000.00 5.5 11205950 Marketing 519,527.07 521,050.00 7.625 11167650 Marketing 116,000.00 116,000.00 5.95 11175664 Marketing 165,032.30 165,500.00 8.74 11220211 Marketing 138,406.12 138,750.00 6.99 11203726 Marketing 318,713.74 320,000.00 5.99 11200527 Marketing 88,371.29 88,560.00 7.75 11221942 Marketing 115,831.38 116,000.00 6.15 11198078 Marketing 350,000.00 350,000.00 6 11192442 Marketing 199,825.99 200,000.00 6.725 11225370 Marketing 133,720.29 135,000.00 7.05 11233034 Marketing 55,995.20 56,100.00 8.4 11234399 Additional 284,657.87 285,600.00 5.5 11183228 Marketing 239,322.67 240,000.00 7.8 11203613 Marketing 167,502.92 168,000.00 6.075 11220596 Marketing 150,420.00 150,720.00 5.99 11220981 Marketing 123,860.41 124,000.00 7.075 11166371 Marketing 258,209.07 259,560.00 7.225 11196502 Marketing 404,623.88 406,000.00 6.875 11202874 Marketing 331,258.72 332,072.00 8.5 11228419 Marketing 193,016.31 193,500.00 8.4 11225400 Marketing 192,996.41 193,500.00 6.74 11211703 Marketing 355,383.77 356,000.00 5.5 11216498 Marketing 114,722.65 115,000.00 8.575 11220857 Marketing 448,772.95 450,000.00 6.5 11207947 Marketing 167,799.41 168,000.00 7.1 11210165 Marketing 548,110.98 549,000.00 5.75 11221057 Marketing 611,245.65 612,000.00 6.75 11198405 Marketing 616,000.00 616,000.00 6.425 11212361 Marketing 368,250.74 369,000.00 7.99 11194387 Marketing 92,481.06 92,720.00 8.25 11217187 Marketing 512,598.45 514,000.00 6.5 11217578 Marketing 141,965.60 142,350.00 6.55 11216203 Marketing 130,760.22 131,000.00 8.5 11219390 Marketing 350,294.20 351,500.00 6.25 11214503 Marketing 142,480.18 143,200.00 6.775 11192847 Marketing 143,654.18 144,000.00 7.15 11224386 Marketing 195,771.52 196,000.00 6.95 11216894 Marketing 329,144.03 329,650.00 9.35 11166333 Marketing 121,250.80 121,600.00 7.95 11214109 Marketing 134,682.15 135,000.00 7.25 11191050 Marketing 51,657.63 51,727.00 9.99 11228273 Marketing 95,801.51 96,000.00 7.9 11179913 Marketing 94,255.91 94,500.00 6.8 11211389 Marketing 304,000.00 304,000.00 6.975 11206400 Marketing 103,647.47 104,000.00 6.875 11211791 Marketing 299,725.10 300,000.00 7.8 11181522 Marketing 432,000.00 432,000.00 6.125 11213160 Marketing 195,410.59 196,000.00 5.99 11214994 Marketing 300,000.00 300,000.00 6.5 11227669 Marketing 211,353.23 211,920.00 6.6 11189567 Additional 246,633.35 247,000.00 7.125 11192315 Marketing 386,896.81 387,000.00 6.4 11163762 Marketing 152,320.71 153,000.00 8.55 11179879 Additional 254,999.99 255,000.00 6.99 11198930 Marketing 135,527.67 136,000.00 6.75 11213735 Marketing 847,893.44 850,000.00 6.99 11204524 Marketing 368,000.00 368,000.00 5.99 11188106 Marketing 85,362.45 85,500.00 9.125 11195243 Marketing 384,000.00 384,000.00 6.275 11190354 Marketing 108,700.90 110,000.00 7.65 11218180 Marketing 421,235.48 422,250.00 5.975 11229027 Marketing 455,355.17 456,000.00 6.251 11230077 Marketing 404,700.00 404,700.00 6.75 11203120 Marketing 118,821.28 119,200.00 5.7 11196578 Marketing 518,568.32 520,000.00 6.45 11187207 Marketing 118,229.50 118,400.00 6.25 11213496 Marketing 74,895.73 75,000.00 7.501 11220212 Marketing 496,500.00 496,500.00 5.99 11207032 Marketing 172,565.42 172,800.00 6.4 11184351 Marketing 79,748.11 80,000.00 7.25 11180695 Marketing 84,793.96 85,000.00 8.55 11207912 Additional 267,290.17 268,000.00 6.65 11214991 Marketing 267,071.03 267,692.00 7.325 11191956 Marketing 159,425.12 160,000.00 6.575 11206305 Marketing 568,791.38 570,000.00 7.775 11210140 Marketing 306,202.56 307,000.00 6.75 11216438 Marketing 426,877.39 428,000.00 6.7 11197644 Marketing 259,527.19 260,500.00 6.375 11224958 Marketing 132,716.56 133,000.00 7.75 11217100 Marketing 295,676.03 296,000.00 7.175 11191593 Marketing 508,000.00 508,000.00 6.25 11229182 Additional 247,884.13 248,500.00 6.99 11197729 Marketing 174,505.82 174,850.00 6.075 11204221 Marketing 174,615.69 175,000.00 7.6 11143943 Marketing 98,030.25 98,400.00 7.5 11221454 Marketing 274,851.27 275,200.00 6.65 11215823 Marketing 650,960.00 650,960.00 6.15 11205580 Marketing 266,892.98 267,200.00 8.025 11204423 Marketing 331,999.50 332,000.00 6.15 11197313 Additional 259,504.27 260,000.00 8.3 11196394 Marketing 249,439.89 250,000.00 7.5 11198392 Marketing 109,818.41 110,000.00 6.75 11216375 Marketing 299,077.92 300,000.00 5.875 11190555 Marketing 576,224.48 577,800.00 6.5 11198849 Marketing 161,565.25 162,000.00 8.05 11221249 Additional 560,000.00 560,000.00 6.55 11219939 Marketing 525,963.05 526,500.00 7.425 11207672 Marketing 314,190.46 314,500.00 7.55 11178327 Marketing 157,600.00 157,600.00 6.45 11215221 Additional 228,750.00 228,750.00 5.5 11225324 Marketing 462,290.81 463,120.00 6 11182876 Marketing 400,000.00 400,000.00 6.99 11211918 Marketing 205,200.00 205,200.00 6.05 11174952 Marketing 473,184.95 473,342.00 5.125 11196003 Additional 67,656.12 68,000.00 8.625 11184043 Marketing 78,189.72 78,320.00 5.65 11201493 Marketing 198,466.91 199,200.00 6.625 11189398 Marketing 247,178.13 248,000.00 6.99 11210978 Marketing 137,705.56 138,000.00 7.75 11212905 Marketing 495,141.42 496,000.00 5.5 11225691 Marketing 62,263.65 62,400.00 7.625 11212657 Marketing 423,491.70 424,000.00 6.85 11217109 Marketing 198,215.58 198,400.00 7.75 11216411 Marketing 79,454.29 79,600.00 8.5 11200414 Marketing 334,747.03 335,000.00 8.475 11221583 Marketing 343,555.74 344,592.00 5.99 11210802 Marketing 191,794.25 192,000.00 7.25 11149307 Marketing 168,000.00 168,000.00 5.375 11211949 Marketing 360,000.00 360,000.00 7.575 11210548 Marketing 279,699.96 280,000.00 7.25 11207645 Marketing 90,100.69 90,250.00 8.99 11210660 Marketing 233,600.00 233,600.00 6.55 11180534 Marketing 143,546.59 144,000.00 7.25 11213935 Marketing 312,645.18 313,500.00 6.5 11206733 Marketing 93,283.95 93,600.00 5.375 11213886 Marketing 267,392.69 268,160.00 6.25 11211656 Marketing 53,496.76 53,600.00 8.25 11204408 Marketing 600,000.00 600,000.00 6.65 11172074 Marketing 476,000.00 476,000.00 6.45 11215207 Marketing 369,000.00 369,000.00 5.625 11212896 Marketing 308,719.58 308,800.00 6.25 11192674 Marketing 329,558.10 330,000.00 6.45 11201726 Marketing 176,000.00 176,000.00 6.25 11224440 Marketing 734,031.62 736,000.00 6.6 11175566 Marketing 167,387.57 168,000.00 6.5 11208841 Marketing 296,000.00 296,000.00 5.575 11201479 Marketing 440,491.60 441,000.00 6.99 11208927 Marketing 337,259.78 338,480.00 6.75 11211393 Marketing 417,363.60 418,000.00 6.8 11216037 Marketing 98,913.70 99,000.00 7.99 11217517 Marketing 221,600.00 221,600.00 6.4 11191020 Marketing 318,144.20 319,200.00 7 11196943 Marketing 157,301.97 157,600.00 6.25 11205167 Marketing 153,675.10 154,000.00 7.8 11196303 Additional 236,065.24 236,800.00 5.825 11203828 Marketing 101,402.96 101,520.00 6.99 11208068 Marketing 61,644.80 61,750.00 9.625 11217154 Marketing 148,000.00 148,000.00 6.5 11193108 Additional 244,407.57 244,800.00 6.85 11202097 Marketing 129,679.97 130,000.00 8.475 11187331 Marketing 105,116.39 105,520.00 6.25 11206642 Marketing 231,425.04 232,000.00 6.99 11207127 Marketing 187,541.92 188,000.00 8.525 11189281 Marketing 269,999.50 270,000.00 6.7 11200452 Marketing 97,035.59 97,280.00 8.375 11202142 Marketing 266,929.75 267,000.00 7 11203023 Marketing 388,500.00 389,500.00 7.125 11198872 Marketing 139,489.43 140,000.00 7.65 11216394 Marketing 119,744.28 120,000.00 7.75 11180479 Marketing 145,791.00 146,250.00 7.5 11222869 Marketing 374,929.29 376,000.00 6.275 11154087 Marketing 302,876.93 304,000.00 7.8 11198766 Marketing 239,462.33 240,000.00 7.5 11212613 Marketing 222,360.19 223,000.00 5.125 11186374 Marketing 184,048.12 184,500.00 8.5 11184754 Marketing 124,000.00 124,000.00 7.3 11196049 Marketing 115,902.46 116,000.00 6.9 11216293 Marketing 267,983.08 268,600.00 7.375 11215889 Additional 251,676.21 252,000.00 6.6 11201917 Marketing 213,220.24 213,750.00 6.99 11209901 Marketing 340,000.00 340,000.00 5.5 11183412 Marketing 373,599.60 375,000.00 6.375 11212678 Marketing 340,793.79 341,200.00 6.875 11206038 Marketing 235,206.46 235,450.00 7.375 11222773 Marketing 251,702.07 252,000.00 6.9 11224748 Marketing 107,811.59 107,936.00 6.99 11177236 Marketing 84,859.66 85,000.00 9 11210935 Marketing 227,282.42 228,000.00 5.75 11226813 Marketing 114,671.40 114,750.00 8.8 11120720 Marketing 182,991.55 183,600.00 6.99 11211604 Marketing 138,400.00 138,400.00 7 11201592 Marketing 387,999.00 388,000.00 6 11128000 Marketing 75,810.10 76,000.00 9.5 11207222 Marketing 159,691.80 160,000.00 8.25 11203515 Marketing 297,925.18 299,200.00 5.7 11214741 Marketing 171,573.72 172,000.00 6.99 11226057 Additional 253,450.00 253,650.00 6.5 11209595 Marketing 594,400.00 594,400.00 5.575 11210845 Marketing 142,431.12 143,200.00 6.7 11192634 Marketing 440,956.80 441,750.00 9.99 11219589 Additional 204,567.51 205,000.00 7.8 11214634 Marketing 633,749.90 634,500.00 6.9 11218128 Marketing 73,327.27 73,520.00 6.7 11210094 Marketing 116,402.93 116,720.00 7.99 11197056 Marketing 299,386.72 299,700.00 7.875 11214432 Marketing 283,500.00 283,500.00 6.375 11197033 Marketing 401,810.31 402,400.00 6.125 11205541 Marketing 428,215.99 429,000.00 6.375 11173857 Marketing 228,701.96 229,425.00 8.375 11204192 Marketing 123,999.58 124,000.00 6.325 11210936 Marketing 295,914.59 296,000.00 6.925 11216267 Marketing 82,912.87 83,120.00 6.99 11192322 Marketing 287,916.00 287,916.00 5.99 11195654 Marketing 466,122.38 468,000.00 6 11201604 Marketing 129,714.16 130,050.00 8.24 11220429 Marketing 161,687.96 162,000.00 8.25 11205657 Marketing 159,755.01 160,000.00 7.36 11197836 Marketing 309,295.16 310,000.00 7.426 11218562 Marketing 246,667.00 248,000.00 6.45 11220605 Marketing 78,245.10 78,400.00 8.125 11219113 Marketing 231,960.00 231,960.00 7.15 11210006 Marketing 633,223.08 634,021.00 6.675 11215807 Marketing 114,843.53 115,200.00 5.99 11223151 Marketing 143,587.97 144,000.00 6.25 11185304 Additional 119,920.00 119,920.00 6.825 11210029 Marketing 259,736.74 260,000.00 7.45 11215530 Marketing 137,030.87 137,200.00 6.75 11211757 Marketing 63,998.37 64,175.00 7.125 11224013 Additional 207,750.64 208,000.00 6.85 11232525 Marketing 317,663.94 317,750.00 6.5 11210651 Marketing 580,000.00 580,000.00 6.95 11215662 Marketing 176,150.00 176,250.00 6.25 11180159 Marketing 58,337.36 58,500.00 7.875 11219416 Marketing 479,889.68 480,250.00 8.49 11200485 Marketing 318,764.20 320,000.00 6.2 11195912 Marketing 51,659.22 51,750.00 10.1 11219904 Marketing 537,600.00 537,600.00 6 11219178 Marketing 395,569.62 396,000.00 7.2 11201752 Marketing 58,223.86 60,000.00 8.24 11217337 Marketing 219,752.34 220,000.00 7.075 11214442 Marketing 162,113.60 162,500.00 7.2 11206591 Marketing 207,413.37 208,000.00 6.325 11185904 Marketing 65,082.69 65,250.00 8.275 11217700 Marketing 654,122.96 656,000.00 6.25 11190081 Marketing 289,060.97 290,000.00 5.6 11199634 Marketing 102,244.54 102,400.00 5.99 11205986 Marketing 78,117.47 78,300.00 7.3 11193177 Marketing 460,351.85 461,224.00 6.25 11232125 Marketing 206,348.52 207,000.00 5.75 11139962 Marketing 454,199.78 456,000.00 7.25 11219644 Marketing 332,090.16 332,500.00 6.75 11193212 Marketing 164,599.85 165,000.00 7.1 11203248 Marketing 323,072.93 324,000.00 6.25 11212744 Marketing 185,600.00 185,600.00 6.45 11174277 Marketing 244,000.00 244,000.00 5.75 11211498 Marketing 104,795.69 105,000.00 8.2 11222956 Marketing 132,491.28 133,000.00 6.25 11172925 Marketing 197,194.93 198,000.00 7.1 11207077 Marketing 101,747.70 102,000.00 7 11178452 Marketing 62,212.72 62,400.00 8.99 11221748 Marketing 143,660.97 144,000.00 7.25 11169867 Marketing 172,000.00 172,000.00 6.25 11224564 Additional 435,000.00 435,000.00 5.875 11232667 Marketing 212,081.39 212,592.00 7.99 11221487 Marketing 47,370.49 47,500.00 6.5 11170936 Marketing 339,298.46 340,000.00 6.5 11222229 Additional 49,817.43 49,900.00 8.99 11212486 Marketing 342,852.86 343,920.00 5.825 11210301 Additional 54,326.83 54,400.00 9.975 11223499 Marketing 649,141.45 650,000.00 6.5 11194347 Marketing 660,800.00 660,800.00 6.55 11200020 Marketing 114,196.75 114,400.00 8.675 11206687 Marketing 65,020.65 65,600.00 7 11222340 Marketing 552,000.00 552,000.00 6.8 11226895 Marketing 335,537.54 336,000.00 6.35 11186183 Marketing 106,096.70 106,400.00 7.75 11136562 Marketing 209,834.56 210,400.00 6.575 11196685 Marketing 207,345.05 208,000.00 7.25 11207887 Marketing 117,194.81 117,500.00 6.75 11222848 Marketing 243,999.95 244,000.00 6.875 11217348 Marketing 92,000.00 92,000.00 6.925 11181259 Marketing 341,301.06 342,000.00 9.375 11167383 Marketing 326,803.79 328,000.00 7.65 11192941 Marketing 324,096.48 325,000.00 7.875 11182091 Marketing 220,601.96 221,000.00 5.35 11186576 Marketing 160,000.00 160,000.00 6.5 11180777 Marketing 118,787.71 119,000.00 8.625 11202191 Marketing 287,014.27 288,000.00 6.825 11177595 Marketing 171,080.80 171,595.00 7.5 11204350 Marketing 262,940.86 264,000.00 6 11213437 Additional 98,935.98 99,200.00 6.625 11190669 Marketing 231,200.00 231,200.00 5.625 11202661 Marketing 80,530.67 80,750.00 7.99 11173617 Marketing 319,119.29 320,000.00 7.925 11183210 Marketing 102,981.15 103,250.00 6.75 11195997 Marketing 171,000.00 171,000.00 6.99 11165426 Marketing 174,570.00 174,570.00 7.365 11217324 Marketing 282,844.87 283,200.00 6.701 11184935 Marketing 149,118.22 150,000.00 6.825 11217911 Marketing 77,341.84 77,520.00 8.375 11211133 Marketing 102,969.93 103,200.00 7.525 11216384 Additional 374,984.63 376,000.00 6.55 11211553 Marketing 121,027.38 121,200.00 6.225 11163855 Marketing 236,000.00 236,000.00 5.375 11209620 Marketing 135,554.73 135,920.00 6.575 11203970 Marketing 143,955.78 145,300.00 6.875 11209823 Marketing 269,401.11 270,000.00 7.55 11218069 Additional 119,371.97 119,600.00 8.3 11194058 Marketing 339,125.41 340,000.00 6.8 11217057 Marketing 398,909.31 400,000.00 6.5 11232056 Additional 255,220.62 256,000.00 6.5 11222781 Marketing 89,045.01 89,250.00 7.375 11219464 Marketing 467,573.38 468,750.00 6.925 11163119 Marketing 347,087.30 348,000.00 5.875 11219631 Marketing 387,552.69 388,000.00 6.99 11208870 Marketing 228,285.53 228,750.00 7.99 11231928 Marketing 299,161.98 300,000.00 6.375 11212119 Marketing 90,087.39 90,400.00 9.2 11205918 Marketing 40,756.18 40,850.00 7.375 11220353 Marketing 67,673.81 68,000.00 6.5 11203289 Marketing 130,902.66 131,084.00 7.375 11210302 Marketing 207,416.17 208,000.00 6.35 11189090 Marketing 234,799.25 234,800.00 6.75 11211039 Marketing 279,032.23 279,750.00 7.57 11209168 Marketing 130,062.93 130,400.00 6.775 11205157 Marketing 177,252.07 177,600.00 6.12 11214026 Marketing 98,621.94 98,800.00 8.575 11215484 Marketing 213,543.96 214,000.00 7.75 11227286 Marketing 123,722.18 124,000.00 7.5 11184076 Marketing 154,730.29 155,200.00 7.45 11216056 Additional 260,000.00 260,000.00 5.875 11237070 Additional 128,517.44 128,700.00 9.725 11182835 Marketing 61,021.05 61,200.00 8.75 11206318 Marketing 359,119.60 360,000.00 6.125 11197314 Marketing 165,870.86 166,400.00 7.2 11227915 Additional 262,060.49 262,500.00 5.625 11209536 Marketing 111,642.61 111,920.00 6.99 11232568 Additional 233,335.17 233,600.00 7.05 11221628 Marketing 384,000.00 384,000.00 5.625 11217202 Additional 166,161.60 166,250.00 9.65 11199049 Marketing 187,783.25 188,000.00 6.99 11205607 Marketing 187,578.82 188,000.00 7.5 11232099 Marketing 66,423.97 66,600.00 8.125 11211596 Marketing 214,122.61 214,400.00 6.575 11192945 Marketing 569,135.92 570,500.00 5.375 11217989 Marketing 220,452.31 221,000.00 6.99 11193239 Marketing 148,236.35 148,792.00 6.375 11205485 Marketing 133,600.00 133,600.00 7.275 11209985 Additional 671,200.00 671,200.00 6.425 11209925 Marketing 194,571.73 195,500.00 6.3 11205192 Marketing 215,438.94 216,000.00 6.75 11219280 Marketing 246,222.65 247,000.00 5.75 11206402 Marketing 217,600.00 217,600.00 5.9 11196758 Additional 198,754.98 199,500.00 6.375 11215987 Marketing 194,600.00 194,600.00 5.5 11182802 Marketing 436,224.54 437,400.00 6.575 11167777 Marketing 259,091.00 259,091.00 5.875 11202783 Marketing 177,537.66 178,000.00 6.75 11205674 Marketing 290,400.00 290,400.00 6.25 11214789 Additional 67,476.25 67,600.00 8.5 11206570 Marketing 251,089.00 251,089.00 6.2 11200077 Additional 100,514.72 100,700.00 9.875 11202520 Marketing 204,000.00 204,000.00 5.85 11203462 Marketing 199,857.86 200,000.00 8.675 11198372 Marketing 159,760.60 160,000.00 8.425 11201818 Marketing 287,407.50 288,000.00 7.925 11200235 Marketing 71,864.89 72,000.00 8.475 11225137 Marketing 499,163.13 499,920.00 6 11214139 Marketing 136,874.45 137,000.00 7.8 11158273 Marketing 359,959.89 360,000.00 6.6 11207788 Marketing 286,154.90 287,086.00 7.1 11211333 Additional 135,841.46 136,000.00 6.95 11197194 Additional 193,800.00 193,800.00 5.85 11218830 Additional 211,977.73 213,225.00 7.65 11231435 Marketing 274,400.00 274,400.00 6.625 11219990 Marketing 209,600.00 209,600.00 6.2 11192856 Marketing 446,311.14 448,000.00 6.326 11194660 Additional 344,838.70 345,800.00 6.4 11166696 Marketing 215,824.56 216,750.00 6.85 11211601 Marketing 189,973.45 190,400.00 7.5 11190399 Marketing 348,000.00 348,000.00 6.75 11213542 Marketing 160,639.28 161,000.00 7.5 11159211 Marketing 295,251.63 296,800.00 6.125 11181631 Marketing 291,824.07 294,400.00 5.575 11213038 Marketing 259,579.63 260,000.00 6.5 11204594 Marketing 271,113.51 272,000.00 7.075 11163759 Marketing 230,720.00 230,720.00 6.25 11223651 Marketing 320,000.00 320,000.00 6.25 11218589 Marketing 363,200.00 363,200.00 5.75 11164315 Marketing 330,481.66 331,500.00 7.375 11220849 Marketing 423,096.42 424,000.00 7.75 11217851 Marketing 166,800.48 167,040.00 6.2 11136710 Marketing 469,189.31 470,400.00 6.8 11217633 Marketing 59,859.44 60,000.00 7.275 11199029 Marketing 133,573.87 134,000.00 7.2 11208759 Marketing 111,818.65 112,000.00 5.75 11212111 Marketing 274,361.62 275,000.00 7.5 11199110 Marketing 311,449.03 312,000.00 6.5 11064967 Marketing 98,380.84 99,000.00 8.5 11182063 Marketing 175,417.89 176,000.00 7 11213166 Marketing 479,408.36 480,000.00 6.75 11218691 Marketing 559,995.33 560,000.00 5.99 11212696 Marketing 201,019.81 201,400.00 8.5 11213053 Marketing 141,814.13 142,200.00 6.525 11207629 Marketing 309,587.02 310,000.00 7.075 11204863 Additional 285,000.00 285,000.00 5.875 11204793 Marketing 199,505.33 200,000.00 7 11209751 Marketing 296,549.16 297,000.00 5.99 11222341 Marketing 91,711.74 92,000.00 7.275 11208773 Marketing 238,724.05 239,920.00 5.85 11210982 Marketing 479,366.01 480,000.00 6.5 11178405 Marketing 478,810.40 480,000.00 6.99 11177975 Marketing 171,366.88 172,000.00 6.45 11186591 Marketing 257,095.18 258,000.00 6.7 11203159 Marketing 199,633.93 200,000.00 8.5 11195107 Marketing 310,966.02 312,000.00 6.99 11230906 Marketing 452,800.00 452,800.00 5.7 11188353 Marketing 85,309.41 85,500.00 7.525 11203601 Additional 335,999.51 336,000.00 5.375 11210981 Marketing 156,750.00 156,750.00 8.675 11209184 Marketing 229,387.84 230,000.00 6.625 11217152 Marketing 84,784.54 85,000.00 6.875 11196661 Marketing 347,309.90 348,000.00 6.075 11205597 Marketing 161,698.90 162,000.00 8.425 11208268 Marketing 335,750.00 335,750.00 6 11206244 Additional 128,396.99 128,700.00 7.25 11205252 Marketing 343,506.73 344,000.00 6.2 11222921 Additional 252,998.00 253,000.00 6.5 11214813 Marketing 152,677.22 153,000.00 7.8 11211751 Marketing 155,538.44 156,000.00 6.075 11207690 Marketing 232,700.00 232,750.00 5.99 11216844 Marketing 263,357.85 264,000.00 7.085 11199423 Marketing 208,000.00 208,000.00 6.125 11233069 Marketing 52,660.43 52,800.00 8.125 11139445 Additional 47,093.41 47,250.00 6.99 11199991 Marketing 351,904.74 351,920.00 5.95 11177067 Marketing 314,447.20 315,000.00 7.25 11220036 Marketing 192,916.98 193,500.00 5.99 11203524 Marketing 139,662.13 140,000.00 7.125 11208922 Marketing 164,790.95 165,000.00 6.651 11219220 Marketing 161,071.96 161,584.00 6.5 11218021 Marketing 184,510.62 184,800.00 5.875 11218494 Marketing 66,205.42 66,400.00 6.125 11237226 Marketing 57,914.20 58,000.00 9.525 11223023 Marketing 292,849.70 293,250.00 6.38 11214841 Marketing 284,280.00 284,280.00 6.55 11166721 Marketing 189,458.40 190,000.00 7.75 11188960 Marketing 414,360.28 415,650.00 5.825 11226891 Additional 356,250.00 356,250.00 5.375 11227759 Marketing 363,519.23 364,000.00 6.5 11200432 Marketing 352,000.00 352,000.00 6.325 11190097 Marketing 91,797.96 92,000.00 7.6 11201864 Marketing 320,000.00 320,000.00 6.45 11231461 Marketing 267,708.67 268,570.00 5.65 11206288 Additional 103,677.17 104,000.00 5.825 11215202 Marketing 175,811.22 176,000.00 7.25 11198832 Marketing 276,000.00 276,000.00 5.65 11210069 Marketing 74,605.06 75,000.00 10.1 11132955 Additional 382,311.91 384,000.00 6.7 11196223 Marketing 170,862.40 171,000.00 8.25 11173115 Marketing 50,843.36 51,000.00 7.375 11189608 Marketing 256,184.68 256,500.00 7.79 11204958 Marketing 213,674.38 214,000.00 6 11198923 Marketing 252,330.39 252,720.00 6.99 11209809 Marketing 279,171.39 279,920.00 6.6 11184703 Marketing 250,190.27 251,200.00 5.99 11165025 Marketing 578,128.47 580,500.00 7.076 11201321 Marketing 142,696.79 143,000.00 7.775 11208935 Marketing 407,085.91 408,000.00 7.5 11170121 Marketing 306,453.45 307,800.00 6.725 11226000 Marketing 197,465.31 198,000.00 6.55 11219003 Marketing 573,393.81 575,000.00 6.375 11227382 Marketing 221,299.14 221,600.00 6.4 11204175 Marketing 75,781.18 76,000.00 7.7 11208684 Marketing 87,018.79 87,200.00 7.875 11222430 Marketing 329,359.69 329,360.00 6.2 11212004 Marketing 305,535.48 306,000.00 5.99 11199357 Marketing 279,636.63 279,960.00 6.99 11218153 Marketing 262,499.49 263,200.00 6.625 11220962 Additional 273,253.26 273,600.00 6.65 11222853 Marketing 247,623.84 248,000.00 6.5 11214170 Marketing 269,130.00 270,000.00 5.625 11206616 Marketing 360,735.49 361,250.00 6.225 11228123 Additional 272,936.45 273,600.00 7.1 11196174 Marketing 76,818.06 77,000.00 8.675 11183533 Marketing 224,131.81 225,000.00 5.25 11224208 Marketing 474,593.60 475,200.00 6.625 11149745 Marketing 64,912.84 65,000.00 9.99 11198498 Marketing 379,384.65 380,000.00 5.75 11219635 Additional 174,400.00 174,400.00 6.65 11197735 Marketing 592,778.41 593,750.00 7.375 11209047 Marketing 61,894.95 62,000.00 8.875 11210729 Additional 287,364.35 288,000.00 7.575 11194113 Marketing 104,615.51 106,000.00 6.7 11190897 Marketing 210,590.52 211,130.00 7.75 11191105 Marketing 249,173.10 250,000.00 7 11216776 Marketing 307,035.22 308,000.00 5.775 11215654 Marketing 256,496.40 256,800.00 6.9 11181545 Marketing 498,750.00 498,750.00 8.5 11195227 Marketing 121,094.17 121,500.00 6.95 11223630 Marketing 129,266.61 129,600.00 6.8 11213416 Marketing 186,628.78 187,000.00 9.025 11209846 Additional 478,810.40 480,000.00 6.99 11209949 Marketing 521,019.83 522,000.00 8.375 11201092 Marketing 158,164.94 158,800.00 6.55 11212510 Marketing 582,352.89 584,000.00 6.325 11195074 Marketing 108,684.58 109,000.00 7.675 11207863 Marketing 203,470.66 204,400.00 6.175 11204887 Marketing 438,593.86 440,000.00 7.175 11176451 Marketing 514,818.11 516,000.00 6.375 11194630 Marketing 268,929.30 269,520.00 6.1 11198122 Marketing 90,159.64 90,250.00 8.5 11166580 Additional 169,327.34 173,000.00 6.75 11201643 Marketing 231,200.00 231,200.00 6.6 11231839 Marketing 383,139.71 384,000.00 7.5 11222235 Marketing 225,303.68 226,500.00 6.625 11227891 Marketing 318,011.92 318,250.00 8.5 11202918 Marketing 388,996.19 389,927.00 8.625 11231174 Marketing 62,887.61 63,000.00 8.625 11218170 Marketing 123,730.98 124,000.00 7.8 11216890 Marketing 538,597.34 540,000.00 6.75 11198582 Marketing 239,368.65 240,000.00 6.685 11208482 Marketing 107,456.03 107,600.00 6.453 11193599 Marketing 196,000.00 196,000.00 6.25 11194507 Marketing 247,471.51 248,000.00 7.75 11210505 Marketing 129,670.47 130,000.00 6.875 11223254 Marketing 343,465.74 343,920.00 6.5 11198660 Marketing 269,325.58 270,000.00 6.95 11203220 Marketing 58,383.53 58,500.00 9.5 11190585 Marketing 491,889.81 492,000.00 5.375 11193658 Marketing 211,999.50 212,000.00 5.55 11212483 Marketing 148,366.83 148,500.00 7.875 11212860 Additional 113,302.03 113,600.00 6.7 11205041 Marketing 137,600.00 137,600.00 6.575 11179186 Marketing 109,931.76 111,000.00 6.875 11172223 Marketing 248,995.86 250,000.00 6 11193741 Marketing 142,014.66 142,500.00 6.85 11171040 Marketing 61,321.15 61,500.00 7.65 11188585 Marketing 129,004.67 129,500.00 6.25 11215137 Marketing 287,549.03 288,000.00 5.875 11202159 Marketing 349,622.78 350,200.00 6.75 11197299 Marketing 153,447.68 153,600.00 7.525 11202588 Marketing 296,938.51 297,500.00 8.35 11185177 Marketing 280,000.00 280,000.00 5.5 11204292 Marketing 263,613.65 264,000.00 6.125 11223280 Marketing 71,767.89 72,000.00 7.825 11201449 Marketing 438,443.65 440,000.00 5.125 11212617 Marketing 75,432.30 75,600.00 7.55 11200446 Marketing 250,976.33 251,200.00 7.9 11222906 Marketing 161,259.79 161,500.00 9.5 11222716 Marketing 235,759.11 236,400.00 6.53 11196317 Marketing 146,736.51 147,200.00 7.25 11205449 Marketing 179,538.76 180,000.00 6.825 11228765 Marketing 67,833.46 68,000.00 7.05 11228508 Marketing 115,200.00 115,200.00 6.45 11190978 Marketing 466,400.00 466,400.00 6.325 11205856 Marketing 199,463.54 200,000.00 6.585 11215003 Marketing 339,317.96 340,000.00 8.05 11192794 Marketing 320,000.00 320,000.00 7.55 11194472 Additional 470,945.13 471,750.00 6.625 11182589 Marketing 237,586.20 238,000.00 8.75 11214408 Marketing 302,400.00 302,400.00 6.775 11222378 Marketing 160,800.00 160,800.00 6.65 11216124 Marketing 109,444.98 109,600.00 6.25 11164850 Marketing 380,775.29 382,500.00 6.575 11163135 Marketing 130,460.18 133,000.00 7.775 11203973 Marketing 223,737.03 224,000.00 6.925 11220090 Additional 289,000.00 289,000.00 6.75 11161392 Marketing 346,627.01 347,552.00 6.625 11225472 Marketing 63,083.74 63,200.00 8.475 11208561 Marketing 536,000.00 536,000.00 5 11187058 Additional 304,025.83 305,280.00 5.875 11206092 Marketing 185,906.32 186,400.00 6.65 11199443 Marketing 189,508.86 190,000.00 6.775 11161308 Additional 741,254.91 742,500.00 8.925 11225569 Marketing 369,323.72 369,750.00 6.99 11204586 Additional 369,600.00 369,600.00 6.15 11207660 Marketing 361,826.75 362,000.00 7.05 11203224 Marketing 152,440.98 152,800.00 8.125 11195358 Marketing 103,498.92 103,600.00 7.58 11136513 Marketing 268,560.28 269,400.00 5.801 11159884 Marketing 73,857.40 74,000.00 8.25 11200456 Marketing 138,807.39 139,200.00 6.325 11221240 Marketing 237,196.35 238,000.00 5.375 11209773 Marketing 239,600.00 239,600.00 5.875 11204428 Marketing 268,385.87 268,720.00 7.75 11229245 Marketing 84,242.80 84,422.00 7.77 11192371 Additional 519,872.71 520,000.00 5.875 11199763 Marketing 206,730.34 207,248.00 6.95 11184932 Marketing 120,591.85 121,000.00 6.9 11194976 Marketing 178,517.82 179,200.00 6.275 11230747 Marketing 562,100.66 563,242.00 8 11185997 Marketing 249,940.35 251,100.00 5.25 11199246 Marketing 240,936.76 241,500.00 7.175 11199988 Marketing 598,971.06 599,953.00 6.775 11228103 Marketing 282,719.45 283,500.00 6.45 11222958 Marketing 247,500.00 247,500.00 6.99 11208235 Marketing 255,670.00 255,670.00 5.9 11211950 Marketing 347,200.00 347,200.00 5.99 11220803 Marketing 44,367.56 44,800.00 8.88 11206700 Marketing 314,411.30 316,000.00 6 11216195 Marketing 317,724.09 318,000.00 7.99 11214864 Marketing 191,684.88 192,000.00 5.7 11213752 Marketing 291,121.90 292,000.00 5.99 11206966 Marketing 109,600.00 109,600.00 6.28 11201276 Marketing 228,113.27 228,800.00 6 11229206 Marketing 179,778.14 180,000.00 6.75 11149356 Marketing 161,579.21 162,000.00 6.75 11220572 Marketing 168,478.09 169,000.00 5.85 11217661 Marketing 303,318.93 304,000.00 7.5 11187740 Marketing 180,162.83 180,800.00 6.675 11178474 Marketing 299,174.03 300,000.00 6.45 11216569 Marketing 206,260.00 206,260.00 5.525 11210196 Marketing 398,991.02 400,000.00 6.9 11162825 Additional 569,700.79 572,000.00 5.99 11198311 Marketing 126,111.12 126,400.00 7.4 11222485 Marketing 199,800.34 200,000.00 7.5 11230947 Marketing 238,941.99 240,000.00 5.5 11193300 Marketing 199,792.36 200,000.00 8.375 11203792 Marketing 119,604.66 119,880.00 7.375 11203456 Marketing 63,918.31 64,000.00 6.625 11207914 Marketing 77,831.27 78,000.00 7.675 11199854 Marketing 219,822.15 220,000.00 7.1 11226781 Additional 610,000.00 610,000.00 5.85 11213616 Marketing 146,885.68 147,155.00 8.5 11223632 Marketing 79,018.11 79,200.00 7.375 11218117 Marketing 52,867.62 53,000.00 6.95 11210362 Marketing 114,462.22 114,703.00 7.825 11225192 Marketing 550,000.00 550,000.00 7.825 11191902 Marketing 143,603.52 144,000.00 6.45 11215146 Marketing 117,210.94 117,600.00 5.99 11212110 Marketing 166,087.36 166,500.00 6.99 11175679 Marketing 150,704.59 151,200.00 7.05 11207311 Marketing 199,844.81 200,000.00 8.375 11200637 Marketing 164,453.19 165,000.00 6.99 11224433 Marketing 374,567.70 375,000.00 6.99 11196115 Marketing 211,934.41 212,000.00 7.425 11207562 Marketing 99,744.03 100,000.00 6.825 11208915 Marketing 410,400.00 410,400.00 7.375 11228000 Marketing 145,656.24 146,000.00 7.25 11222299 Additional 192,507.31 192,800.00 5.99 11193324 Marketing 508,000.00 508,000.00 6.2 11230438 Marketing 143,709.68 144,000.00 8.025 11200845 Marketing 91,083.72 91,190.00 7.975 11176139 Marketing 159,584.40 160,000.00 6.75 11231432 Marketing 758,034.91 758,799.00 7.5 11195874 Marketing 116,000.00 116,000.00 7.8 11212654 Marketing 301,063.48 301,700.00 7.8 11192032 Marketing 555,941.00 556,000.00 5.7 11232540 Marketing 285,247.95 285,600.00 6.75 11207605 Marketing 319,082.62 320,000.00 6.24 11202692 Marketing 438,800.22 440,000.00 6.5 11180770 Marketing 104,922.54 104,975.00 7.12 11207424 Marketing 164,426.93 165,000.00 6.75 11197882 Marketing 285,000.00 285,000.00 5.99 11201408 Marketing 274,954.36 276,000.00 6.3 11201898 Marketing 359,355.51 360,000.00 6.45 11208527 Marketing 190,828.48 191,200.00 6.15 11180317 Marketing 625,200.00 625,200.00 6.99 11208570 Marketing 235,387.00 236,000.00 6.75 11226927 Marketing 161,974.03 162,400.00 6.7 11198510 Marketing 271,704.08 272,400.00 6.835 11217308 Marketing 203,221.81 203,500.00 6.375 11211966 Marketing 375,429.22 376,000.00 5.99 11221894 Marketing 225,828.82 226,510.00 5.99 11228549 Marketing 124,216.96 126,000.00 5.75 11206848 Marketing 116,000.00 116,000.00 6.115 11198280 Marketing 139,527.79 140,000.00 6.9 11175176 Marketing 86,110.47 86,324.00 7 11173981 Marketing 76,438.13 76,800.00 6.85 11200256 Marketing 252,510.13 252,900.00 6.99 11224070 Marketing 224,921.57 225,600.00 5.99 11219301 Marketing 176,436.22 176,660.00 6.7 11212533 Marketing 548,000.00 548,000.00 6.325 11171429 Marketing 134,800.00 134,800.00 6.375 11198284 Marketing 99,935.14 100,000.00 8.2 11166504 Additional 282,613.81 284,000.00 4.95 11203614 Marketing 398,132.36 399,200.00 6.6 11187816 Marketing 529,970.83 530,000.00 6.5 11179436 Marketing 220,643.59 221,250.00 6.5 11206962 Marketing 192,000.00 192,000.00 6.2 11185474 Additional 208,436.99 208,905.00 7.5 11210961 Marketing 227,765.82 228,000.00 7.4 11213456 Marketing 117,776.17 118,000.00 8.325 11179948 Additional 549,000.00 549,000.00 5.95 11196821 Marketing 199,308.42 199,920.00 5.9 11213852 Marketing 270,000.00 270,000.00 6 11196473 Marketing 344,012.84 345,000.00 6.25 11177887 Marketing 95,617.24 96,000.00 7.2 11204676 Marketing 291,746.65 292,000.00 7.99 11201813 Marketing 115,593.20 116,000.00 6.7 11205293 Marketing 410,792.26 412,000.00 6.99 11217269 Marketing 126,627.87 126,750.00 7.625 11226943 Marketing 127,566.09 127,800.00 8.5 11216912 Marketing 138,015.25 138,400.00 6.4 11212242 Marketing 280,552.99 281,250.00 6.99 11183746 Additional 52,938.48 53,000.00 7.99 11213395 Marketing 411,996.82 416,000.00 6.875 11190419 Additional 227,677.47 228,000.00 6.25 11186756 Marketing 559,999.98 560,000.00 7.3 11217569 Marketing 259,057.15 260,000.00 4.99 11232695 Marketing 75,013.64 75,200.00 6.99 11211292 Marketing 147,668.41 148,000.00 7.5 11216853 Marketing 329,584.71 330,000.00 6.675 11209583 Marketing 199,920.00 199,920.00 5.75 11222023 Marketing 75,811.65 76,000.00 6.99 11202292 Marketing 227,538.71 228,000.00 6.001 11195317 Additional 50,831.33 51,000.00 7 11216898 Marketing 538,050.00 538,050.00 6.05 11223420 Marketing 102,170.58 102,400.00 7.5 11226583 Additional 343,039.09 344,000.00 6.375 11210455 Marketing 389,869.97 390,400.00 6.4 11207814 Marketing 279,968.27 280,000.00 6.8 11192167 Marketing 90,250.00 90,250.00 6.875 11207333 Marketing 334,942.02 336,000.00 7.25 11219107 Marketing 270,118.37 270,300.00 8.865 11214176 Additional 84,738.92 85,000.00 7.375 11196638 Marketing 204,745.10 205,000.00 7.75 11217721 Marketing 439,311.01 440,000.00 5.875 11205615 Marketing 284,000.00 284,000.00 5.75 11143153 Additional 127,098.19 127,500.00 8.375 11192332 Marketing 211,686.09 212,000.00 7.7 11196600 Marketing 166,419.99 167,000.00 6.75 11235253 Marketing 122,822.26 123,250.00 6.99 11216705 Marketing 43,905.63 44,000.00 7.875 11197691 Marketing 174,852.09 175,120.00 5.99 11217043 Marketing 193,021.38 193,500.00 7 11231954 Marketing 108,973.06 109,200.00 7.875 11228347 Marketing 195,527.29 196,000.00 8.575 11197058 Marketing 339,211.30 340,000.00 7.325 11209183 Marketing 190,627.26 191,200.00 6.625 11194764 Marketing 272,956.43 275,500.00 7.5 11221623 Marketing 115,664.89 116,000.00 6.2 11181329 Marketing 331,499.97 331,500.00 5.875 11214723 Marketing 268,000.00 268,000.00 6.5 11230594 Marketing 239,820.45 240,000.00 8.5 11201534 Additional 109,749.87 110,000.00 7.425 11206574 Marketing 193,080.15 193,600.00 8.25 11208280 Marketing 183,206.16 183,804.00 5.575 11198910 Marketing 87,883.78 88,000.00 6.5 11198570 Marketing 229,568.46 230,500.00 5.99 11195034 Marketing 700,000.00 700,000.00 5.99 11212164 Marketing 495,995.00 495,995.00 6.49 11215585 Marketing 264,000.00 264,000.00 6.5 11179497 Marketing 382,717.39 384,000.00 6.95 11230383 Marketing 77,523.92 78,400.00 8.5 11209414 Marketing 327,609.03 328,000.00 6.875 11184540 Marketing 664,000.00 664,000.00 6.75 11205153 Additional 375,323.63 376,000.00 6.3 11194936 Marketing 408,000.00 408,000.00 6.325 11194304 Marketing 155,358.06 155,700.00 7.6 11216035 Additional 606,303.41 607,000.00 7.125 11210086 Marketing 135,309.27 135,465.00 7 11194438 Marketing 283,065.24 284,000.00 7.025 11206493 Marketing 320,000.00 320,000.00 6.7 11221075 Marketing 266,400.00 266,400.00 5.45 11210023 Marketing 200,955.00 200,955.00 7.825 11198286 Marketing 443,061.48 444,000.00 5.24 11189466 Marketing 336,080.35 337,500.00 5.75 11210139 Marketing 227,724.75 228,000.00 6.825 11195910 Marketing 375,920.00 375,920.00 6.05 11222897 Marketing 103,591.38 103,920.00 5.725 11180854 Marketing 282,718.48 284,000.00 5.375 11187449 Marketing 73,714.21 74,000.00 6.2 11165791 Marketing 400,000.00 400,000.00 5.5 11203014 Marketing 299,998.00 300,000.00 6.625 11214446 Additional 150,466.94 150,750.00 8.375 11151412 Marketing 107,288.57 108,000.00 6.125 11219865 Marketing 331,766.57 335,000.00 6.84 11195611 Marketing 236,184.91 236,800.00 6.75 11210210 Marketing 288,000.00 288,000.00 6.78 11161266 Marketing 194,000.00 194,000.00 6.5 11220768 Marketing 463,311.65 464,000.00 6.075 11171809 Marketing 268,672.04 269,500.00 8.5 11187902 Marketing 359,308.92 360,000.00 8.375 11223306 Marketing 231,697.77 232,000.00 6.55 11196449 Additional 149,704.63 150,065.00 7.15 11188846 Marketing 190,779.80 191,000.00 6.99 11193147 Marketing 228,720.00 228,720.00 5.9 11203115 Additional 200,000.00 200,000.00 5.875 11199349 Marketing 275,041.41 276,000.00 6.75 11149975 Marketing 187,348.35 188,000.00 6.76 11200727 Marketing 284,147.64 285,000.00 6.275 11183173 Marketing 139,284.72 139,500.00 6.99 11212934 Marketing 248,000.00 248,000.00 6.9 11200202 Marketing 78,966.88 79,200.00 6.125 11193398 Marketing 175,920.00 175,920.00 5.825 11221498 Additional 299,731.34 300,000.00 7.88 11229012 Marketing 398,250.76 399,200.00 7.2 11174601 Marketing 50,797.65 51,423.00 8.75 11222232 Marketing 76,302.84 76,500.00 8.25 11200815 Marketing 79,735.56 79,800.00 8.25 11208158 Marketing 117,140.82 117,500.00 7.4 11198437 Marketing 124,207.86 124,600.00 5.75 11194655 Marketing 278,031.73 279,000.00 7.325 11227055 Marketing 168,076.17 168,300.00 6.475 11223026 Marketing 303,310.00 304,000.00 5.65 11208511 Marketing 336,800.00 336,800.00 6.125 11217985 Marketing 458,743.26 459,883.00 6.99 11165236 Marketing 614,115.61 616,000.00 5.9 11201025 Marketing 391,984.50 392,000.00 6.075 11204617 Marketing 115,742.66 116,000.00 6.375 11216453 Marketing 303,501.07 304,000.00 5.7 11222089 Marketing 131,021.82 131,250.00 8.75 11219285 Marketing 380,000.00 380,000.00 6.375 11203648 Marketing 589,000.00 589,000.00 5.875 11221501 Marketing 155,592.70 155,920.00 7.825 11198545 Marketing 476,800.00 476,800.00 5.5 11218519 Additional 475,200.00 475,200.00 7.9 11192943 Marketing 186,662.34 187,150.00 7.25 11194658 Marketing 381,643.05 382,500.00 7.5 11159664 Marketing 56,552.29 56,700.00 9.3 11215196 Additional 329,948.35 330,400.00 6.375 11203122 Marketing 251,633.73 252,000.00 7.2 11216996 Marketing 91,537.28 91,748.00 7.375 11215900 Marketing 52,403.70 52,500.00 8.49 11189997 Marketing 335,410.01 335,750.00 7.45 11222961 Marketing 744,649.10 746,735.00 6.375 11217415 Marketing 274,000.00 274,000.00 6.69 11222152 Marketing 283,649.95 284,000.00 6.75 11205817 Marketing 181,973.26 182,280.00 5.65 11208438 Marketing 175,000.00 175,000.00 7.1 11220310 Additional 273,317.23 276,250.00 7.125 11210994 Marketing 67,814.57 68,000.00 6.5 11197791 Additional 660,000.00 660,000.00 5.95 11164646 Marketing 438,845.92 440,000.00 6.7 11219037 Marketing 263,404.51 264,000.00 7.5 11220802 Marketing 259,999.83 260,000.00 5.75 11231417 Marketing 117,642.16 117,900.00 8.5 11153248 Marketing 550,400.00 550,400.00 6.25 11228388 Marketing 244,334.76 245,293.00 6.14 11212179 Marketing 105,980.00 105,980.00 6 11148162 Marketing 119,111.87 119,700.00 7.875 11204021 Marketing 404,158.34 405,000.00 7.875 11226220 Marketing 356,000.00 356,000.00 5.75 11210945 Marketing 299,255.50 300,000.00 7.375 11162780 Marketing 107,629.50 110,000.00 5.625 11205440 Marketing 540,000.00 540,000.00 6.425 11219731 Marketing 505,666.38 506,250.00 6.99 11216546 Marketing 119,721.65 120,000.00 7.325 11201766 Marketing 423,063.46 423,110.00 6.25 11226472 Marketing 369,465.81 370,000.00 6.175 11208426 Marketing 244,000.00 244,000.00 5.825 11213343 Marketing 299,390.87 300,000.00 7.99 11178759 Marketing 313,545.23 315,000.00 5.25 11210230 Marketing 146,747.48 147,050.00 7.925 11154011 Marketing 153,100.20 154,000.00 7.35 11220347 Marketing 240,000.00 240,000.00 5.99 11218090 Marketing 177,600.00 177,600.00 6.45 11222319 Marketing 375,846.90 376,293.00 6.89 11207694 Marketing 296,607.71 297,000.00 6.5 11213067 Marketing 251,192.61 251,546.00 6.275 11202405 Marketing 145,373.02 145,600.00 6.95 11202569 Marketing 235,704.64 235,768.00 6.45 11170221 Marketing 141,799.90 142,400.00 5.74 11221051 Marketing 214,390.00 214,390.00 5.825 11191187 Marketing 122,848.81 123,200.00 7.75 11175921 Marketing 137,135.89 137,600.00 6.9 11178826 Marketing 254,745.14 256,000.00 6.99 11219735 Marketing 503,343.42 504,000.00 6.55 11210306 Marketing 92,150.48 92,400.00 6.55 11192160 Marketing 376,890.56 377,910.00 7.25 11168840 Marketing 638,056.31 639,200.00 5.375 11214843 Marketing 837,983.27 840,000.00 7.175 11225405 Marketing 75,434.82 75,600.00 7.625 11222666 Marketing 154,575.55 155,000.00 7.95 11168316 Marketing 203,200.00 203,200.00 7.99 11218323 Marketing 199,427.74 200,000.00 6.25 11224368 Marketing 173,967.78 174,400.00 6.99 11211503 Marketing 184,000.00 184,000.00 6.4 11193225 Marketing 295,259.98 296,000.00 6.95 11224767 Marketing 204,108.45 204,800.00 5.375 11205351 Marketing 264,033.93 265,000.00 6.5 11210899 Marketing 137,405.36 137,600.00 6.25 11211037 Marketing 459,061.96 460,000.00 4.875 11199759 Marketing 469,209.86 470,770.00 6.99 11177491 Marketing 285,770.91 285,775.00 6.125 11218739 Marketing 520,123.66 520,200.00 6.975 11213667 Marketing 139,625.59 140,000.00 6.6 11220295 Marketing 342,407.82 343,200.00 7.35 11218515 Marketing 349,579.07 350,400.00 7.275 11157372 Marketing 277,146.96 277,950.00 8.8 11206685 Marketing 78,937.08 79,200.00 7.3 11209186 Marketing 87,273.01 87,500.00 8.425 11207065 Marketing 356,000.00 356,000.00 6.55 11223684 Marketing 64,671.96 64,800.00 8.125 11169481 Marketing 184,444.72 185,000.00 6 11217734 Marketing 265,169.90 265,600.00 5.75 11211224 Marketing 319,030.34 320,000.00 5.95 11194929 Marketing 77,333.37 77,550.00 6.375 11219470 Marketing 640,000.00 640,000.00 6.575 11228404 Marketing 170,482.14 170,850.00 9.125 11207354 Marketing 143,740.46 144,000.00 8.575 11221391 Marketing 247,365.17 248,000.00 6.825 11211036 Marketing 231,222.56 231,920.00 5.99 11222468 Marketing 250,752.35 251,084.00 6.5 11210544 Marketing 194,295.95 195,000.00 6.55 11216118 Additional 269,227.42 270,000.00 6.25 11191003 Marketing 179,671.07 180,000.00 6.375 11199066 Marketing 195,894.41 196,000.00 5.8 11200289 Marketing 115,780.12 116,000.00 6.25 11203506 Marketing 231,367.39 232,000.00 6.5 11208383 Marketing 330,678.45 331,500.00 6.99 11196621 Marketing 533,979.04 536,000.00 6.325 11158230 Additional 112,198.09 112,500.00 8.05 11224754 Marketing 39,403.73 39,500.00 7.075 11193564 Marketing 279,574.94 280,000.00 5.99 11229900 Marketing 605,053.53 606,832.00 6.125 11220548 Marketing 235,343.95 236,000.00 6.4 11185367 Marketing 71,819.12 72,000.00 8.375 11194920 Marketing 159,604.04 159,920.00 8.125 11213562 Marketing 544,000.00 544,000.00 7.45 11217709 Marketing 66,941.86 67,000.00 7.99 11199327 Marketing 283,169.93 284,000.00 7.625 11223165 Marketing 490,804.76 491,500.00 6.25 11215767 Marketing 137,716.86 137,970.00 8.49 11182944 Marketing 67,307.58 67,500.00 7.75 11221031 Marketing 508,800.00 508,800.00 7.75 11188244 Marketing 618,223.39 620,000.00 6.25 11230603 Marketing 498,458.23 500,000.00 5.95 11215162 Marketing 89,660.67 90,000.00 6.5 11182061 Marketing 81,988.64 82,240.00 7.4 11217421 Marketing 251,292.68 252,000.00 6.35 11221625 Marketing 403,380.04 403,750.00 7.8 11216091 Marketing 197,005.78 197,600.00 5.99 11214920 Marketing 295,132.40 295,920.00 6.625 11210599 Marketing 222,861.18 223,200.00 5.99 11184387 Marketing 354,526.53 355,500.00 7.95 11224968 Marketing 247,637.05 248,000.00 6.125 11185140 Marketing 287,547.90 288,000.00 6.925 11201844 Additional 249,380.41 250,000.00 6.99 11217475 Additional 220,944.87 221,350.00 8.5 11204967 Marketing 224,438.00 225,000.00 6.95 11223685 Marketing 202,402.56 202,720.00 5.875 11228152 Marketing 145,600.00 145,600.00 5.8 11212648 Marketing 507,664.09 508,250.00 6.99 11219573 Marketing 380,000.00 380,000.00 6.5 11204353 Marketing 111,200.00 111,200.00 6.575 11208350 Marketing 83,774.25 84,000.00 6.575 11220786 Marketing 225,359.51 226,000.00 6.3 11203448 Marketing 432,000.00 432,000.00 6.25 11163903 Marketing 87,225.04 87,465.00 8.475 11216814 Marketing 303,171.06 304,000.00 6.5 11209594 Marketing 192,938.42 193,450.00 4.99 11228286 Marketing 323,166.57 324,000.00 6.8 11220188 Marketing 176,000.00 176,000.00 6.4 11206597 Marketing 159,411.55 160,000.00 5.325 11203110 Marketing 163,130.88 163,500.00 7.5 11171196 Marketing 562,539.60 565,250.00 6.25 11190186 Marketing 98,712.62 99,000.00 6.175 11207909 Marketing 204,997.44 205,600.00 6.125 11206921 Marketing 172,948.24 173,200.00 6.15 11231465 Marketing 412,679.56 413,000.00 8.375 11199741 Marketing 224,782.75 225,000.00 8.625 11183216 Additional 155,553.62 156,000.00 6.25 11208089 Marketing 184,000.00 184,000.00 6.95 11197647 Marketing 457,520.00 457,520.00 6.375 11194483 Marketing 543,109.62 544,000.00 6.775 11180796 Marketing 125,288.71 125,600.00 6.99 11219175 Marketing 71,101.94 71,250.00 7.875 11227043 Marketing 167,494.23 168,000.00 5.99 11217843 Marketing 365,750.00 365,750.00 7.3 11199723 Additional 434,498.51 435,000.00 6.99 11188061 Marketing 131,386.67 132,000.00 6.15 11210707 Marketing 301,192.33 302,000.00 6.6 11196885 Marketing 161,093.65 161,600.00 7.275 11206277 Marketing 521,427.86 522,000.00 7.17 11202343 Marketing 194,854.13 195,000.00 8.5 11199561 Marketing 39,345.46 40,000.00 8.125 11223081 Marketing 44,917.64 45,000.00 8.5 11213999 Marketing 608,164.00 608,164.00 5.675 11203587 Marketing 188,472.06 189,000.00 6.375 11217373 Marketing 315,553.00 316,000.00 6.25 11187090 Marketing 148,521.33 148,750.00 7 11213481 Marketing 348,000.00 348,000.00 6.95 11202455 Marketing 414,258.40 416,000.00 5.775 11177100 Marketing 39,553.00 40,000.00 8.499 11194545 Marketing 149,648.58 150,000.00 7.275 11218993 Marketing 162,334.44 162,800.00 6.9 11209464 Additional 92,188.82 92,400.00 7.4 11231699 Marketing 188,603.25 189,000.00 7.825 11209681 Marketing 170,466.84 171,000.00 7.3 11180760 Marketing 782,468.69 784,000.00 6.75 11211121 Marketing 194,517.68 195,000.00 7 11229379 Marketing 120,650.44 121,000.00 6.2 11220776 Marketing 113,747.09 114,000.00 7.55 11210920 Marketing 49,906.85 50,000.00 8.5 11129608 Marketing 118,859.16 119,200.00 8.85 11219711 Marketing 108,111.49 108,400.00 6.625 11193164 Marketing 246,400.00 246,400.00 6.55 11202073 Marketing 404,993.75 405,000.00 6.5 11207743 Marketing 310,400.00 310,400.00 6.15 11202066 Marketing 267,150.14 267,750.00 7.5 11204019 Additional 161,271.86 161,600.00 7.99 11175472 Marketing 221,662.93 222,400.00 6.99 11219070 Marketing 229,022.10 229,500.00 7.865 11212316 Marketing 136,800.00 136,800.00 7.5 11208329 Marketing 71,872.88 72,000.00 8.675 11184807 Marketing 328,515.85 329,200.00 7.875 11164764 Marketing 248,935.77 250,200.00 6.675 11210290 Marketing 331,210.54 332,000.00 7.2 11217826 Marketing 147,621.15 148,000.00 6.825 11189020 Marketing 202,731.86 203,000.00 6.5 11209697 Marketing 229,283.98 229,600.00 6.35 11216869 Marketing 162,174.93 162,400.00 6.325 11222632 Marketing 223,485.53 224,000.00 7.375 11231356 Marketing 259,273.72 260,000.00 6.375 11210411 Marketing 153,038.52 153,500.00 8.525 11205400 Marketing 289,255.64 289,750.00 6.625 11199119 Marketing 219,745.93 220,000.00 6.99 11216316 Marketing 94,785.04 95,000.00 7.45 11180205 Marketing 554,205.03 555,750.00 7.875 11227451 Marketing 70,129.41 70,400.00 6.225 11191806 Additional 66,290.59 66,500.00 7.25 11215140 Marketing 381,049.02 382,200.00 7.475 11183840 Marketing 137,600.00 137,600.00 5.45 11224095 Marketing 157,500.00 157,500.00 5.375 11206140 Marketing 412,669.09 413,200.00 6.6 11166011 Marketing 308,750.00 308,750.00 6.75 11190104 Marketing 375,493.93 377,041.00 4.875 11183929 Marketing 382,502.78 384,000.00 6.15 11179951 Additional 159,377.96 159,920.00 6.875 11209646 Additional 324,474.64 325,600.00 6.775 11210181 Additional 229,343.22 230,000.00 6.9 11194273 Marketing 352,413.97 352,720.00 7.99 11214669 Marketing 607,151.83 607,750.00 7.55 11237201 Marketing 148,712.99 149,000.00 8.25 11224615 Marketing 264,203.08 265,000.00 5.99 11205539 Marketing 80,566.29 80,750.00 8.425 11215901 Marketing 668,259.67 670,000.00 6.75 11203696 Marketing 355,734.17 356,800.00 6.025 11232651 Marketing 162,400.00 162,400.00 6.75 11209869 Marketing 228,000.00 228,000.00 5.825 11208646 Marketing 265,500.00 265,500.00 7.39 11201501 Marketing 377,031.13 378,000.00 7.99 11196047 Marketing 70,299.43 70,400.00 6.875 11209843 Marketing 343,570.07 344,000.00 6.7 11198026 Marketing 103,438.68 103,700.00 8.375 11229814 Marketing 137,765.15 138,140.00 6.525 11225704 Marketing 212,000.00 212,000.00 5.875 11204575 Marketing 63,841.71 64,000.00 7 11194154 Marketing 175,603.52 176,000.00 5.6 11222323 Marketing 63,031.79 63,200.00 6.625 11214326 Marketing 199,347.81 199,500.00 8.99 11189977 Marketing 176,596.17 176,800.00 6.99 11189795 Marketing 39,938.92 40,000.00 9.375 11229958 Additional 638,290.69 639,000.00 7.125 11215584 Marketing 251,450.30 251,750.00 6.875 11212010 Marketing 134,682.15 135,000.00 7.25 11203725 Marketing 342,400.00 342,400.00 5.95 11220012 Marketing 312,000.00 312,000.00 6.45 11232749 Marketing 94,546.58 96,000.00 5.5 11207620 Marketing 89,484.76 89,600.00 6.7 11206045 Marketing 142,265.52 142,500.00 5.69 11212753 Marketing 305,699.96 306,000.00 6.5 11196302 Marketing 546,991.07 547,500.00 7.75 11177477 Marketing 446,350.52 447,920.00 7.85 11201905 Marketing 184,257.77 185,000.00 6 11214698 Marketing 511,409.74 512,000.00 6.99 11200010 Marketing 227,501.79 228,000.00 7.625 11221608 Marketing 275,981.33 276,288.00 7.125 11200732 Marketing 97,607.51 97,850.00 6.99 11204244 Marketing 220,397.38 221,000.00 6.5 11201524 Additional 498,393.42 499,000.00 6.8 11174235 Marketing 219,340.77 220,000.00 7.5 11217288 Marketing 201,479.01 201,795.00 5.875 11205820 Marketing 480,000.00 480,000.00 6.25 11212398 Marketing 199,746.55 200,000.00 6.65 11225899 Marketing 579,119.52 580,000.00 5.99 11213499 Marketing 78,141.24 78,400.00 7.15 11212406 Marketing 199,920.00 199,920.00 5.95 11216900 Marketing 49,887.97 50,000.00 7.5 11214979 Marketing 118,019.08 118,320.00 6.875 11194041 Marketing 606,111.59 607,500.00 7.4 11213309 Marketing 224,800.00 224,800.00 6.55 11209951 Additional 54,536.19 55,000.00 7.425 11226233 Marketing 114,212.28 114,400.00 9.05 11213125 Marketing 209,741.87 210,000.00 6.76 11206818 Marketing 93,971.06 95,000.00 6.8 11203307 Marketing 123,206.79 124,000.00 8.275 11212027 Marketing 239,613.93 240,000.00 5.775 11184828 Marketing 560,000.00 560,000.00 6.99 11199424 Marketing 323,606.27 323,950.00 8.3 11203968 Marketing 234,595.89 235,000.00 6.99 11174287 Marketing 999,999.00 999,999.00 5.875 11206992 Marketing 543,920.00 543,920.00 5.875 11176527 Marketing 528,865.58 531,000.00 5.99 11208365 Marketing 459,999.17 460,000.00 6.65 11190735 Marketing 183,388.35 183,600.00 6.99 11215615 Marketing 75,857.32 76,000.00 8.375 11211721 Marketing 194,675.97 195,240.00 6.2 11201532 Marketing 179,839.07 180,312.00 6.7 11201300 Marketing 331,644.22 332,000.00 7.25 11194332 Marketing 331,274.52 332,000.00 7.625 11196460 Marketing 349,289.79 350,000.00 5.99 11221613 Marketing 284,274.00 285,000.00 6.85 11231825 Marketing 138,448.16 138,800.00 6.875 11219140 Marketing 268,000.00 268,000.00 6.35 11180349 Marketing 313,600.00 313,600.00 6.8 11211991 Marketing 480,421.25 481,500.00 7.5 11222892 Marketing 205,000.00 205,000.00 5.99 11221233 Marketing 127,759.66 128,000.00 8.375 11198826 Marketing 69,364.11 69,600.00 6.875 11181290 Additional 105,670.32 106,080.00 6.2 11209447 Marketing 199,800.00 199,800.00 7.375 11150206 Marketing 299,962.52 301,500.00 5.925 11227918 Marketing 77,814.54 78,000.00 7.2 11218351 Marketing 187,511.68 188,000.00 6.75 11213897 Marketing 411,300.00 411,300.00 6.525 11209563 Marketing 367,920.00 367,920.00 6.7 11208191 Marketing 285,626.59 286,400.00 6.55 11212180 Marketing 54,234.21 54,400.00 7.415 11216185 Marketing 118,287.18 118,320.00 6.625 11213144 Marketing 58,281.43 58,400.00 7.99 11197901 Marketing 213,600.00 213,600.00 6.45 11219255 Marketing 249,253.70 250,000.00 6.625 11198919 Marketing 139,527.79 140,000.00 6.9 11208793 Marketing 262,400.00 262,400.00 6.625 11209738 Marketing 108,701.00 108,701.00 5.99 11191387 Marketing 113,982.94 114,400.00 6.5 11192620 Marketing 282,600.00 282,600.00 8.125 11183060 Additional 143,683.27 144,150.00 7.25 11220023 Marketing 238,772.09 240,000.00 7.085 11224274 Additional 73,082.86 73,200.00 9.15 11210082 Marketing 439,945.64 439,960.00 5.825 11199380 Marketing 582,473.93 582,817.00 6.5 11188234 Marketing 390,598.33 392,000.00 6.6 11212263 Additional 263,314.26 264,000.00 6.75 11196969 Marketing 109,393.68 110,000.00 6.5 11229649 Marketing 107,745.72 108,000.00 7.25 11215881 Marketing 192,000.00 192,000.00 6.15 11228267 Marketing 492,000.00 492,000.00 6.95 11216911 Marketing 135,695.31 136,000.00 7.5 11224251 Marketing 252,203.74 252,800.00 8.1 11208883 Marketing 183,555.96 184,000.00 7.125 11149865 Marketing 97,236.70 97,500.00 8.8 11187451 Marketing 200,252.47 200,800.00 6.5 11123292 Marketing 45,853.66 46,000.00 9.99 11159830 Marketing 53,849.97 54,000.00 8.99 11137718 Marketing 83,786.26 84,900.00 9.25 11155647 Marketing 31,139.02 31,500.00 10.75 11158960 Additional 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16,536.00 9.75 11176053 Marketing 38,916.82 39,000.00 10.25 11182499 Marketing 135,666.93 136,000.00 8.5 11170222 Marketing 35,529.15 35,600.00 11.25 11176454 Marketing 128,677.69 129,000.00 9.5 11184006 Marketing 169,434.68 169,800.00 10.5 11159336 Additional 20,929.32 21,000.00 10.25 11176883 Marketing 127,645.13 128,000.00 9 11183308 Marketing 39,928.18 40,000.00 9.99 11173336 Additional 163,673.47 164,000.00 9.5 11184666 Marketing 161,677.47 162,000.00 9.5 11186169 Marketing 79,881.16 80,000.00 10.875 11160161 Marketing 21,459.38 21,500.00 9.75 11188601 Marketing 111,788.45 112,000.00 9.75 11166411 Marketing 27,832.05 27,880.00 11.25 11174278 Marketing 60,896.36 61,000.00 10.25 11125459 Marketing 49,910.21 50,000.00 9.99 11182326 Marketing 81,437.52 81,600.00 9.5 11167651 Additional 28,932.54 29,000.00 8.75 11186471 Marketing 17,969.41 18,000.00 10.25 11148174 Marketing 161,634.87 162,000.00 9.99 11161108 Marketing 164,350.28 164,800.00 7.99 11183055 Marketing 53,898.01 54,000.00 9.75 11176646 Additional 49,941.04 51,000.00 7.95 11186962 Marketing 47,514.73 47,600.00 10 11190775 Marketing 127,809.83 128,000.00 10.875 11195274 Marketing 84,839.44 85,000.00 9.75 11170954 Marketing 84,748.35 85,000.00 8.25 11183747 Marketing 14,961.35 15,000.00 8.25 11182256 Marketing 75,883.99 76,000.00 10.75 11141764 Additional 46,160.60 46,300.00 10.25 11186231 Marketing 14,973.10 15,000.00 10 11182579 Marketing 54,934.57 55,000.00 11.99 11198828 Marketing 17,363.48 17,400.00 9.25 11192858 Marketing 111,748.57 112,000.00 9.99 11191021 Marketing 79,656.72 79,800.00 9.99 11201289 Marketing 17,177.69 17,200.00 11.5 11197928 Marketing 114,745.36 115,000.00 8.99 11188322 Marketing 81,502.56 81,600.00 11.875 11191691 Marketing 24,766.04 24,800.00 11.25 11195632 Additional 115,791.69 116,000.00 9.99 11181321 Marketing 46,822.64 47,000.00 10.875 11188365 Marketing 73,832.73 73,980.00 9.5 11194484 Marketing 135,780.95 136,000.00 10.5 11191262 Marketing 46,893.19 47,000.00 9.9 11198830 Additional 19,024.78 19,050.00 11.99 11185138 Additional 99,399.66 99,560.00 10.5 11185465 Marketing 50,903.66 51,000.00 9.75 11198814 Marketing 15,706.95 15,800.00 11.75 11168534 Marketing 159,728.17 160,000.00 10.25 11205880 Marketing 94,810.85 95,000.00 9.5 11155628 Marketing 82,873.31 83,000.00 10.75 11196933 Marketing 112,597.44 112,800.00 9.99 11201376 Marketing 15,376.48 15,400.00 10.75 11185208 Marketing 86,121.87 86,250.00 10.875 11190757 Marketing 31,948.45 32,000.00 10.5 11203092 Marketing 15,685.49 15,800.00 11.5 11196886 Marketing 40,341.47 40,400.00 10.99 11231516 Marketing 30,778.67 30,820.00 9.99 11196279 Marketing 29,596.97 30,000.00 8.25 11210551 Marketing 69,928.44 70,000.00 11.25 11230853 Marketing 71,387.05 71,473.00 10.5 11205372 Marketing 27,958.40 28,000.00 10.875 11210106 Marketing 50,528.34 50,600.00 9.75 11147830 Marketing 52,456.62 52,548.00 8.75 11197298 Marketing 38,358.46 38,400.00 10.99 11231085 Marketing 52,916.28 52,980.00 10.5 11221580 Marketing 48,934.28 49,000.00 9.99 11206061 Marketing 117,865.52 118,000.00 10.75 11202632 Marketing 54,922.42 55,000.00 9.75 11206537 Marketing 63,067.42 63,200.00 9.25 11193140 Marketing 22,966.67 23,000.00 10.99 11201773 Marketing 89,855.03 90,000.00 10.5 11216957 Additional 20,952.93 21,000.00 7.5 11193325 Marketing 126,672.71 127,000.00 8.25 11204449 Marketing 37,954.30 38,000.00 10.5 11235683 Marketing 74,866.00 75,000.00 9.99 11220273 Marketing 37,949.03 38,000.00 9.99 11201644 Marketing 57,718.46 57,800.00 9.75 11212030 Marketing 59,919.72 60,000.00 10 11209695 Marketing 41,906.02 42,000.00 9.99 11225740 Marketing 70,882.31 71,000.00 8.99 11229891 Marketing 85,834.34 86,000.00 8.25 11197353 Marketing 49,109.48 49,200.00 9.875 11222661 Marketing 55,932.64 56,000.00 10.5 11227925 Marketing 82,489.24 82,600.00 9.99 11198287 Marketing 24,957.50 25,000.00 10.25 11209961 Marketing 90,534.47 90,635.00 10.875 11198841 Marketing 57,904.06 58,000.00 8.99 11225488 Marketing 48,511.05 48,600.00 8.5 11220189 Marketing 43,940.98 44,000.00 9.99 11194001 Marketing 199,353.64 200,000.00 11.25 11180263 Additional 96,774.30 97,000.00 8.75 11202571 Marketing 58,540.04 58,941.00 10.5 11230909 Marketing 112,981.96 113,200.00 8.25 11198541 Marketing 58,912.32 59,000.00 10.875 11220939 Marketing 108,638.17 108,800.00 9.5 11223083 Additional 14,984.67 15,000.00 11.25 11221711 Marketing 81,878.05 82,000.00 9.5 11229518 Marketing 81,301.89 81,400.00 10.49 11220886 Marketing 51,704.51 51,790.00 9 11211753 Marketing 38,924.89 39,000.00 8.25 11218525 Marketing 92,876.86 92,980.00 10.875 11220711 Marketing 60,065.12 60,200.00 7.5 11199161 Marketing 40,531.01 40,600.00 10.25 11208750 Marketing 87,623.71 87,800.00 9.5 11214610 Marketing 34,957.91 35,000.00 10.5 11204869 Marketing 105,753.38 106,000.00 8.75 11210573 Marketing 39,418.97 40,000.00 10.25 11193027 Marketing 38,348.52 38,400.00 9.99 11208713 Marketing 35,962.18 36,000.00 11.125 11212228 Additional 45,948.98 46,000.00 10.875 11208052 Marketing 99,820.45 100,000.00 9.99 11183460 Marketing 45,409.40 45,500.00 9.5 11210361 Marketing 28,636.09 28,676.00 9.99 11212894 Marketing 127,858.02 128,000.00 10.875 11226735 Marketing 69,822.47 69,900.00 10.875 11202377 Marketing 25,729.62 26,000.00 9.5 11213310 Marketing 56,120.72 56,200.00 9.75 11205326 Marketing 79,668.00 79,800.00 8.99 11186007 Additional 62,661.32 62,775.00 9.95 11208926 Marketing 37,429.75 37,500.00 8.75 11227452 Marketing 17,499.91 17,600.00 9.5 11216789 Marketing 94,872.60 95,000.00 9.99 11221837 Marketing 33,967.08 34,000.00 11.5 11214424 Marketing 22,268.54 22,300.00 9.75 11196937 Marketing 68,914.76 69,000.00 10.375 11204699 Marketing 69,843.99 70,000.00 9.99 11220570 Marketing 82,281.10 82,375.00 10.75 11218091 Additional 44,343.66 44,400.00 10.25 11184945 Marketing 19,549.31 19,580.00 9.25 11221499 Marketing 39,961.27 40,000.00 11.5 11192047 Marketing 40,952.00 41,000.00 10.625 11215648 Marketing 64,128.77 64,200.00 10.875 11225273 Marketing 43,752.60 43,800.00 10.99 11201319 Marketing 32,760.57 32,800.00 10.5 11223850 Marketing 60,839.49 60,935.00 9.25 11214564 Marketing 29,349.95 29,380.00 11.25 11210315 Marketing 23,075.02 23,100.00 10.99 11229638 Marketing 118,803.14 119,000.00 8.99 11203311 Marketing 62,730.34 62,800.00 10.875 11220663 Marketing 50,735.54 50,800.00 10.25 11199801 Marketing 24,766.76 24,800.00 9.99 11219666 Marketing 63,920.94 64,000.00 10.375 11182225 Marketing 32,953.55 33,000.00 11.125 11207833 Marketing 81,465.29 81,600.00 9 11198226 Marketing 74,882.44 75,000.00 9.25 11192473 Marketing 36,949.30 37,000.00 11.25 11210564 Marketing 121,776.75 122,000.00 8.501 11201093 Marketing 39,640.21 39,700.00 10.99 11224392 Marketing 48,941.08 49,000.00 10.5 11230817 Marketing 73,906.12 74,000.00 10.25 11222120 Marketing 129,825.67 130,000.00 9.99 11210345 Marketing 51,930.40 52,000.00 10 11202100 Marketing 54,107.90 54,200.00 10.25 11210248 Marketing 55,937.88 56,000.00 10.875 11216697 Marketing 43,486.71 43,535.00 10.875 11222427 Marketing 75,915.69 76,000.00 10.875 11210657 Marketing 52,939.58 53,000.00 10.75 11213162 Marketing 48,824.82 49,000.00 9.25 11186579 Marketing 39,935.56 40,000.00 10.5 11225308 Marketing 53,198.45 53,250.00 11.5 11223636 Marketing 19,780.83 19,800.00 11.5 11223574 Marketing 131,822.97 132,000.00 9.99 11219669 Marketing 89,900.18 90,000.00 10.875 11219350 Marketing 78,644.37 78,750.00 9.99 11222809 Marketing 27,803.42 27,825.00 12.5 11210153 Marketing 69,839.09 69,980.00 9.5 11215744 Marketing 47,940.56 47,980.00 12.24 11219640 Marketing 50,931.75 51,000.00 10 11211852 Marketing 91,876.39 92,000.00 9.99 11229716 Marketing 97,691.51 97,800.00 10.875 11207753 Marketing 46,510.25 46,600.00 8.25 11180576 Marketing 20,351.52 20,400.00 9.99 11201377 Marketing 48,694.43 48,750.00 10.75 11229246 Marketing 21,051.47 21,105.00 9.99 11199304 Marketing 30,566.07 30,600.00 10.875 11212781 Marketing 26,562.45 26,600.00 9.75 11212481 Marketing 75,903.56 76,000.00 10.25 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Marketing 14,979.90 15,000.00 9.99 11211741 Marketing 48,729.24 48,810.00 8.99 11203746 Marketing 95,079.36 95,325.00 8.25 11205253 Additional 85,834.34 86,000.00 8.25 11215374 Marketing 63,899.70 64,000.00 9.25 11200208 Marketing 49,932.94 50,000.00 9.99 11222849 Marketing 60,934.00 61,000.00 10.99 11220648 Marketing 32,953.44 33,000.00 9.75 11215583 Marketing 67,898.84 68,000.00 9.499 11214409 Marketing 75,504.09 75,600.00 10.25 11204901 Marketing 65,901.11 65,985.00 10.24 11205307 Marketing 102,888.58 103,000.00 10.99 11202832 Marketing 57,285.72 57,400.00 9.5 11223238 Marketing 56,892.40 57,000.00 10.25 11215384 Marketing 57,937.20 58,000.00 10.99 11198406 Marketing 153,693.37 154,000.00 9.5 11169449 Marketing 51,740.98 51,800.00 10.75 11217339 Additional 54,894.05 55,000.00 8.25 11202689 Marketing 109,798.68 110,000.00 8.5 11176044 Marketing 66,272.11 66,400.00 8.25 11187856 Marketing 29,911.94 30,000.00 10.875 11200480 Marketing 69,874.32 70,000.00 9.99 11195427 Marketing 45,938.44 46,000.00 10 11215332 Marketing 75,693.05 75,800.00 9.75 11215780 Marketing 51,930.27 52,000.00 9.99 11238130 Additional 56,446.47 56,600.00 8.75 11158719 Marketing 51,331.02 51,398.00 10.125 11230582 Marketing 22,660.54 22,700.00 8.75 11188566 Marketing 45,950.23 46,000.00 10.99 11219578 Marketing 35,965.17 36,000.00 11.5 11230439 Marketing 35,960.07 36,000.00 10.875 11161271 Marketing 48,403.23 48,500.00 9.49 11214738 Marketing 42,948.28 43,000.00 10.5 11227112 Marketing 40,154.18 40,200.00 10.75 11216599 Marketing 89,879.30 90,000.00 9.99 11211258 Marketing 62,742.46 62,800.00 11.75 11222974 Marketing 85,035.81 85,150.00 9.99 11214651 Additional 71,903.34 72,000.00 10 11221513 Marketing 53,923.82 54,000.00 9.75 11213375 Marketing 101,870.59 102,000.00 10.25 11183934 Marketing 95,818.61 96,000.00 9.749 11216478 Marketing 27,834.28 28,040.00 9.99 11188981 Marketing 38,950.52 39,000.00 10.25 11230213 Additional 153,782.70 154,000.00 9.75 11205821 Marketing 119,801.28 120,000.00 8.99 11228001 Marketing 36,820.71 36,900.00 9.5 11216452 Marketing 75,853.62 76,000.00 8.25 11209663 Marketing 71,713.68 72,200.00 10.875 11226467 Marketing 53,620.23 53,980.00 10.99 11210169 Marketing 56,860.20 57,000.00 11.375 11211097 Marketing 149,764.92 150,000.00 9.25 11211794 Marketing 38,502.83 38,800.00 9.5 11203872 Additional 69,506.64 69,600.00 9.99 11216345 Marketing 31,932.42 31,980.00 9.5 11202208 Marketing 28,548.30 28,580.00 10.875 11199120 Marketing 54,939.22 55,000.00 10.99 11221455 Marketing 68,712.70 68,800.00 10.25 11196504 Marketing 44,933.14 45,000.00 10.875 11217831 Marketing 62,878.65 63,000.00 8.25 11217912 Marketing 19,336.76 19,380.00 11.5 11209652 Marketing 52,154.66 52,200.00 11.99 11219800 Marketing 67,518.71 67,600.00 10.5 11213397 Marketing 53,903.84 53,980.00 9.75 11210397 Marketing 89,416.81 91,000.00 10.875 11216908 Marketing 235,172.47 235,650.00 8 11219439 Marketing 125,569.75 125,800.00 8.5 11216108 Marketing 68,905.17 69,000.00 9.875 11214506 Marketing 192,268.51 192,500.00 10.5 11213042 Marketing 17,235.03 17,250.00 11.99 11215533 Marketing 34,266.80 34,300.00 11.5 11196150 Marketing 30,144.74 30,200.00 8.5 11214631 Marketing 79,866.13 80,000.00 10.49 11206696 Marketing 19,777.04 19,800.00 11.25 11229863 Additional 33,934.51 34,000.00 8.25 11201869 Additional 79,892.70 80,000.00 9.99 11206141 Marketing 103,182.28 103,300.00 10.75 11216545 Marketing 72,343.85 72,400.00 12.5 11221488 Additional 14,971.11 15,000.00 8.25 11181523 Marketing 107,839.38 108,000.00 9.5 11211444 Marketing 62,890.47 63,000.00 8.75 11219047 Marketing 59,919.54 60,000.00 9.99 11205042 Marketing 34,315.74 34,400.00 8.5 11199501 Marketing 40,211.00 40,265.00 9.99 11214976 Marketing 59,927.85 60,000.00 10.5 11211177 Marketing 33,732.56 33,770.00 10.875 11193131 Marketing 149,730.67 150,000.00 9.99 11218963 Marketing 61,912.50 62,000.00 9.75 11186820 Additional 55,916.80 56,000.00 10.875 11187468 Marketing 48,881.52 49,000.00 9.5 11219413 Marketing 23,967.81 24,000.00 9.99 11204414 Marketing 96,293.06 96,400.00 10.875 11212898 Marketing 77,062.06 77,200.00 9.99 11214604 Marketing 127,858.02 128,000.00 10.875 11196295 Marketing 117,784.02 118,000.00 8.5 11223986 Marketing 59,895.37 59,980.00 9.75 11208338 Marketing 27,153.64 27,200.00 8.99 11224755 Marketing 14,979.90 15,000.00 9.99 11221467 Marketing 75,116.60 75,200.00 10.875 11206957 Marketing 77,663.79 77,800.00 8.75 11146754 Marketing 94,627.52 94,872.00 8.25 11221650 Marketing 47,934.06 48,000.00 9.876 11193470 Marketing 16,976.01 17,000.00 9.75 11215447 Marketing 50,145.68 50,200.00 10.99 11195636 Marketing 14,975.85 15,000.00 10.5 11180350 Marketing 78,283.39 78,400.00 9.5 11206814 Marketing 70,882.54 71,000.00 8.99 11194546 Marketing 37,449.72 37,500.00 9.99 11218496 Marketing 16,577.75 16,600.00 9.99 11187428 Marketing 24,526.91 24,720.00 9.25 11216642 Marketing 57,718.46 57,800.00 9.75 11206494 Additional 79,853.60 80,000.00 9.9 11200294 Marketing 28,952.58 29,000.00 10.5 11215850 Marketing 89,085.44 89,250.00 10.25 11201834 Marketing 27,172.20 27,200.00 11.25 11204785 Marketing 85,845.56 86,000.00 9.99 11185458 Marketing 39,869.04 39,900.00 12.5 11209759 Marketing 105,882.44 106,000.00 10.875 11223348 Additional 81,915.99 82,000.00 11.24 11219038 Marketing 65,911.67 66,000.00 10 11208689 Marketing 31,198.11 31,240.00 9.99 11204293 Marketing 65,896.52 66,000.00 9.25 11190209 Marketing 55,725.34 55,800.00 10 11202456 Marketing 103,868.02 104,000.00 10.25 11165269 Marketing 153,745.23 154,000.00 8.99 11203294 Marketing 32,726.12 32,771.00 11.25 11213402 Marketing 108,329.95 108,500.00 9.25 11222775 Marketing 62,930.13 63,000.00 10.875 11168771 Marketing 26,055.66 26,100.00 10.25 11219428 Marketing 45,941.63 46,000.00 10.25 11212636 Marketing 52,941.22 53,000.00 10.875 11196048 Marketing 17,579.39 17,600.00 10.625 11217852 Marketing 41,365.01 41,760.00 9.99 11219471 Marketing 159,762.02 160,000.00 9.5 11233414 Marketing 65,312.29 65,400.00 9.99 11218252 Marketing 51,680.36 51,750.00 9.99 11197574 Marketing 48,346.31 48,400.00 10.875 11221819 Marketing 68,380.79 68,500.00 8.75 11223994 Marketing 35,027.99 35,400.00 9.5 11214796 Marketing 70,515.08 70,600.00 10.5 11200918 Marketing 26,354.47 26,400.00 10.25 11207518 Marketing 160,821.43 161,000.00 10.875 11210825 Marketing 27,964.48 28,000.00 10.25 11209656 Marketing 52,627.67 52,683.00 11.125 11207741 Marketing 37,937.87 37,980.00 10.875 11223241 Marketing 94,280.22 94,400.00 10.25 11215356 Marketing 26,575.07 26,600.00 9.75 11208804 Marketing 80,441.57 80,600.00 10.875 11200624 Marketing 37,951.30 38,000.00 10.25 11231053 Marketing 38,960.14 39,000.00 11.25 11226405 Marketing 71,913.42 72,000.00 10.5 11214586 Marketing 89,902.64 90,000.00 10.99 11215806 Marketing 107,802.32 108,000.00 8.5 11184499 Marketing 68,703.15 68,800.00 11.125 11136727 Marketing 58,737.17 58,800.00 11.25 11197359 Marketing 58,934.54 59,000.00 10.875 11217435 Marketing 39,949.25 40,000.00 10.25 11224049 Marketing 30,435.00 30,478.00 9.75 11226420 Marketing 27,968.94 28,000.00 10.875 11213108 Marketing 62,817.22 62,887.00 10.875 11233210 Marketing 30,538.98 30,580.00 9.99 11235512 Marketing 38,947.72 39,000.00 9.99 11205675 Marketing 72,460.17 72,600.00 8.25 11226316 Marketing 35,965.17 36,000.00 11.5 11216261 Marketing 121,327.00 123,000.00 8.25 11204121 Marketing 21,958.46 22,000.00 9.75 11192147 Marketing 50,931.63 51,000.00 9.99 11214916 Marketing 41,921.28 42,000.00 9.75 11200965 Additional 42,153.20 42,200.00 10.875 11221502 Marketing 23,161.61 23,200.00 8.99 11206688 Marketing 16,355.41 16,400.00 8.99 11212926 Marketing 90,631.99 90,800.00 8.5 11210706 Marketing 104,870.28 105,000.00 10.375 11197867 Marketing 39,355.11 39,400.00 10.75 11170187 Marketing 86,077.91 86,200.00 9.99 11190474 Marketing 86,059.02 86,250.00 8.99 11191672 Marketing 71,890.09 72,000.00 10.75 11207839 Marketing 46,924.30 47,000.00 10.5 11214317 Marketing 22,469.82 22,500.00 9.99 11205095 Additional 18,774.80 18,800.00 9.99 11227009 Marketing 86,833.45 87,000.00 9.5 11229032 Marketing 113,847.12 114,000.00 9.99 11219027 Marketing 32,554.02 32,600.00 9.75 11194914 Marketing 44,933.14 45,000.00 10.875 11216275 Marketing 81,864.34 82,000.00 8.99 11211811 Marketing 49,932.94 50,000.00 9.99 11203585 Additional 110,848.45 111,150.00 8.25 11227866 Marketing 62,924.22 63,000.00 10.5 11227742 Marketing 52,390.74 52,482.00 8.75 11213538 Marketing 54,334.57 54,400.00 10.5 11211265 Marketing 68,905.17 69,000.00 9.875 11232972 Marketing 16,165.59 16,200.00 7.99 11228884 Marketing 55,923.02 56,000.00 9.875 11210876 Marketing 21,982.93 22,000.00 12.5 11222390 Marketing 79,311.94 79,400.00 10.875 11214980 Marketing 29,542.46 29,580.00 10.25 11212298 Marketing 65,033.12 65,130.00 9.5 11184426 Marketing 45,282.99 45,400.00 8.25 11213112 Marketing 52,326.05 52,400.00 9.75 11227465 Marketing 75,516.16 75,600.00 10.875 11221129 Marketing 84,811.27 85,000.00 8.5 11228266 Marketing 122,796.51 123,000.00 8.99 11211608 Marketing 34,552.60 34,600.00 11.25 11208745 Marketing 71,920.14 72,000.00 10.875 11215928 Marketing 47,939.09 48,000.00 10.25 11221630 Marketing 42,993.54 43,074.00 9.99 11195249 Marketing 69,328.74 69,432.00 9.5 11199584 Marketing 23,973.39 24,000.00 10.875 11213975 Marketing 59,923.88 60,000.00 10.25 11191096 Marketing 33,541.59 33,600.00 8.75 11203370 Marketing 45,356.05 45,400.00 11.5 11218563 Marketing 30,679.14 31,000.00 10.5 11221342 Marketing 86,856.36 87,000.00 9 11199864 Marketing 125,840.12 126,000.00 10.25 11202102 Marketing 69,521.54 69,600.00 10.8 11191010 Marketing 63,914.18 64,000.00 9.99 11164064 Marketing 57,585.85 57,680.00 11.49 11216391 Marketing 79,881.02 80,000.00 9.5 11194527 Marketing 54,514.38 54,580.00 10.5 11169215 Marketing 134,651.94 135,000.00 9.35 11217860 Marketing 23,663.31 23,700.00 9.5 11215560 Marketing 53,927.58 54,000.00 9.99 11212948 Marketing 40,939.01 41,000.00 9.5 11196158 Marketing 34,335.02 34,400.00 9.75 11207365 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29,000.00 8.99 11210592 Marketing 95,901.86 96,000.00 11.25 11199992 Marketing 86,692.45 87,980.00 8.5 11218302 Additional 38,921.89 39,000.00 8.25 11205446 Marketing 199,640.87 200,000.00 9.99 11203216 Marketing 74,923.32 75,000.00 11.25 11230468 Marketing 21,972.10 22,000.00 10.25 11205728 Marketing 78,891.42 79,000.00 9.875 11209884 Marketing 119,830.67 120,000.00 9.75 11189091 Marketing 58,613.62 58,700.00 10.99 11181432 Marketing 52,880.54 53,000.00 9.99 11211314 Marketing 43,923.49 44,000.00 8.75 11205910 Marketing 39,930.46 40,000.00 8.75 11206633 Marketing 27,935.64 28,000.00 8.81 11213579 Additional 105,672.77 105,800.00 10.5 11227963 Marketing 115,009.79 115,200.00 9 11206148 Marketing 127,745.16 128,000.00 9.5 11196462 Marketing 81,836.75 82,000.00 9.5 11213294 Marketing 36,342.98 36,400.00 10.99 11218286 Marketing 74,494.74 74,600.00 9.75 11176608 Marketing 49,452.09 49,500.00 11.5 11204312 Marketing 108,879.10 109,000.00 10.875 11214716 Marketing 50,931.03 51,000.00 9.95 11221013 Marketing 130,315.85 130,500.00 9.75 11219845 Marketing 65,926.79 66,000.00 10.875 11212212 Marketing 52,910.66 53,000.00 8.9 11209398 Marketing 55,445.88 55,500.00 11.5 11222069 Marketing 19,765.57 19,800.00 8.75 11218528 Marketing 65,628.92 65,700.00 10.99 11218352 Marketing 46,943.47 47,000.00 10.5 11207916 Marketing 19,473.86 19,500.00 9.99 11211473 Marketing 66,914.36 67,000.00 10.25 11201157 Marketing 31,954.85 32,000.00 9.75 11204501 Marketing 47,676.79 48,200.00 10.75 11209116 Marketing 70,305.59 70,400.00 9.99 11184408 Marketing 71,870.72 72,000.00 9.99 11207910 Marketing 51,294.45 51,400.00 9 11198614 Marketing 42,936.13 43,000.00 10.875 11232987 Marketing 42,646.51 42,750.00 10.5 11223474 Marketing 46,949.26 47,000.00 11 11222631 Marketing 58,403.22 58,500.00 8.99 11175947 Marketing 122,859.83 123,000.00 10.75 11208792 Marketing 23,023.33 23,080.00 10.99 11210736 Marketing 71,920.14 72,000.00 10.875 11212602 Marketing 79,636.97 81,648.00 9.25 11224210 Marketing 118,649.26 118,800.00 10.25 11177979 Marketing 42,926.96 43,000.00 10.25 11198866 Marketing 20,978.55 21,000.00 11.25 11221058 Marketing 114,560.15 114,750.00 8.99 11228962 Marketing 45,705.72 45,750.00 11.5 11208977 Marketing 68,676.58 69,800.00 10.25 11202734 Marketing 26,893.22 26,986.00 9.9 11206093 Marketing 46,489.76 46,600.00 9.25 11203899 Marketing 71,920.14 72,000.00 10.875 11207563 Marketing 24,966.47 25,000.00 9.99 11224132 Marketing 58,022.08 58,100.00 9.99 11220296 Marketing 85,665.51 85,800.00 9.25 11210020 Marketing 126,829.68 127,000.00 9.99 11200665 Marketing 65,424.88 65,508.00 10.25 11210026 Marketing 50,185.63 50,240.00 10.99 11189671 Marketing 92,829.78 93,000.00 8.5 11199717 Marketing 58,904.96 59,000.00 10.5 11227613 Marketing 36,460.52 36,500.00 10.99 11229961 Marketing 25,735.44 25,770.00 9.99 11209552 Marketing 84,886.23 85,000.00 10 11229219 Marketing 46,673.45 46,750.00 9.5 11190698 Marketing 39,465.67 39,500.00 11.99 11214257 Marketing 16,981.15 17,000.00 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61,000.00 9.75 11220366 Marketing 51,843.73 51,948.00 11.25 11225576 Marketing 59,923.88 60,000.00 10.25 11226230 Additional 52,340.30 52,400.00 10.75 11222067 Marketing 154,823.35 155,000.00 10.75 11211953 Marketing 86,677.51 86,800.00 9.75 11221392 Marketing 135,836.43 136,000.00 10.5 11209163 Marketing 32,560.78 32,600.00 10.5 11216547 Marketing 29,959.77 30,000.00 9.99 11181113 Marketing 40,528.10 40,650.00 11.5 11223511 Marketing 56,935.05 57,000.00 10.75 11208522 Marketing 92,297.52 92,400.00 10.875 11225410 Marketing 18,879.03 18,900.00 10.875 11211192 Marketing 33,956.87 34,000.00 10.25 11215934 Marketing 68,522.91 68,625.00 9.5 11217681 Marketing 53,531.85 53,600.00 10.24 11184353 Additional 19,971.90 20,000.00 11.13 11212792 Marketing 32,732.46 32,800.00 8.99 11180767 Marketing 75,064.96 75,200.00 9.99 11187453 Marketing 50,132.68 50,200.00 9.99 11220078 Marketing 14,975.17 15,000.00 8.99 11231798 Additional 29,566.28 29,600.00 10.75 11201565 Marketing 45,007.38 45,078.00 10.99 11210725 Marketing 27,958.29 27,980.00 12.5 11204082 Marketing 32,183.07 32,235.00 10.5 11183962 Marketing 28,961.12 29,000.00 9.99 11220795 Marketing 50,499.69 50,650.00 8.99 11199083 Additional 19,072.31 19,100.00 10.99 11211948 Marketing 89,873.00 90,000.00 9.75 11188098 Marketing 78,655.28 78,750.00 10.5 11213036 Marketing 32,966.26 33,000.00 11.25 11207729 Marketing 61,930.83 62,000.00 10.875 11232237 Marketing 64,886.98 65,000.00 8.75 11231436 Marketing 68,517.50 68,600.00 10.5 11222167 Marketing 43,940.98 44,000.00 9.99 11210991 Marketing 61,293.26 61,400.00 8.75 11190668 Marketing 57,722.49 57,800.00 9.99 11200162 Marketing 127,609.92 127,800.00 9.5 11209678 Marketing 115,691.79 115,990.00 9.5 11219448 Marketing 57,899.15 58,000.00 8.75 11197536 Marketing 74,856.42 75,000.00 9.5 11217937 Marketing 81,764.77 81,900.00 9 11225914 Marketing 31,762.68 31,810.00 9.5 11204680 Marketing 72,907.39 73,000.00 10.25 11212726 Marketing 59,783.74 60,000.00 8.25 11226611 Marketing 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95,000.00 9.99 11217987 Marketing 47,950.91 48,000.00 11.25 11210661 Marketing 58,321.68 58,400.00 9.99 11215903 Marketing 90,633.19 90,721.00 11.5 11217397 Marketing 78,910.95 79,000.00 10.8 11222132 Marketing 69,906.13 70,000.00 9.99 11190589 Marketing 63,115.24 63,200.00 9.99 11202593 Marketing 19,953.21 19,980.00 9.99 11200508 Marketing 30,965.60 31,000.00 10.875 11201552 Marketing 55,710.19 55,785.00 9.99 11230636 Marketing 18,053.79 18,200.00 10 11188932 Marketing 59,655.38 59,720.00 10.99 11228522 Additional 38,348.52 38,400.00 9.99 11210073 Marketing 43,551.64 43,600.00 10.875 11229984 Marketing 151,493.92 151,708.00 9.75 11199232 Marketing 22,569.71 22,600.00 9.99 11210093 Marketing 70,855.82 71,000.00 7.99 11210010 Marketing 82,101.13 82,200.00 10.5 11213328 Marketing 37,228.16 37,300.00 8.25 11211337 Marketing 27,780.20 27,845.00 8.75 11220604 Marketing 96,883.33 97,000.00 10.5 11218201 Marketing 68,565.51 68,701.00 9.99 11195608 Marketing 85,671.06 85,800.00 9.45 11222368 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31,000.00 8.99 11193110 Marketing 61,107.40 61,200.00 10.79 11218762 Marketing 64,903.31 65,000.00 9.5 11232732 Marketing 28,835.11 29,000.00 9.5 11204576 Marketing 15,978.55 16,000.00 9.99 11223226 Marketing 49,756.88 49,831.00 9.5 11189755 Marketing 14,837.16 15,000.00 10 11221033 Marketing 127,029.42 127,200.00 9.99 11216018 Marketing 77,495.93 77,600.00 9.99 11201413 Marketing 25,455.66 25,500.00 8.75 11222829 Marketing 56,913.79 57,000.00 9.5 11182197 Marketing 21,569.62 21,600.00 11.13 11182071 Marketing 43,925.27 44,000.00 10.25 11209775 Marketing 59,778.64 59,900.00 8 11222636 Marketing 22,769.34 22,800.00 9.99 11215675 Marketing 100,858.97 101,000.00 9.8 11188184 Marketing 23,751.42 24,000.00 10.25 11219239 Marketing 84,406.28 84,500.00 10.875 11209491 Marketing 20,966.16 21,000.00 10.5 11228709 Marketing 43,935.19 44,000.00 11.5 11219730 Marketing 98,836.23 99,000.00 8.99 11197892 Marketing 75,908.61 76,000.00 10.5 11204327 Marketing 24,952.77 25,000.00 9.75 11217145 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34,922.12 34,980.00 8.99 11218478 Marketing 108,861.70 109,000.00 10.25 11227448 Marketing 121,860.97 122,000.00 10.75 11211956 Marketing 116,643.36 116,800.00 9.99 11228968 Marketing 24,965.67 25,000.00 9.99 11220047 Marketing 63,892.13 64,000.00 8.9 11196775 Marketing 71,699.33 71,798.00 9.875 11211504 Marketing 45,944.68 46,000.00 10.5 11210905 Marketing 51,904.81 52,000.00 8.5 11221573 Marketing 114,729.24 115,000.00 7.25 11212270 Additional 65,926.79 66,000.00 10.875 11209304 Marketing 62,135.36 62,250.00 8.5 11178483 Marketing 19,578.78 19,600.00 10.99 11211185 Marketing 56,137.68 56,200.00 10.875 11220051 Marketing 53,121.68 53,193.00 9.99 11224028 Marketing 17,375.46 17,400.00 9.75 11208371 Marketing 19,179.23 19,200.00 10.99 11192444 Marketing 49,838.39 50,000.00 8.25 11200433 Marketing 87,847.00 88,000.00 8.75 11211602 Marketing 47,536.17 47,600.00 9.99 11214482 Marketing 61,907.78 62,000.00 9.5 11202164 Marketing 134,719.73 135,000.00 10.5 11213736 Marketing 25,671.45 25,756.00 9.99 11227379 Marketing 55,336.86 55,400.00 10.75 11194348 Additional 164,815.63 165,200.00 8.75 11189636 Marketing 77,364.95 77,500.00 8.75 11212214 Marketing 78,072.25 78,150.00 11.375 11198236 Marketing 47,623.79 47,700.00 10.875 11219971 Marketing 39,943.57 40,000.00 9.75 11194508 Marketing 61,931.24 62,000.00 10.875 11228979 Marketing 56,276.96 56,400.00 10.875 11220965 Marketing 40,939.01 41,000.00 9.5 11217320 Marketing 55,421.70 55,500.00 9.75 11202255 Marketing 103,893.68 104,000.00 11.25 11228234 Marketing 89,879.30 90,000.00 9.99 11183576 Marketing 60,286.22 60,420.00 8.99 11226764 Marketing 38,193.09 38,250.00 9.5 11198222 Marketing 19,163.72 19,200.00 9.75 11208128 Additional 30,332.68 30,400.00 8.99 11209190 Marketing 47,706.12 47,800.00 8.25 11226069 Marketing 51,947.44 52,510.00 11.25 11199257 Additional 25,932.93 26,000.00 8.25 11219543 Marketing 82,869.92 83,000.00 9.25 11203241 Marketing 19,873.31 19,900.00 9.99 11209478 Marketing 20,179.37 20,200.00 11.25 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Marketing 23,946.24 24,000.00 7.5 11227232 Marketing 199,826.20 200,000.00 11.99 11205589 Marketing 70,914.62 71,000.00 10.5 11210017 Additional 68,921.37 69,000.00 10.75 11176190 Marketing 76,297.54 76,400.00 9.99 11222224 Marketing 49,944.53 50,000.00 10.875 11166335 Marketing 30,345.18 30,400.00 10.5 11206216 Marketing 43,039.17 43,100.00 9.75 11212534 Additional 136,749.26 137,000.00 8.5 11216649 Marketing 36,739.10 36,800.00 8.99 11222844 Marketing 27,170.57 27,200.00 10.99 11211077 Marketing 44,034.98 44,200.00 8.75 11220830 Marketing 89,900.18 90,000.00 10.875 11215809 Marketing 28,768.06 28,800.00 10.875 11229795 Marketing 33,663.54 33,700.00 10.99 11224556 Marketing 34,162.98 34,200.00 10.99 11213899 Marketing 62,820.19 62,900.00 10.25 11219013 Marketing 20,752.12 20,780.00 9.99 11211264 Marketing 112,813.05 113,000.00 8.99 11190255 Marketing 29,749.25 29,800.00 10.24 11214931 Marketing 36,950.00 36,990.00 10.99 11216199 Marketing 38,929.02 39,000.00 8.75 11196304 Marketing 59,107.23 59,200.00 9.25 11211240 Marketing 37,954.30 38,000.00 10.5 11210458 Marketing 73,118.80 73,200.00 10.875 11216596 Marketing 14,983.38 15,000.00 10.875 11212878 Marketing 29,936.13 30,000.00 10.5 11153745 Marketing 68,848.64 69,000.00 10.99 11208292 Marketing 42,952.31 43,000.00 10.875 11203507 Marketing 57,888.30 58,000.00 8.25 11212084 Marketing 31,968.82 32,000.00 11.5 11226918 Marketing 171,744.18 172,000.00 9.5 11232097 Additional 114,845.77 115,000.00 9.99 11225229 Marketing 70,807.76 70,980.00 10.875 11209147 Marketing 28,944.14 29,000.00 8.25 11208319 Marketing 97,829.60 98,000.00 8.75 11201324 Marketing 61,876.55 62,000.00 9.5 11206406 Marketing 96,855.36 97,000.00 9.5 11217897 Marketing 71,880.88 72,000.00 8.99 11207282 Marketing 56,532.11 56,600.00 10.875 11221951 Marketing 47,543.00 48,000.00 7 11192696 Marketing 62,744.09 62,840.00 10.75 11151867 Marketing 132,743.83 133,000.00 8.25 11203457 Marketing 15,978.55 16,000.00 9.99 11206246 Marketing 76,048.28 76,200.00 9.5 11215974 Marketing 73,915.67 74,000.00 10.75 11210138 Marketing 69,264.53 69,400.00 11.5 11175070 Additional 74,854.89 75,025.00 8.875 11223328 Marketing 14,979.90 15,000.00 9.99 11217631 Marketing 75,069.61 75,160.00 10.5 11142123 Marketing 70,863.24 71,000.00 8.25 11228341 Marketing 86,768.01 86,900.00 9.4 11220787 Marketing 65,901.84 66,000.00 9.5 11232230 Marketing 35,754.58 35,800.00 10.25 11216126 Marketing 27,367.04 27,400.00 10.5 11172866 Marketing 64,251.45 64,500.00 10.875 11196848 Marketing 67,358.38 67,500.00 9.25 11223637 Marketing 54,918.20 55,000.00 9.5 11207312 Marketing 14,983.38 15,000.00 10.875 11212907 Marketing 123,833.71 124,000.00 9.99 11192104 Marketing 71,140.99 71,220.00 10.875 11202721 Marketing 59,846.94 59,919.00 10.5 11230007 Marketing 59,305.59 59,400.00 10.875 11221063 Marketing 67,587.25 67,678.00 9.99 11226964 Marketing 42,912.18 43,000.00 7.99 11200439 Marketing 34,761.39 34,800.00 10.875 11192323 Marketing 71,802.70 71,979.00 8.5 11216715 Marketing 42,914.25 43,000.00 8.25 11216851 Marketing 57,737.45 57,800.00 10.99 11200199 Marketing 46,915.62 47,000.00 9.99 11222321 Marketing 93,946.85 94,073.00 9.99 11214341 Marketing 77,908.68 78,000.00 10.625 11185313 Marketing 29,933.02 29,980.00 9.25 11221913 Marketing 134,837.64 135,000.00 10.5 11158407 Marketing 68,206.47 68,300.00 11.25 11192907 Marketing 31,752.76 31,800.00 10.875 11188063 Marketing 32,919.81 33,000.00 10 11227220 Marketing 37,849.18 37,900.00 9.99 11204036 Marketing 313,260.49 313,900.00 5.975 11202076 Marketing 774,932.81 775,000.00 5.625 11210273 Marketing 131,643.52 132,000.00 6.55 11204341 Marketing 295,196.78 296,000.00 6.525 11231754 Marketing 156,000.00 156,000.00 6.45 11210946 Marketing 71,741.58 71,920.00 7 11211833 Marketing 169,536.43 170,000.00 6.5 11196101 Additional 241,666.10 242,400.00 7.46 11215521 Marketing 200,891.98 201,400.00 6.9 11204604 Marketing 95,768.32 96,000.00 7.125 11203685 Marketing 398,029.78 399,500.00 6.451 11208161 Marketing 79,786.04 80,000.00 6.6 11178601 Additional 454,063.74 456,000.00 5.7 11153440 Marketing 251,236.38 252,000.00 5.95 11214567 Marketing 223,488.95 224,100.00 6.5 11197535 Marketing 436,000.00 436,000.00 6 11191761 Marketing 208,800.00 208,800.00 6.4 11210988 Marketing 120,182.05 121,000.00 7.625 11182314 Marketing 149,591.00 150,000.00 6.5 11209899 Marketing 387,552.69 388,000.00 6.99 11192995 Marketing 201,450.00 201,450.00 7.2 11232573 Marketing 636,415.37 637,500.00 6.25 11227349 Additional 259,204.65 260,000.00 5.9 11191231 Marketing 264,559.49 265,600.00 6.125 11220105 Marketing 465,903.01 468,000.00 7.325 11220381 Marketing 110,864.77 111,120.00 7.375 11226856 Marketing 551,842.26 552,500.00 6.875 11207774 Marketing 300,000.00 300,000.00 5.375 11210323 Marketing 167,804.14 168,000.00 6.95 11178017 Marketing 275,181.15 276,000.00 7.55 11207966 Marketing 67,831.47 68,000.00 6.99 11210704 Marketing 286,933.26 288,400.00 6.05 11187410 Marketing 83,769.96 84,000.00 7.95 11219250 Marketing 234,260.39 235,000.00 5.75 11222414 Marketing 344,000.00 344,000.00 6.25 11189745 Marketing 378,683.06 382,500.00 5.99 11230727 Marketing 239,643.49 240,300.00 6.49 11203478 Marketing 140,000.00 140,000.00 8.375 11213849 Marketing 199,467.71 200,000.00 6.625 11192284 Additional 139,923.30 140,000.00 9.55 11216474 Marketing 370,914.97 372,000.00 6.15 11139525 Marketing 260,776.30 261,600.00 7.25 11204268 Marketing 169,255.63 169,600.00 7.99 11205701 Marketing 184,800.00 184,800.00 5.95 11202973 Marketing 411,973.59 413,100.00 6.5 11217560 Marketing 64,423.78 64,515.00 9.74 11209772 Marketing 249,749.59 250,400.00 6.75 11227025 Marketing 125,600.00 125,600.00 5.925 11208465 Marketing 287,558.04 288,000.00 5.95 11210050 Marketing 350,811.40 352,000.00 5.375 11205391 Marketing 346,400.00 346,400.00 5.25 11197424 Marketing 339,483.59 340,000.00 9.4 11218362 Marketing 119,682.86 119,990.00 6.825 11218221 Marketing 118,081.80 118,400.00 6.575 11214945 Marketing 264,000.00 264,000.00 7.25 11175147 Marketing 31,886.13 32,000.00 6.625 11212309 Marketing 307,309.96 308,000.00 7.5 11209362 Marketing 268,000.00 268,000.00 6.3 11193604 Marketing 371,386.90 372,000.00 6.75 11192132 Marketing 175,585.61 176,000.00 7.25 11218781 Marketing 151,347.76 152,000.00 7.375 11199149 Marketing 115,740.11 116,000.00 7.5 11201160 Marketing 416,014.27 417,900.00 5.375 11209833 Marketing 106,234.93 106,650.00 6.125 11204502 Marketing 180,500.00 180,500.00 6.855 11216208 Marketing 292,249.08 294,000.00 6.49 11206399 Marketing 204,000.00 204,000.00 5.75 11171642 Marketing 612,728.54 613,337.00 7.525 11217261 Marketing 409,182.25 409,500.00 8.375 11222330 Marketing 440,000.00 440,000.00 5.5 11206834 Marketing 256,000.00 256,000.00 6.425 11211379 Marketing 311,535.51 311,920.00 6.75 11224781 Marketing 148,000.00 148,000.00 6.7 11222331 Marketing 360,593.62 361,000.00 7.075 11221471 Marketing 320,800.00 320,800.00 5.99 11227083 Marketing 359,069.45 360,000.00 6.775 11211868 Additional 299,749.67 300,000.00 8.125 11210494 Marketing 420,946.39 424,000.00 6.575 11222706 Marketing 83,744.25 84,000.00 5.925 11182533 Marketing 41,694.30 41,850.00 8.875 11199782 Marketing 370,970.58 372,000.00 6.5 11221432 Marketing 415,887.33 416,000.00 6.5 11218503 Marketing 363,519.23 364,000.00 6.5 11214443 Marketing 213,600.00 213,600.00 5.99 11216610 Marketing 220,121.33 220,800.00 5.875 11181577 Marketing 287,147.79 288,000.00 6 11221531 Marketing 318,628.80 319,500.00 6.5 11199950 Marketing 67,289.28 67,500.00 8.75 11216700 Marketing 40,789.25 40,850.00 9.5 11229897 Marketing 171,096.22 171,500.00 7.25 11198752 Marketing 159,537.77 160,000.00 6.2 11205436 Additional 398,158.21 399,000.00 7.8 11203186 Marketing 69,819.83 70,000.00 7.55 11220240 Marketing 260,000.00 260,000.00 5.9 11189056 Marketing 133,248.24 133,600.00 5.675 11229962 Marketing 176,953.76 177,300.00 8.2 11200937 Marketing 108,777.00 109,200.00 7.4 11175206 Marketing 236,000.00 236,000.00 7.085 11206568 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5.95 11210996 Marketing 214,096.84 214,400.00 9.74 11183201 Additional 318,653.97 320,000.00 5.75 11223291 Additional 252,219.73 252,500.00 7.125 11210985 Marketing 88,273.28 88,400.00 9.675 11202251 Marketing 223,437.74 224,000.00 6.925 11224733 Marketing 115,668.09 116,000.00 6.25 11217649 Marketing 200,000.00 200,000.00 5 11204018 Marketing 297,000.00 297,000.00 6.41 11206473 Marketing 374,033.44 375,000.00 6.076 11202913 Marketing 248,051.82 248,800.00 5.99 11198715 Marketing 173,103.26 173,600.00 6.25 11189801 Marketing 125,685.95 125,990.00 7.125 11226707 Marketing 123,617.86 124,000.00 6.425 11228576 Marketing 460,000.00 460,000.00 6.5 11218935 Marketing 349,589.08 350,000.00 6.925 11230874 Marketing 399,394.44 400,000.00 6 11198790 Additional 137,196.73 137,600.00 6.125 11217354 Marketing 295,436.64 296,100.00 7.5 11181411 Marketing 415,613.00 416,000.00 8.75 11200693 Marketing 225,999.99 226,000.00 6.375 11184269 Marketing 91,714.52 92,000.00 5.825 11188462 Marketing 275,554.50 276,000.00 6.825 11193885 Marketing 143,707.61 144,000.00 7.99 11194670 Marketing 98,002.70 98,320.00 7.125 11218903 Marketing 136,331.38 136,500.00 7.99 11193375 Additional 543,964.09 544,500.00 7.55 11205057 Marketing 254,778.77 255,000.00 7.99 11214928 Marketing 264,000.00 264,000.00 5.95 11228372 Marketing 63,748.21 63,920.00 6.575 11221988 Marketing 187,714.61 188,000.00 5.99 11214016 Marketing 83,685.59 83,920.00 6.375 11211410 Marketing 141,600.00 141,600.00 6.825 11155077 Marketing 88,496.64 88,800.00 6.835 11199604 Marketing 113,553.38 114,000.00 6.125 11209268 Marketing 507,329.02 508,000.00 6.5 11107768 Marketing 240,447.09 242,000.00 7.35 11214283 Marketing 162,327.30 163,120.00 6.825 11197141 Marketing 131,240.45 131,600.00 6.49 11211246 Marketing 317,404.50 319,200.00 6.75 11193662 Marketing 147,485.96 148,000.00 6.75 11195232 Marketing 121,074.31 121,600.00 5.99 11206438 Marketing 238,500.00 238,500.00 6.9 11203238 Marketing 116,601.34 116,850.00 8.78 11220777 Marketing 315,200.00 315,200.00 7.45 11174320 Additional 226,545.97 228,000.00 8.49 11222240 Marketing 337,098.20 337,500.00 6.875 11195112 Marketing 61,215.12 61,360.00 7.25 11203291 Additional 527,227.26 528,000.00 6.125 11196699 Additional 650,000.00 650,000.00 6.5 11202479 Marketing 184,000.00 184,000.00 6.25 11203405 Marketing 286,000.00 286,000.00 5.625 11228259 Marketing 399,373.64 400,000.00 5.875 11211375 Marketing 74,862.53 75,050.00 6.95 11216354 Marketing 100,497.44 100,800.00 6 11235829 Additional 350,063.13 350,910.00 7.125 11175041 Marketing 44,897.97 45,000.00 8.875 11226095 Marketing 293,217.68 294,000.00 6.626 11211914 Marketing 130,221.89 130,500.00 7.75 11202130 Marketing 555,072.59 556,800.00 7.325 11224624 Additional 67,845.32 68,000.00 7.451 11121508 Additional 236,291.82 237,600.00 7.99 11163582 Marketing 140,694.78 145,000.00 7.875 11191154 Marketing 201,600.00 201,600.00 7.125 11172989 Additional 199,442.88 200,000.00 7.865 11223854 Marketing 220,504.88 221,000.00 7.5 11215567 Marketing 279,720.06 280,000.00 7.5 11190970 Marketing 73,600.00 73,600.00 6.425 11212838 Marketing 187,688.14 188,000.00 5.66 11192886 Additional 374,886.82 375,275.00 7.375 11218314 Marketing 192,945.74 193,500.00 6.25 11225008 Marketing 239,823.06 240,000.00 8.55 11177707 Marketing 112,351.98 114,400.00 6.25 11228302 Marketing 393,762.50 394,000.00 7.5 11221482 Marketing 327,750.00 327,750.00 6.875 11217552 Marketing 80,609.60 80,750.00 8.75 11212501 Marketing 265,491.31 265,500.00 6.65 11200418 Marketing 231,671.82 232,000.00 6.25 11185069 Additional 119,187.37 119,480.00 7.05 11174134 Marketing 207,594.64 207,600.00 5.325 11215313 Marketing 234,951.89 235,250.00 6.65 11214620 Marketing 63,856.60 64,000.00 7.5 11222524 Additional 407,037.49 408,000.00 7.24 11211567 Marketing 108,999.08 109,250.00 7.375 11175036 Marketing 187,518.77 188,000.00 6.825 11166719 Marketing 628,947.22 630,000.00 6.7 11190350 Additional 139,500.00 139,500.00 8.49 11190902 Marketing 275,223.45 276,000.00 4.75 11214352 Marketing 59,279.88 59,415.00 7.425 11194935 Marketing 174,309.83 174,560.00 7.25 11192798 Marketing 298,983.14 300,000.00 6.875 11216355 Marketing 337,412.97 338,400.00 6.15 11212177 Marketing 162,312.17 162,800.00 7.5 11205155 Marketing 303,683.91 304,500.00 6.75 11220774 Marketing 419,296.76 420,000.00 5.625 11163096 Marketing 180,231.31 180,500.00 7.115 11198425 Additional 275,040.82 276,000.00 6.75 11173532 Marketing 558,433.03 560,000.00 6.375 11163714 Marketing 180,390.03 180,975.00 8.25 11198548 Marketing 324,076.42 324,800.00 6.15 11208308 Marketing 239,920.00 239,920.00 6.115 11225453 Marketing 211,539.29 212,000.00 7.875 11202735 Marketing 264,457.56 265,000.00 7.95 11177200 Marketing 373,885.55 375,200.00 7.89 11149574 Marketing 286,897.17 286,900.00 7.415 11214447 Additional 76,400.00 76,400.00 6.8 11224981 Marketing 219,531.15 220,000.00 7.75 11197709 Marketing 424,976.99 426,000.00 7.15 11150931 Marketing 89,529.99 90,250.00 8.99 11228953 Additional 445,118.84 446,250.00 6.875 11210379 Marketing 288,800.00 288,800.00 5.875 11219546 Marketing 539,999.98 540,000.00 5.875 11210190 Marketing 255,919.59 256,500.00 7.45 11199767 Marketing 65,532.12 65,600.00 7.45 11211932 Additional 189,962.06 190,400.00 7.375 11225182 Marketing 254,202.38 255,000.00 6.875 11193634 Marketing 446,573.02 447,920.00 5.99 11208695 Marketing 611,542.16 612,000.00 8.5 11217296 Marketing 499,396.40 500,000.00 6.825 11186582 Marketing 167,573.59 168,000.00 8.325 11193196 Marketing 131,562.55 132,000.00 6.99 11202078 Marketing 211,450.56 212,000.00 6.775 11204417 Marketing 577,824.34 579,000.00 7.99 11219621 Marketing 275,714.51 276,000.00 7.375 11182236 Marketing 109,203.17 109,500.00 8 11186369 Marketing 121,127.50 121,500.00 7.385 11227309 Marketing 78,631.33 78,800.00 7.75 11206357 Marketing 193,364.66 193,600.00 6.8 11179757 Marketing 95,999.00 96,000.00 6.95 11216307 Marketing 619,999.67 620,000.00 5.5 11209401 Marketing 340,000.00 340,000.00 5.875 11210024 Marketing 197,759.30 198,000.00 6.8 11210789 Additional 248,620.00 248,620.00 5.25 11213980 Marketing 610,757.35 612,000.00 7.99 11210757 Marketing 171,522.50 171,900.00 7.6 11230794 Marketing 130,349.91 130,696.00 6.651 11204035 Additional 49,389.11 49,500.00 7.5 11209819 Marketing 211,436.32 212,000.00 6.63 11210590 Marketing 166,391.21 167,000.00 6.5 11221175 Marketing 297,500.00 297,500.00 5.85 11209861 Marketing 226,364.79 226,400.00 6.35 11190947 Marketing 258,223.88 259,000.00 7.5 11220461 Marketing 351,200.00 351,200.00 6.24 11216000 Marketing 100,539.45 100,800.00 6.775 11194958 Marketing 239,081.97 240,000.00 6.25 11223820 Marketing 471,441.42 472,500.00 7.5 11202922 Marketing 103,871.81 104,000.00 6.75 11219660 Additional 365,000.00 365,000.00 5.575 11220501 Marketing 93,356.87 93,600.00 6.75 11185524 Marketing 475,121.35 477,000.00 6.375 11211214 Marketing 175,356.81 175,750.00 8.45 11163247 Marketing 244,000.00 244,000.00 6.625 11226828 Marketing 446,165.97 446,500.00 8.5 11190642 Marketing 298,956.04 300,000.00 6.74 11219852 Marketing 195,749.91 196,000.00 6.625 11214764 Marketing 459,371.20 460,000.00 6.375 11201072 Marketing 446,382.50 448,000.00 6.55 11214821 Marketing 235,144.18 236,000.00 4.99 11210525 Marketing 132,000.00 132,000.00 7.45 11196870 Marketing 156,162.65 156,600.00 6.99 11211323 Marketing 149,525.67 150,000.00 5.725 11203623 Marketing 116,671.48 117,000.00 7.825 11200021 Marketing 271,135.05 272,000.00 7.2 11230881 Marketing 453,660.40 455,000.00 6.101 11217063 Marketing 175,432.84 175,750.00 8.6 11209343 Marketing 354,618.98 355,500.00 6.99 11190506 Marketing 159,603.46 160,000.00 6.99 11211765 Marketing 172,305.56 172,800.00 6.25 11229472 Marketing 99,780.39 99,920.00 6.3 11211870 Marketing 300,000.00 300,000.00 5.875 11225354 Additional 204,445.86 204,720.00 6.45 11228692 Marketing 267,251.39 267,600.00 6.55 11228369 Marketing 165,380.10 166,000.00 6.375 11198016 Marketing 143,514.20 143,960.00 5.99 11189651 Marketing 172,801.95 173,600.00 5.275 11210061 Marketing 83,771.84 85,000.00 5.5 11208955 Marketing 245,853.44 246,500.00 6.7 11199228 Marketing 212,255.01 212,500.00 6.99 11212686 Marketing 330,697.22 331,200.00 5.99 11217094 Marketing 581,441.88 581,600.00 6.49 11214569 Marketing 430,198.95 431,250.00 7.075 11205868 Marketing 950,000.00 950,000.00 6.5 11233175 Marketing 144,784.53 145,200.00 6.25 11179100 Marketing 339,183.51 340,000.00 7.15 11210818 Marketing 327,539.19 328,000.00 6.275 11202827 Marketing 201,974.01 202,500.00 6.75 11214697 Marketing 130,818.94 131,090.00 7.9 11176972 Marketing 119,529.89 120,000.00 6.125 11184111 Marketing 115,518.42 116,000.00 7.65 11216100 Marketing 72,095.71 72,250.00 7.74 11210639 Marketing 136,000.00 136,000.00 6.425 11210428 Marketing 243,425.52 244,000.00 7.25 11220085 Marketing 206,186.25 206,750.00 6.5 11198736 Marketing 136,800.00 136,800.00 6.375 11178338 Marketing 546,799.33 548,800.00 6.5 11226371 Marketing 150,121.90 150,400.00 8.45 11222181 Marketing 237,004.19 237,450.00 6.75 11232012 Marketing 219,320.34 219,920.00 6.5 11198592 Marketing 368,000.00 368,000.00 6.575 11193679 Marketing 224,826.68 225,000.00 8.4 11222398 Additional 313,202.25 313,500.00 7.675 11214427 Marketing 151,200.00 151,200.00 6.4 11192739 Marketing 355,509.65 356,250.00 7.875 11176865 Marketing 547,229.62 550,000.00 5.99 11225277 Marketing 238,999.46 239,000.00 5.45 11188891 Marketing 324,001.06 325,000.00 5.875 11200154 Marketing 431,200.00 431,200.00 6.75 11203661 Marketing 283,408.02 284,000.00 7.86 11205705 Marketing 165,250.61 165,600.00 7.8 11198797 Marketing 238,642.53 239,275.00 8.125 11166661 Marketing 44,895.62 45,000.00 7.325 11207511 Marketing 324,873.29 326,000.00 5.25 11228776 Marketing 254,434.03 255,200.00 6 11214571 Marketing 200,000.00 200,000.00 5.99 11205666 Marketing 145,311.70 145,750.00 5.99 11173048 Marketing 239,166.44 240,000.00 6.75 11195582 Marketing 138,721.23 139,200.00 6.8 11217093 Marketing 187,434.64 188,000.00 5.99 11203380 Marketing 219,099.02 220,000.00 6.75 11226602 Marketing 239,710.26 240,000.00 6.825 11183535 Marketing 510,000.00 510,000.00 6.575 11217710 Marketing 596,000.00 596,000.00 6.075 11210146 Marketing 304,761.62 305,000.00 8.35 11157603 Marketing 540,000.00 540,000.00 6.625 11223858 Marketing 342,000.00 342,000.00 5.5 11220363 Marketing 281,275.34 281,600.00 6.99 11195486 Marketing 260,170.01 261,000.00 7.2 11221749 Marketing 232,000.00 232,000.00 6.55 11227714 Marketing 143,567.79 144,000.00 6 11232820 Marketing 431,257.18 431,920.00 5.95 11191490 Marketing 55,115.28 55,300.00 6.95 11182257 Marketing 272,269.17 272,800.00 8.2 11200307 Additional 80,905.39 81,000.00 6.99 11212052 Marketing 191,763.32 192,000.00 6.75 11228798 Marketing 418,400.00 418,400.00 5.55 11171134 Marketing 647,513.69 650,000.00 6.25 11205325 Marketing 168,800.00 168,800.00 6.5 11216532 Marketing 392,000.00 392,000.00 5.6 11201248 Marketing 91,811.68 92,000.00 7.95 11206875 Marketing 235,260.76 236,000.00 5.775 11222460 Marketing 512,000.00 512,000.00 5.575 11204709 Marketing 160,241.85 160,550.00 9.675 11224196 Additional 255,332.71 256,000.00 6.875 11212094 Marketing 296,456.41 297,000.00 8.5 11230068 Marketing 495,999.89 496,000.00 5.575 11161762 Marketing 899,746.87 900,000.00 6.75 11231248 Additional 57,692.57 57,800.00 8.425 11196941 Marketing 81,600.00 81,600.00 6.025 11194822 Marketing 109,302.29 109,600.00 7.99 11191149 Marketing 235,358.19 235,900.00 7.375 11204359 Marketing 299,354.45 299,840.00 5.75 11193937 Marketing 359,639.61 360,000.00 8.5 11222542 Marketing 378,995.70 380,000.00 6.701 11194724 Marketing 461,102.29 462,000.00 6.15 11190777 Marketing 460,000.00 460,000.00 6.25 11218350 Marketing 209,426.28 210,000.00 6.49 11198209 Marketing 130,176.59 130,500.00 6.99 11223513 Marketing 511,388.97 511,900.00 7.5 11191355 Additional 114,465.63 114,750.00 6.99 11187047 Marketing 117,803.87 118,000.00 6.375 11195155 Marketing 138,050.90 138,400.00 6.9 11197594 Marketing 184,558.38 185,000.00 8.625 11203401 Marketing 115,698.11 116,000.00 6.74 11215579 Marketing 520,000.00 520,000.00 5.875 11222640 Marketing 159,584.40 160,000.00 6.75 11221958 Marketing 176,000.00 176,000.00 6.4 11224285 Additional 298,293.73 298,800.00 8.875 11176188 Marketing 291,305.67 292,000.00 7.2 11173268 Marketing 116,586.73 116,955.00 7.25 11199208 Marketing 217,786.87 218,500.00 7.125 11199281 Marketing 82,627.92 82,800.00 7.875 11200619 Marketing 462,358.75 464,000.00 5.125 11197913 Marketing 299,317.85 300,000.00 7.99 11213714 Marketing 244,000.00 244,000.00 6.525 11201828 Marketing 77,764.15 78,000.00 5.975 11217529 Marketing 127,656.01 128,000.00 6.575 11214373 Marketing 442,400.00 442,400.00 6.05 11229325 Marketing 376,000.00 376,000.00 5.75 11228426 Marketing 148,000.00 148,000.00 7.325 11225724 Marketing 91,015.20 91,200.00 8 11223331 Marketing 191,305.77 192,000.00 6.75 11179423 Marketing 279,552.63 280,000.00 5.8 11211993 Marketing 319,118.95 320,000.00 6.45 11173407 Marketing 302,069.21 303,000.00 7.375 11200570 Marketing 370,000.00 370,000.00 6.49 11203043 Marketing 60,509.72 60,640.00 7.71 11207275 Marketing 269,466.47 270,000.00 8.125 11193873 Marketing 534,000.00 534,000.00 7.1 11214886 Marketing 398,514.98 399,000.00 6.8 11210820 Marketing 227,434.94 228,000.00 6.99 11196213 Marketing 154,346.34 154,800.00 6.125 11220040 Marketing 215,694.45 216,000.00 6.25 11182098 Additional 68,828.98 69,000.00 6.99 11205596 Marketing 180,073.23 180,800.00 5.99 11200858 Marketing 74,811.58 75,000.00 8.375 11207167 Marketing 267,669.64 268,000.00 6.75 11204250 Additional 177,439.80 178,000.00 5.75 11218131 Marketing 219,507.12 220,000.00 7.5 11166955 Marketing 153,429.83 154,000.00 7.625 11212904 Marketing 119,920.00 119,920.00 6.99 11203529 Marketing 209,430.70 210,000.00 8 11207999 Marketing 348,238.77 349,200.00 6.95 11182004 Marketing 77,705.90 78,000.00 6.325 11200932 Marketing 377,464.35 378,000.00 6.25 11217246 Marketing 258,458.17 258,800.00 6.5 11189955 Marketing 598,727.77 600,000.00 7.775 11187013 Marketing 49,953.58 50,100.00 7.625 11198342 Marketing 195,279.44 196,000.00 6.951 11214278 Additional 431,413.50 432,000.00 6.4 11215623 Marketing 91,010.48 91,200.00 7.875 11218203 Marketing 59,857.34 60,000.00 7.2 11209339 Marketing 112,045.80 112,200.00 9.875 11210394 Marketing 89,792.73 90,000.00 8.8 11167827 Marketing 370,355.78 370,500.00 6.7 11203447 Marketing 354,870.38 357,500.00 6.1 11216048 Marketing 292,163.28 292,500.00 6.995 11216325 Marketing 238,400.00 238,400.00 6.96 11220797 Marketing 249,439.89 250,000.00 7.5 11180420 Marketing 112,778.11 112,965.00 8.99 11209253 Marketing 172,634.99 173,000.00 7.8 11168102 Marketing 328,000.00 328,000.00 6.575 11166200 Marketing 107,506.53 108,000.00 6.5 11172092 Marketing 437,680.94 440,000.00 5.75 11193730 Marketing 150,384.23 150,660.00 8.5 11206036 Marketing 115,632.71 115,920.00 6.99 11201363 Marketing 229,700.00 230,000.00 7.825 11206432 Marketing 123,685.69 124,000.00 6.875 11221375 Marketing 391,248.76 392,000.00 8.275 11209246 Marketing 268,000.00 268,000.00 6.99 11201108 Marketing 181,324.33 181,600.00 5.99 11199069 Marketing 89,723.51 90,000.00 7.375 11204768 Marketing 268,318.13 269,000.00 6.875 11216584 Marketing 118,580.63 119,000.00 6.675 11212631 Marketing 51,906.17 52,000.00 8.57 11232612 Additional 599,600.00 599,600.00 5.99 11189380 Marketing 122,499.71 122,550.00 6.975 11206062 Additional 315,915.05 316,800.00 6.375 11186842 Marketing 229,241.30 230,000.00 5.5 11213283 Marketing 71,310.16 71,500.00 7.35 11210429 Marketing 220,270.99 221,000.00 5.5 11212066 Marketing 274,285.70 275,000.00 6.75 11180157 Marketing 117,525.70 118,000.00 5.99 11201551 Marketing 64,293.84 64,395.00 9.24 11229491 Marketing 349,105.47 349,600.00 6.25 11176429 Marketing 46,830.15 47,000.00 8.5 11201224 Marketing 205,047.46 205,600.00 6.575 11169653 Marketing 366,467.51 367,920.00 7.25 11183098 Marketing 209,469.70 210,000.00 8.35 11187593 Marketing 209,679.59 210,000.00 6.25 11202980 Marketing 389,083.47 389,600.00 7.525 11186952 Marketing 291,203.79 292,000.00 6.5 11191964 Marketing 122,019.74 122,320.00 5.275 11198326 Marketing 312,000.00 312,000.00 6.95 11205160 Marketing 63,043.30 63,200.00 8.44 11205471 Marketing 274,285.48 275,500.00 5.5 11211955 Marketing 192,723.68 193,500.00 6 11162584 Marketing 123,748.23 124,000.00 7.99 11212499 Marketing 474,785.00 474,785.00 6.8 11198033 Marketing 145,296.71 145,520.00 5.95 11224270 Marketing 254,566.20 255,000.00 7.625 11215968 Marketing 169,360.08 169,600.00 6.25 11212502 Marketing 418,976.36 420,000.00 7.075 11210466 Marketing 50,855.60 51,000.00 7.3 11202168 Marketing 203,745.02 204,000.00 6.7 11219028 Marketing 184,285.38 184,800.00 6.451 11198993 Marketing 84,972.72 85,500.00 7.675 11213153 Marketing 480,000.00 480,000.00 6.125 11179400 Marketing 207,163.91 208,000.00 5.99 11210562 Marketing 287,563.97 288,000.00 6 11201620 Marketing 306,000.00 306,000.00 6.075 11203820 Marketing 117,210.42 117,300.00 8.43 11219892 Marketing 307,160.16 308,000.00 6.5 11202243 Marketing 399,103.84 400,000.00 7.5 11193105 Marketing 114,024.50 114,400.00 6.5 11204662 Marketing 70,163.72 70,400.00 6.925 11187920 Marketing 424,168.55 425,000.00 6.125 11213645 Marketing 380,000.00 380,000.00 6.99 11224239 Marketing 371,124.13 372,000.00 7.25 11211639 Marketing 39,923.91 40,000.00 8.375 11232655 Marketing 92,157.63 92,400.00 6.7 11198147 Marketing 326,604.62 328,000.00 5.69 11216983 Marketing 181,591.81 182,000.00 7.5 11211056 Marketing 358,926.84 360,000.00 7.526 11217775 Marketing 399,008.69 400,000.00 6.99 11206779 Marketing 179,511.06 180,000.00 7.99 11201805 Marketing 175,200.60 175,500.00 6.625 11208698 Marketing 247,200.00 247,200.00 6.65 11201225 Marketing 79,606.92 79,920.00 6.125 11199983 Marketing 241,507.75 242,400.00 6.45 11142827 Additional 279,147.52 280,000.00 5.925 11179741 Marketing 164,611.53 165,000.00 7.25 11222607 Marketing 119,229.57 119,700.00 6.55 11186973 Marketing 80,811.54 81,000.00 8.75 11172170 Marketing 293,496.90 294,500.00 6.85 11213913 Additional 199,598.80 200,000.00 8.05 11220862 Marketing 283,708.30 284,000.00 7.4 11208204 Marketing 291,203.79 292,000.00 6.5 11210471 Marketing 285,609.06 286,000.00 6.375 11213870 Marketing 173,115.07 173,600.00 6.375 11216669 Marketing 199,814.09 200,000.00 7.75 11209936 Marketing 343,975.85 344,850.00 6.875 11175895 Marketing 123,193.93 123,500.00 6.99 11186260 Marketing 738,229.87 740,000.00 4.25 11197564 Marketing 211,062.68 211,500.00 7.9 11211590 Marketing 99,816.97 100,000.00 8.5 11193373 Marketing 495,900.00 495,900.00 6.99 11165579 Additional 217,592.20 218,500.00 6.99 11200698 Additional 145,199.40 145,200.00 6.4 11193132 Marketing 356,115.26 357,000.00 6.99 11229460 Additional 373,991.67 375,000.00 7.275 11203025 Marketing 363,400.08 364,000.00 6.75 11222018 Additional 139,827.43 140,000.00 6.75 11226892 Marketing 108,680.73 108,880.00 8.5 11205645 Marketing 49,382.30 49,500.00 7.2 11195320 Marketing 390,459.09 391,000.00 7.375 11206389 Marketing 224,470.24 225,000.00 7.25 11206900 Marketing 78,189.32 78,400.00 6.575 11197587 Marketing 272,462.20 273,000.00 8.375 11158318 Marketing 270,460.70 271,360.00 6.99 11190118 Additional 577,560.00 577,560.00 4.99 11207804 Marketing 218,781.54 220,000.00 7.575 11214023 Marketing 80,514.57 82,000.00 7.725 11222155 Marketing 91,799.01 92,000.00 7.65 11225336 Marketing 139,808.63 140,000.00 6.375 11223413 Marketing 295,072.81 296,000.00 5.775 11195476 Marketing 64,244.56 64,750.00 6.16 11210360 Marketing 152,035.02 152,363.00 7.7 11201113 Marketing 165,987.59 166,400.00 6.99 11210889 Marketing 398,878.10 400,000.00 6.375 11191125 Marketing 102,307.52 102,600.00 7.75 11188240 Marketing 95,743.26 96,000.00 6.6 11227927 Marketing 129,659.02 130,000.00 6.7 11139377 Marketing 143,750.20 144,000.00 7.375 11208224 Marketing 213,328.35 214,000.00 6.74 11191335 Additional 363,979.83 364,000.00 5.375 11209046 Marketing 147,693.43 148,200.00 7.125 11200272 Marketing 383,002.55 384,000.00 6.75 11190681 Marketing 254,070.40 255,000.00 6.5 11207197 Marketing 155,438.24 156,000.00 6.6 11202436 Marketing 408,000.00 408,000.00 5.7 11207564 Marketing 215,411.01 216,000.00 6.5 11221717 Marketing 591,249.78 592,000.00 6.65 11165776 Marketing 252,840.07 253,600.00 7.5 11202748 Marketing 259,999.90 260,000.00 6.375 11226886 Marketing 150,436.07 150,800.00 7.125 11194353 Marketing 66,258.00 66,400.00 8.375 11216093 Additional 290,134.91 292,800.00 6.49 11208940 Marketing 360,000.00 360,000.00 6.75 11192129 Marketing 154,655.71 155,200.00 6.7 11200504 Marketing 98,446.31 98,600.00 6.95 11165076 Marketing 637,410.43 640,000.00 7.125 11225921 Marketing 320,800.00 320,800.00 6.15 11149373 Marketing 105,957.93 106,400.00 6.99 11221680 Marketing 534,652.33 536,150.00 6.375 11203558 Marketing 274,961.25 275,200.00 7.99 11193119 Marketing 103,857.14 104,000.00 7.4 11205430 Additional 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Marketing 464,639.21 465,000.00 8.375 11184127 Marketing 189,529.89 190,000.00 8.45 11188670 Marketing 194,232.00 194,232.00 6.025 11199955 Marketing 276,000.00 276,000.00 6.7 11202496 Marketing 200,000.00 200,000.00 5.5 11225167 Marketing 126,242.02 126,400.00 6.7 11205916 Marketing 104,109.77 104,400.00 7.875 11203022 Marketing 384,800.00 384,800.00 5.75 11210756 Marketing 357,879.22 358,200.00 7.89 11195676 Marketing 258,598.71 259,200.00 7.325 11216752 Marketing 183,497.29 184,000.00 6.49 11205443 Marketing 159,588.44 160,000.00 6.8 11215826 Marketing 157,920.03 158,400.00 5.95 11212157 Marketing 410,733.65 412,000.00 5.875 11199381 Marketing 287,491.41 288,000.00 6.5 11221107 Marketing 436,620.87 437,000.00 7.99 11194753 Marketing 244,236.14 245,000.00 7.3 11209373 Marketing 276,244.69 277,000.00 6.5 11208823 Marketing 284,744.42 285,000.00 7.875 11204897 Marketing 80,577.92 80,750.00 7.75 11227912 Marketing 91,783.45 91,999.00 7.275 11200465 Marketing 110,140.08 110,400.00 7.25 11208347 Marketing 292,113.66 292,500.00 6.5 11198000 Marketing 137,318.33 137,600.00 7.95 11218379 Marketing 295,700.27 296,000.00 7.45 11212797 Marketing 338,979.51 340,000.00 6 11216868 Marketing 94,439.88 94,500.00 9.05 11222247 Marketing 284,428.30 285,000.00 8.05 11195707 Marketing 163,374.54 163,800.00 6.75 11194774 Marketing 599,367.46 601,000.00 7.99 11203906 Marketing 158,594.99 159,000.00 6.85 11228988 Marketing 618,301.23 620,000.00 6.475 11220287 Marketing 199,761.89 200,000.00 6.875 11182087 Marketing 294,867.78 296,000.00 6.25 11203518 Marketing 195,000.00 195,000.00 7.425 11181400 Marketing 149,793.95 150,000.00 7.4 11196016 Marketing 270,323.08 271,000.00 6.95 11222860 Additional 251,643.55 252,000.00 6.25 11203132 Marketing 287,318.54 288,000.00 7.225 11184422 Marketing 359,246.01 360,000.00 5.875 11203686 Marketing 232,598.75 233,600.00 5.65 11228029 Marketing 109,995.18 110,000.00 6.275 11178566 Marketing 135,948.75 136,365.00 7.725 11230808 Marketing 185,528.52 186,000.00 6.875 11226074 Marketing 260,669.65 261,200.00 7.99 11167776 Marketing 161,996.98 162,000.00 7.4 11210762 Marketing 77,392.43 77,600.00 6.599 11212822 Marketing 176,864.47 177,115.00 6.25 11217405 Marketing 190,782.21 191,200.00 7.625 11199006 Marketing 319,309.75 320,000.00 5.125 11205913 Marketing 377,860.27 379,000.00 5.99 11208228 Marketing 690,095.48 692,000.00 7.125 11208464 Marketing 335,524.73 336,000.00 6.25 11202701 Marketing 39,533.86 40,000.00 6.75 11198159 Marketing 374,313.62 375,000.00 8.5 11196513 Marketing 244,000.00 244,000.00 6.85 11198704 Marketing 253,780.11 254,400.00 8.525 11219663 Marketing 95,414.83 95,640.00 7.25 11192693 Marketing 335,129.00 336,000.00 7.5 11225145 Marketing 183,500.70 184,000.00 6.525 11206371 Additional 180,343.56 180,500.00 8.99 11202924 Marketing 233,368.10 234,000.00 6.55 11221097 Additional 391,548.10 392,000.00 6.99 11207892 Marketing 216,000.00 216,000.00 6.49 11233599 Marketing 210,932.36 211,200.00 6.65 11195446 Marketing 420,000.00 420,000.00 6 11174851 Marketing 278,476.13 279,000.00 8.375 11210335 Marketing 226,173.98 226,400.00 7.5 11191983 Marketing 164,000.00 164,000.00 6.45 11233863 Marketing 239,631.70 240,000.00 5.95 11196452 Marketing 372,000.00 372,000.00 5.75 11182768 Marketing 390,465.15 391,500.00 8.125 11180032 Marketing 432,824.19 433,500.00 6.95 11229492 Marketing 143,660.28 144,000.00 7.24 11159251 Marketing 311,968.77 313,300.00 6.875 11220967 Marketing 99,660.46 99,920.00 6.75 11188608 Marketing 83,293.75 84,000.00 7.725 11220963 Marketing 630,000.00 630,000.00 5.99 11217743 Additional 297,000.00 297,000.00 5.875 11205304 Marketing 179,675.74 179,920.00 6.4 11230940 Marketing 403,477.31 404,000.00 6.575 11203242 Marketing 276,000.00 276,000.00 5.95 11208560 Marketing 375,100.00 375,200.00 6.3 11200940 Marketing 207,872.72 208,250.00 8.55 11216542 Marketing 139,418.96 139,650.00 8.99 11188514 Marketing 837,653.55 840,000.00 6.375 11225207 Additional 207,754.09 208,000.00 6.9 11151900 Marketing 73,322.30 73,600.00 7.5 11209720 Marketing 146,780.46 147,000.00 6.05 11188591 Additional 108,530.78 108,800.00 8.45 11215342 Marketing 246,441.09 247,000.00 7.45 11217739 Additional 452,800.00 452,800.00 5.9 11188049 Marketing 191,455.42 192,000.00 7.775 11212063 Marketing 437,000.00 437,000.00 6.5 11201839 Marketing 388,013.06 388,350.00 7.99 11221104 Marketing 455,314.28 456,000.00 6.025 11184264 Marketing 252,000.00 252,000.00 5.45 11195212 Marketing 48,744.07 48,870.00 8.25 11175834 Marketing 55,570.96 55,750.00 7.15 11203865 Marketing 215,200.00 215,200.00 5.99 11208343 Marketing 204,786.13 204,800.00 6.95 11197017 Marketing 274,692.58 275,000.00 7.1 11168849 Marketing 84,501.80 84,600.00 7.99 11179285 Marketing 49,861.21 50,400.00 9 11189257 Marketing 62,807.43 63,000.00 7.4 11189336 Marketing 136,000.00 136,000.00 7.695 11225176 Marketing 276,269.30 276,500.00 8.125 11220010 Marketing 230,537.98 231,200.00 6.25 11195688 Marketing 547,549.46 548,000.00 8.176 11204648 Additional 238,340.56 239,200.00 6.575 11164175 Marketing 359,993.99 360,000.00 5.99 11228337 Marketing 207,200.00 207,200.00 6.325 11191117 Marketing 259,651.82 260,000.00 6.45 11219303 Marketing 99,365.49 99,600.00 7.25 11216025 Marketing 191,732.10 192,000.00 6.3 11194102 Additional 174,448.96 175,000.00 7.25 11222749 Marketing 400,000.00 400,000.00 6.325 11209501 Marketing 289,333.92 290,000.00 7.375 11201083 Marketing 116,400.00 116,400.00 6.875 11225276 Additional 317,211.89 318,000.00 6.99 11194782 Marketing 167,673.09 168,000.00 8.2 11205835 Additional 197,600.00 197,600.00 6.25 11186216 Marketing 259,579.70 260,000.00 6.15 11155595 Marketing 454,416.26 456,000.00 6.75 11224580 Marketing 179,873.77 181,500.00 5.375 11232762 Additional 201,395.85 201,600.00 7.45 11178570 Marketing 58,371.88 58,500.00 9.25 11171068 Marketing 103,708.67 104,000.00 8.95 11187639 Marketing 359,107.82 360,000.00 6.99 11217253 Marketing 200,959.50 201,600.00 5.7 11220350 Marketing 315,508.06 316,350.00 6.625 11210695 Marketing 209,702.96 210,000.00 6.25 11169346 Marketing 127,140.06 127,500.00 7.99 11221321 Marketing 87,338.30 87,600.00 6.025 11165169 Marketing 272,853.95 273,600.00 6.5 11192884 Marketing 68,475.02 69,550.00 7.375 11198323 Additional 359,364.30 360,000.00 6.5 11208953 Marketing 283,262.30 284,000.00 6.75 11203247 Additional 147,615.55 148,000.00 6.75 11199928 Marketing 369,223.29 370,000.00 7.825 11203215 Marketing 119,017.63 120,000.00 8.74 11169420 Marketing 345,606.07 346,018.00 6.875 11211787 Marketing 167,754.13 168,000.00 6.125 11193008 Marketing 148,000.00 148,000.00 6.5 11213582 Marketing 635,243.86 636,030.00 6.74 11204387 Marketing 144,800.00 144,800.00 7.45 11226253 Marketing 229,727.52 229,900.00 8.49 11199492 Marketing 256,271.63 256,500.00 7.9 11210849 Marketing 211,581.16 212,000.00 8.125 11220033 Marketing 186,497.70 186,900.00 7.7 11189558 Marketing 64,975.30 66,000.00 9.45 11205427 Marketing 233,162.98 233,750.00 7.75 11224163 Marketing 313,931.37 315,000.00 5.35 11202950 Marketing 408,000.00 408,000.00 7.28 11227537 Marketing 291,645.04 292,000.00 6.8 11160441 Additional 518,441.79 520,000.00 7.5 11212198 Marketing 161,166.56 161,600.00 6.585 11203136 Marketing 108,755.81 109,000.00 7.5 11186143 Marketing 68,781.66 69,000.00 7.225 11225342 Marketing 269,315.60 270,000.00 6.875 11223524 Marketing 100,050.39 100,320.00 6.575 11227472 Marketing 359,507.88 360,000.00 6.375 11213719 Marketing 620,923.93 622,250.00 7.75 11217975 Marketing 268,641.76 268,800.00 5.99 11193661 Marketing 212,499.99 212,500.00 7.325 11156412 Marketing 99,692.79 100,000.00 8.5 11203656 Marketing 175,513.94 175,950.00 6.99 11186533 Additional 66,859.46 67,000.00 9.25 11201106 Marketing 268,821.29 269,600.00 6.201 11220619 Marketing 189,827.43 190,400.00 5.99 11199718 Marketing 83,782.07 84,000.00 7.5 11201923 Marketing 456,000.00 456,000.00 7.5 11178516 Marketing 399,258.73 400,000.00 7.14 11207107 Marketing 160,000.00 160,000.00 6.25 11159265 Marketing 165,210.00 165,210.00 6.025 11212297 Additional 205,489.46 206,000.00 6.99 11198056 Marketing 387,246.27 388,000.00 6.151 11221547 Marketing 224,339.64 225,000.00 7.25 11223289 Marketing 267,607.79 268,000.00 6.125 11178316 Marketing 199,406.64 200,000.00 7.55 11229116 Additional 348,764.06 349,575.00 7.325 11194224 Marketing 359,063.08 360,000.00 6.74 11207508 Marketing 258,229.99 259,000.00 6.05 11210054 Marketing 129,859.40 130,500.00 8.25 11160331 Marketing 232,000.00 232,000.00 6.99 11193671 Marketing 73,904.14 74,100.00 8.125 11213471 Marketing 101,348.87 101,520.00 5.6 11208884 Marketing 148,378.76 148,500.00 8.2 11181979 Marketing 160,462.36 161,000.00 9 11225121 Additional 439,311.01 440,000.00 5.875 11217409 Marketing 260,000.00 260,000.00 5.75 11197905 Marketing 158,853.79 160,000.00 6.75 11195982 Marketing 255,600.00 255,600.00 7.15 11189961 Marketing 255,564.95 256,500.00 6.5 11218930 Marketing 207,533.99 208,000.00 7.5 11214756 Marketing 410,865.66 412,000.00 6.45 11195847 Marketing 367,588.63 368,000.00 7.1 11211675 Marketing 293,108.41 293,600.00 5.625 11201029 Marketing 100,716.34 100,960.00 7.125 11206637 Additional 237,978.84 238,500.00 7.625 11231562 Marketing 712,749.72 715,000.00 5.75 11177909 Marketing 502,163.02 504,000.00 6.501 11168747 Marketing 86,831.29 87,200.00 6.9 11193363 Additional 370,687.01 371,200.00 6.375 11212306 Marketing 146,774.81 147,160.00 6.625 11177593 Marketing 567,431.35 568,000.00 7.49 11215634 Marketing 197,605.95 198,000.00 8.25 11178387 Marketing 203,232.17 203,920.00 6.9 11211942 Additional 199,769.43 200,000.00 6.99 11217209 Marketing 306,906.75 308,550.00 8.5 11158111 Marketing 223,103.41 223,920.00 7.65 11175086 Marketing 341,174.11 342,000.00 7.125 11227745 Additional 128,055.23 128,392.00 6.7 11220841 Marketing 198,119.34 198,400.00 6.25 11171249 Marketing 219,998.24 220,000.00 6.375 11208376 Marketing 168,421.84 168,800.00 7.5 11192074 Marketing 193,645.65 194,400.00 6.175 11222945 Marketing 231,960.00 231,960.00 6.75 11112558 Marketing 656,955.75 660,000.00 6.5 11221399 Marketing 161,558.27 162,000.00 6.5 11174707 Marketing 527,243.40 529,600.00 5.45 11230546 Marketing 360,846.39 361,800.00 6.675 11209987 Marketing 378,943.63 380,000.00 6.4 11205074 Marketing 424,967.71 425,000.00 7.25 11216277 Marketing 237,978.84 238,500.00 7.625 11203926 Additional 249,698.62 250,000.00 6.83 11221943 Marketing 259,355.65 260,000.00 6.99 11213926 Marketing 405,960.00 408,000.00 6 11188723 Marketing 137,497.66 137,750.00 9.925 11208297 Marketing 648,002.13 650,000.00 5.875 11204848 Marketing 125,545.04 126,000.00 7.7 11184424 Marketing 687,200.00 687,200.00 7.125 11164712 Marketing 189,064.59 189,500.00 7.375 11181039 Marketing 146,247.48 146,880.00 5.625 11226776 Marketing 153,373.43 153,750.00 7.05 11190011 Marketing 58,723.20 59,200.00 6.125 11209493 Marketing 161,598.22 162,000.00 6.99 11213034 Marketing 131,727.22 132,000.00 7.99 11195855 Marketing 76,299.84 76,500.00 8.175 11222000 Marketing 340,745.31 341,700.00 6.375 11210168 Marketing 342,000.00 342,000.00 7.625 11206462 Marketing 300,669.90 301,500.00 6.45 11212271 Marketing 311,663.60 315,000.00 5.75 11179444 Marketing 71,575.24 71,920.00 6.25 11193148 Marketing 787,114.46 790,000.00 6.49 11213987 Marketing 267,437.43 268,000.00 7.825 11190703 Marketing 159,659.02 160,000.00 7.75 11211243 Marketing 112,517.07 112,800.00 5.5 11200216 Marketing 298,767.55 300,000.00 5.875 11193361 Marketing 331,050.04 332,000.00 6.25 11217489 Additional 134,910.87 135,000.00 8.925 11213370 Marketing 65,543.01 65,700.00 7.175 11216029 Marketing 341,563.60 342,000.00 6.625 11215461 Marketing 95,697.75 96,000.00 6.175 11191569 Marketing 119,811.76 120,000.00 6.65 11215050 Marketing 155,594.79 156,000.00 6.75 11203573 Marketing 144,000.00 144,000.00 6.7 11174209 Marketing 121,243.58 121,600.00 7.99 11215414 Marketing 463,821.29 465,000.00 6.875 11207945 Marketing 256,163.58 256,800.00 6.99 11186342 Marketing 132,423.01 132,752.00 6.99 11194786 Additional 66,448.99 66,600.00 8.875 11180648 Marketing 126,757.99 127,120.00 6.275 11213744 Marketing 269,075.16 269,500.00 5.85 11173816 Marketing 179,491.99 180,000.00 7.8 11215696 Marketing 223,683.14 224,000.00 6.25 11199363 Marketing 508,000.00 508,000.00 7.45 11192628 Marketing 185,500.50 185,965.00 6.95 11198639 Marketing 215,698.83 216,000.00 7.8 11181153 Marketing 592,672.40 594,150.00 8.425 11175138 Marketing 50,902.63 51,000.00 9.7 11204752 Marketing 223,272.10 224,000.00 5.58 11214787 Marketing 69,497.29 70,000.00 6 11203664 Marketing 211,387.55 212,000.00 6.2 11215224 Marketing 161,732.00 162,000.00 8.99 11202503 Marketing 197,365.39 198,000.00 7.16 11166010 Marketing 97,276.54 97,600.00 6.99 11198017 Marketing 54,599.84 54,750.00 6.47 11160565 Marketing 116,000.00 116,000.00 6.625 11214336 Marketing 441,500.00 441,600.00 5.75 11178725 Marketing 95,666.61 96,000.00 6.75 11229641 Marketing 279,927.67 280,000.00 6.2 11211320 Marketing 330,400.00 330,400.00 5.95 11165065 Marketing 265,549.84 270,000.00 7.675 11217010 Marketing 115,833.67 116,000.00 6.2 11191304 Marketing 248,000.00 248,000.00 5.99 11151453 Marketing 114,504.99 115,000.00 7.425 11203857 Marketing 148,000.00 148,000.00 7.05 11178111 Marketing 408,714.49 410,000.00 8.4 11179566 Marketing 520,000.00 520,000.00 5.99 11234538 Additional 311,679.52 312,000.00 6.99 11222521 Marketing 496,000.00 496,000.00 5.75 11168774 Marketing 158,308.00 158,950.00 7.45 11203630 Marketing 181,120.98 183,000.00 6.125 11156549 Marketing 599,840.62 600,000.00 6.375 11164416 Marketing 284,475.00 284,750.00 5.55 11197132 Marketing 247,124.19 247,920.00 5.875 11207094 Marketing 95,057.90 96,000.00 7.25 11117371 Marketing 518,701.12 520,000.00 6.95 11204299 Marketing 817,100.75 820,000.00 6.99 11192724 Marketing 46,700.55 46,750.00 11.125 11162384 Marketing 52,116.69 52,250.00 9.4 11221645 Marketing 158,915.60 159,276.00 7.45 11204262 Marketing 102,400.00 102,400.00 6.6 11213509 Marketing 375,756.40 377,000.00 5.5 11202328 Marketing 170,490.11 171,000.00 7.525 11205340 Marketing 101,932.18 102,000.00 8.99 11228181 Marketing 76,439.87 76,640.00 6.775 11194622 Marketing 93,880.45 94,300.00 6.875 11214321 Marketing 386,004.53 387,000.00 6.8 11201296 Marketing 346,092.24 346,750.00 8.325 11180491 Marketing 157,668.46 158,400.00 5.25 11227649 Marketing 408,627.32 409,500.00 7.75 11216944 Marketing 339,946.67 340,000.00 7.7 11220234 Marketing 79,775.44 80,000.00 6.35 11210692 Marketing 107,886.69 108,000.00 7.325 11215474 Marketing 134,689.94 135,000.00 7.375 11157378 Marketing 103,663.80 104,000.00 8.25 11220252 Marketing 255,864.31 256,500.00 6.99 11183688 Marketing 185,797.18 186,200.00 7.675 11200711 Marketing 374,949.69 376,000.00 6.375 11208690 Marketing 480,000.00 480,000.00 6.2 11201354 Marketing 113,798.82 114,300.00 6.99 11197973 Marketing 62,602.24 62,800.00 7.25 11207560 Marketing 81,338.06 81,500.00 6.375 11201577 Marketing 102,398.90 102,600.00 9.575 11174696 Marketing 193,711.96 194,400.00 7.8 11207029 Marketing 311,169.62 312,000.00 6.625 11219533 Marketing 224,409.83 225,000.00 6.7 11222296 Marketing 375,513.66 376,000.00 6.576 11232327 Marketing 163,468.00 163,468.00 6.5 11195426 Marketing 285,559.03 286,400.00 6.175 11196625 Marketing 267,127.04 267,750.00 8.75 11202144 Marketing 63,598.60 63,750.00 7.5 11203541 Marketing 360,230.66 361,200.00 8.05 11222461 Marketing 406,995.77 408,000.00 7.025 11217619 Marketing 179,670.56 180,000.00 8.5 11218825 Marketing 106,187.80 106,400.00 8.125 11232366 Marketing 382,500.00 382,500.00 6.5 11217637 Marketing 123,697.78 124,000.00 7.075 11206883 Marketing 198,000.00 198,000.00 7.2 11208337 Marketing 184,295.21 184,500.00 7.125 11212022 Marketing 28,526.04 28,800.00 10.875 11192178 Marketing 141,506.50 141,750.00 6.6 11208742 Marketing 208,000.00 208,000.00 5.875 11177009 Marketing 149,558.18 150,000.00 8.4 11211968 Marketing 187,000.00 187,000.00 6.375 11213393 Marketing 60,586.99 60,800.00 5.875 11214141 Marketing 219,482.02 220,000.00 7.25 11214644 Marketing 156,581.21 156,800.00 6.3 11213644 Additional 240,261.16 240,750.00 7.99 11196437 Marketing 670,000.00 670,000.00 5.725 11217836 Additional 636,500.00 636,500.00 8.5 11197831 Marketing 750,000.00 750,000.00 5.625 11059190 Marketing 298,404.98 301,000.00 6.875 11216709 Marketing 328,000.00 328,000.00 6.975 11223101 Marketing 156,838.51 157,196.00 7.425 11175166 Marketing 103,017.13 103,300.00 7.95 11219213 Marketing 444,410.62 445,000.00 6.49 11220182 Marketing 55,929.02 56,000.00 6.65 11205819 Marketing 104,480.15 104,800.00 6.59 11209835 Marketing 439,696.78 441,000.00 6.085 11214033 Marketing 285,300.00 285,300.00 6.725 11194925 Marketing 756,800.00 756,800.00 5.5 11196990 Marketing 151,137.87 151,300.00 7.25 11176855 Marketing 168,000.00 168,000.00 6.25 11222450 Marketing 349,012.86 350,000.00 6.325 11213457 Marketing 138,661.54 139,085.00 5.925 11175405 Marketing 144,554.54 145,000.00 8.5 11214345 Marketing 267,465.05 268,000.00 5.75 11210616 Marketing 395,250.00 395,250.00 7.05 11213780 Marketing 39,550.33 40,000.00 8.475 11210618 Marketing 173,735.85 174,000.00 5.99 11191208 Marketing 135,625.54 136,000.00 6.45 11199279 Marketing 169,477.49 170,000.00 5.875 11207126 Marketing 323,366.04 325,000.00 6 11210667 Marketing 72,810.38 73,000.00 6.75 11184760 Marketing 175,254.01 175,750.00 7.8 11203718 Marketing 301,196.23 301,600.00 6.451 11222242 Additional 159,707.16 160,000.00 8.5 11211111 Additional 235,678.70 236,000.00 6.39 11226752 Marketing 139,532.38 140,005.00 6.05 11201863 Marketing 243,348.87 244,000.00 6.7 11230108 Marketing 203,764.82 204,000.00 6.99 11216314 Marketing 398,734.60 399,200.00 6.95 11205652 Marketing 267,196.96 268,000.00 7.5 11168761 Additional 171,760.69 171,900.00 9.225 11217884 Marketing 476,969.96 476,970.00 5.95 11193842 Marketing 340,783.02 342,000.00 6.625 11213271 Marketing 100,209.41 100,300.00 7.85 11231418 Marketing 75,825.45 76,000.00 7.375 11186921 Marketing 316,699.91 317,600.00 6.3 11157449 Marketing 59,841.40 60,000.00 8.125 11216731 Marketing 323,589.41 324,000.00 6.65 11198160 Marketing 147,554.95 148,000.00 5.99 11231334 Marketing 248,540.06 248,792.00 7.45 11220169 Marketing 304,531.97 305,000.00 5.95 11197761 Marketing 98,041.30 98,400.00 6.5 11183250 Marketing 134,595.46 135,000.00 7.5 11193669 Marketing 184,000.00 184,000.00 6.5 11217245 Marketing 344,614.35 345,000.00 7.1 11196824 Marketing 365,750.00 365,750.00 7.25 11107986 Marketing 136,437.06 137,200.00 7.25 11197130 Marketing 557,742.57 560,000.00 5.975 11196827 Marketing 235,267.70 236,000.00 5.825 11210686 Marketing 137,267.92 137,600.00 7.125 11188227 Marketing 82,328.36 84,000.00 6.75 11217705 Additional 64,980.56 65,075.00 9.8 11207028 Marketing 132,306.49 133,000.00 6.375 11216592 Additional 118,400.00 118,400.00 5.99 11230682 Marketing 439,487.03 439,920.00 7.55 11216688 Marketing 326,364.86 327,000.00 8.926 11223129 Marketing 93,723.68 93,900.00 8.375 11183964 Marketing 387,942.18 390,150.00 6.87 11179503 Marketing 418,468.86 420,000.00 6.5 11210520 Marketing 335,540.70 336,000.00 6.375 11175424 Additional 336,000.00 336,000.00 5.99 11203076 Marketing 268,000.00 268,000.00 6.2 11213680 Marketing 360,783.32 362,000.00 5.4 11200070 Marketing 425,000.00 425,000.00 6.425 11211894 Marketing 244,423.16 245,000.00 7.25 11222370 Marketing 76,817.13 77,000.00 8.65 11212725 Additional 59,889.60 60,000.00 8.475 11175513 Marketing 219,113.24 220,000.00 5.99 11211882 Marketing 162,443.61 163,000.00 6.375 11196499 Marketing 225,000.00 225,000.00 6.725 11218680 Marketing 108,889.77 109,600.00 6.125 11198051 Marketing 427,042.26 428,000.00 5.625 11155169 Marketing 49,215.24 49,457.00 6.5 11205171 Marketing 231,757.15 232,400.00 7.9 11215854 Marketing 307,533.70 308,000.00 6 11221632 Marketing 113,340.38 113,600.00 7.4 11179610 Marketing 332,541.78 333,115.00 8.8 11178481 Marketing 591,358.75 592,500.00 8.25 11210080 Marketing 53,912.24 54,000.00 9.075 11212516 Marketing 91,796.79 91,920.00 6.45 11218672 Marketing 224,722.68 225,000.00 6.75 11218185 Marketing 224,000.00 224,000.00 6.875 11221929 Marketing 78,203.23 78,400.00 6.926 11218113 Marketing 519,327.23 520,000.00 6.575 11209944 Marketing 83,678.70 84,000.00 6.25 11210261 Marketing 66,063.71 66,240.00 6.625 11189694 Marketing 206,426.23 207,200.00 6.375 11204923 Marketing 212,000.00 212,000.00 7.05 11207260 Marketing 549,009.39 550,000.00 6.5 11192800 Additional 88,535.99 88,800.00 6.05 11211355 Marketing 506,229.63 506,250.00 6.85 11207189 Additional 420,000.00 420,000.00 5.25 11220080 Marketing 203,524.44 204,000.00 7.3 11217338 Marketing 172,000.00 172,000.00 6.125 11214386 Marketing 94,684.78 94,950.00 6.375 11163598 Additional 350,065.17 351,920.00 5.75 11230553 Marketing 67,879.93 68,000.00 8.675 11217776 Marketing 279,210.28 280,000.00 6.325 11213595 Additional 71,117.92 71,200.00 6.99 11194213 Marketing 352,000.00 352,000.00 5.5 11220565 Marketing 307,097.34 308,000.00 6.125 11217309 Marketing 184,808.52 185,250.00 7.45 11140686 Marketing 157,681.60 158,400.00 7.49 11199815 Additional 650,000.00 650,000.00 5.875 11231783 Marketing 195,452.65 196,000.00 7.15 11194873 Marketing 99,696.97 100,000.00 5.95 11181762 Marketing 362,741.95 364,000.00 5.25 11187599 Marketing 39,849.19 40,000.00 6.325 11220502 Marketing 288,000.00 288,000.00 5.99 11176174 Marketing 153,560.00 153,560.00 6.125 11196292 Marketing 750,000.00 750,000.00 6 11205024 Marketing 238,907.21 239,200.00 6.775 11198410 Marketing 359,232.83 360,000.00 7.75 11211520 Marketing 120,298.21 120,800.00 6.99 11206982 Marketing 179,520.93 180,000.00 6.625 11191687 Marketing 407,800.00 408,000.00 5.9 11223703 Marketing 469,932.46 470,600.00 9.725 11208997 Marketing 91,772.00 92,000.00 6.99 11203690 Marketing 343,881.10 344,250.00 7.25 11187055 Marketing 154,677.88 155,000.00 7.875 11212854 Marketing 388,000.00 388,000.00 5.875 11210431 Marketing 110,848.47 111,150.00 6.9 11203423 Marketing 471,718.29 472,500.00 8.99 11219647 Marketing 178,157.38 178,600.00 6.99 11227378 Marketing 444,000.00 444,000.00 6.7 11221002 Marketing 498,741.72 499,500.00 5.99 11192892 Marketing 259,999.95 260,000.00 6.35 11206837 Marketing 220,000.00 220,000.00 6.99 11211277 Marketing 269,600.00 269,600.00 5.99 11214964 Marketing 66,529.08 66,720.00 6.25 11190459 Marketing 233,371.86 233,600.00 5.8 11219103 Marketing 226,628.00 227,050.00 8.425 11197418 Marketing 602,268.42 604,000.00 6.24 11212289 Marketing 63,863.62 64,000.00 7.75 11212155 Marketing 192,000.00 192,000.00 7.2 11228243 Marketing 211,372.72 212,000.00 6.075 11214901 Marketing 60,277.36 60,400.00 7.99 11210067 Marketing 191,403.15 192,000.00 6.375 11214015 Additional 86,623.45 86,800.00 7.99 11204959 Marketing 296,669.40 297,000.00 7.115 11179407 Marketing 139,569.71 140,000.00 5.875 11204499 Marketing 129,631.59 130,000.00 6.3 11196043 Marketing 155,328.21 156,000.00 5.625 11217918 Marketing 227,760.80 228,000.00 7.325 11212862 Marketing 324,000.00 324,000.00 5.875 11208494 Marketing 480,306.69 481,500.00 6.99 11178707 Additional 119,719.59 119,920.00 6.7 11230114 Marketing 475,022.69 476,100.00 7.45 11226551 Marketing 74,802.54 75,000.00 6.875 11225211 Marketing 415,303.45 416,000.00 5.625 11201900 Marketing 277,200.00 277,200.00 6.2 11199253 Marketing 243,717.62 244,000.00 8 11204208 Marketing 99,790.08 100,000.00 7.825 11197561 Marketing 214,546.54 215,100.00 6.99 11214119 Marketing 389,173.57 389,600.00 7.175 11184850 Marketing 75,714.82 76,000.00 6.35 11198798 Marketing 139,645.12 140,000.00 6.875 11171348 Marketing 40,425.87 40,500.00 8.5 11202895 Marketing 229,416.98 230,000.00 6.875 11179638 Marketing 131,496.23 131,750.00 8.25 11217814 Marketing 162,983.78 163,400.00 6.85 11186588 Marketing 239,406.97 240,000.00 5.25 11208145 Marketing 269,124.31 270,000.00 7.1 11220669 Marketing 398,770.55 400,000.00 5.875 11176110 Marketing 648,754.37 650,000.00 6.201 11182064 Marketing 94,850.19 95,120.00 7.775 11200183 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11165861 Marketing 57,819.08 58,000.00 8.425 11145719 Marketing 576,000.00 576,000.00 6.85 11202687 Marketing 303,999.77 304,000.00 7.25 11216426 Additional 191,660.53 192,000.00 6.425 11203849 Marketing 185,600.00 185,600.00 5.875 11200027 Marketing 193,600.70 194,400.00 7.625 11228353 Marketing 310,326.49 311,200.00 6.35 11207030 Additional 268,711.73 269,000.00 7.25 11229361 Marketing 78,984.13 80,000.00 7.325 11214466 Marketing 315,913.76 316,000.00 6.55 11183506 Marketing 320,000.00 320,000.00 7.875 11206715 Marketing 82,224.41 82,400.00 7.75 11212833 Marketing 143,200.00 143,200.00 6.45 11172981 Marketing 311,998.99 312,000.00 6.125 11157508 Marketing 216,779.21 217,500.00 6.99 11196375 Marketing 256,000.00 256,000.00 5.62 11201468 Marketing 363,920.00 363,920.00 5.5 11185419 Marketing 215,455.14 216,000.00 6.9 11222059 Marketing 315,045.79 316,000.00 6.25 11168687 Marketing 168,663.27 169,600.00 5.5 11210501 Marketing 498,918.52 500,000.00 7.676 11210536 Marketing 146,782.50 147,000.00 9.525 11196641 Marketing 256,753.00 258,000.00 5.8 11205344 Marketing 193,869.25 194,400.00 6.625 11193374 Marketing 592,000.00 592,000.00 5.3 11193439 Marketing 458,662.72 459,800.00 7 11224250 Marketing 275,774.67 276,000.00 8.2 11218585 Marketing 327,590.05 328,000.00 6.7 11213126 Marketing 459,402.37 460,000.00 6.56 11153929 Marketing 21,682.65 21,720.00 11.25 11163599 Additional 87,811.44 87,980.00 10.751 11151901 Marketing 18,367.48 18,400.00 11.25 11169661 Marketing 91,821.77 91,980.00 11.25 11163868 Marketing 29,932.39 30,000.00 9.99 11154931 Marketing 36,487.57 36,600.00 8.5 11179504 Marketing 104,830.87 105,000.00 10.5 11146188 Marketing 36,731.36 36,800.00 10.875 11181194 Marketing 42,918.76 43,000.00 9.75 11145565 Marketing 164,525.75 165,000.00 9.75 11178059 Marketing 17,265.79 17,300.00 10.875 11179567 Marketing 129,741.18 130,000.00 9.5 11159266 Marketing 41,216.48 41,300.00 10.5 11165489 Additional 159,508.46 160,000.00 8.5 11177199 Marketing 93,647.24 93,800.00 11.5 11178967 Marketing 113,649.77 114,000.00 8.5 11173471 Marketing 199,726.10 200,000.00 11.25 11189890 Marketing 88,836.26 89,000.00 9.875 11152522 Marketing 37,294.88 37,400.00 9.75 11182561 Marketing 53,054.28 54,400.00 9.99 11155611 Additional 113,852.17 114,000.00 11.5 11195879 Marketing 14,972.92 15,000.00 11.5 11182551 Marketing 29,958.91 30,000.00 11.25 11195277 Additional 24,745.08 24,800.00 8.99 11185463 Marketing 50,698.88 50,800.00 9.5 11181047 Marketing 27,473.51 27,540.00 9.5 11190290 Marketing 24,475.69 24,660.00 10.25 11200926 Marketing 20,434.77 20,475.00 10.99 11195398 Marketing 153,693.37 154,000.00 9.5 11192714 Marketing 127,809.73 128,000.00 10.875 11191232 Marketing 35,947.92 36,000.00 11 11178603 Additional 113,713.60 114,000.00 8.375 11158319 Marketing 67,676.02 67,840.00 9.875 11186263 Marketing 62,907.66 63,000.00 10.99 11178940 Marketing 51,905.34 52,000.00 10.99 11205428 Marketing 114,799.75 115,000.00 8.75 11179101 Marketing 84,903.13 85,000.00 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9.75 11233602 Marketing 97,873.98 97,980.00 10.99 11203187 Marketing 17,472.45 17,500.00 10.99 11199269 Marketing 60,909.39 61,000.00 10.875 11213916 Marketing 25,342.26 25,380.00 9.5 11214694 Marketing 45,897.99 46,000.00 8.5 11204645 Marketing 71,271.80 71,400.00 9.99 11176856 Marketing 41,940.75 42,000.00 9.75 11219893 Marketing 76,885.46 77,000.00 9.5 11216378 Marketing 25,174.23 25,200.00 11.25 11171643 Marketing 153,143.86 153,334.00 10.375 11197740 Marketing 39,156.53 39,200.00 10.875 11205465 Marketing 64,883.47 65,000.00 10 11223865 Marketing 51,837.58 51,900.00 10.5 11224801 Marketing 115,644.72 115,800.00 9.99 11225168 Marketing 31,552.90 31,600.00 9.49 11219667 Marketing 55,924.88 56,000.00 9.99 11205319 Marketing 34,154.13 34,200.00 9.99 11193377 Marketing 110,778.99 111,000.00 9.5 11218208 Marketing 14,983.38 15,000.00 10.875 11180658 Marketing 31,737.48 31,780.00 10 11206144 Marketing 29,545.82 29,600.00 8.5 11222417 Marketing 85,884.65 86,000.00 9.99 11212324 Marketing 39,946.36 40,000.00 9.99 11226076 Marketing 65,229.37 65,300.00 10.99 11184657 Marketing 23,371.97 23,400.00 10.99 11221585 Marketing 35,211.86 35,250.00 10.99 11212015 Marketing 31,067.59 31,200.00 11.75 11162587 Marketing 30,956.26 31,000.00 9.75 11196883 Marketing 74,139.57 74,250.00 9.5 11175986 Marketing 77,906.48 77,993.00 10.875 11203853 Marketing 46,292.04 46,400.00 8.75 11217410 Marketing 64,912.84 65,000.00 9.99 11213596 Marketing 17,776.12 17,800.00 9.99 11213632 Marketing 84,836.27 85,000.00 8.25 11211872 Marketing 51,123.83 51,200.00 9.5 11221654 Marketing 39,786.07 39,819.00 12.5 11208692 Marketing 119,821.00 120,000.00 9.5 11189656 Marketing 42,726.07 43,400.00 9.75 11194777 Marketing 113,647.38 113,800.00 9.99 11227539 Marketing 72,916.81 73,000.00 10.75 11227250 Marketing 21,471.17 21,500.00 9.99 11195339 Marketing 31,423.34 31,500.00 10.5 11228695 Marketing 33,415.79 33,450.00 11.25 11227408 Marketing 28,174.18 28,200.00 11.75 11202169 Additional 50,931.63 51,000.00 9.99 11229475 Marketing 24,942.83 24,980.00 9.5 11211204 Marketing 54,946.75 55,000.00 11.5 11210671 Marketing 61,469.17 62,000.00 9 11209270 Marketing 126,767.55 127,000.00 8.5 11220227 Marketing 129,652.37 130,350.00 8 11221258 Marketing 29,947.57 29,980.00 10.99 11209975 Additional 64,856.40 65,000.00 9 11222862 Marketing 62,884.68 63,000.00 8.5 11211155 Additional 40,960.31 41,000.00 11.5 11164180 Marketing 89,757.94 90,000.00 8.375 11168105 Marketing 81,845.09 82,000.00 9.75 11221844 Marketing 45,998.93 46,050.00 10.875 11195156 Marketing 34,562.58 34,600.00 10.99 11187339 Marketing 65,926.79 66,000.00 10.875 11212054 Marketing 47,934.39 48,000.00 9.9 11221646 Marketing 21,276.96 21,300.00 10.99 11194317 Marketing 65,482.22 65,600.00 9.99 11210763 Marketing 26,943.73 27,000.00 9.75 11218684 Marketing 27,198.55 27,400.00 9.99 11220426 Marketing 83,499.47 83,600.00 10.5 11216326 Marketing 59,520.08 59,600.00 9.99 11220382 Marketing 27,742.76 27,780.00 9.99 11206430 Marketing 55,906.60 56,000.00 10.5 11209448 Marketing 64,903.31 65,000.00 9.5 11215277 Marketing 127,799.41 128,000.00 9.25 11212099 Additional 28,967.83 29,000.00 10.875 11212302 Marketing 51,430.94 51,500.00 9.99 11193952 Marketing 63,843.27 64,000.00 8.5 11195677 Marketing 48,546.11 48,600.00 10.875 11218284 Marketing 50,931.63 51,000.00 9.99 11193775 Marketing 59,758.97 59,858.00 8.99 11205836 Marketing 49,316.08 49,400.00 10.25 11203021 Marketing 39,702.18 39,750.00 10.5 11233402 Marketing 43,578.64 43,700.00 8.99 11224120 Marketing 109,874.65 110,000.00 10.75 11214284 Marketing 107,847.60 108,000.00 9.75 11217783 Additional 50,901.34 50,990.00 8.75 11214196 Marketing 47,935.62 48,000.00 9.99 11205302 Marketing 79,881.02 80,000.00 9.5 11229463 Marketing 124,825.87 125,000.00 11.99 11211518 Additional 32,535.02 32,595.00 9.875 11149974 Marketing 119,843.22 120,000.00 12.5 11206081 Marketing 43,942.00 44,000.00 10.25 11165170 Marketing 68,333.79 68,400.00 11.5 11217378 Marketing 84,886.00 85,000.00 9.99 11197990 Marketing 15,676.69 15,700.00 10.875 11221408 Marketing 52,309.62 52,400.00 10.25 11219360 Marketing 59,910.77 60,000.00 9.5 11208520 Marketing 40,768.20 40,820.00 10.25 11212403 Marketing 28,935.50 29,000.00 10 11206433 Marketing 30,962.71 31,000.00 10.5 11209863 Marketing 56,500.70 56,600.00 10.825 11213707 Marketing 36,155.15 36,300.00 11.5 11201729 Marketing 69,502.01 69,600.00 9.76 11212344 Marketing 73,903.57 74,000.00 10.125 11236632 Marketing 90,521.27 90,600.00 11.99 11191919 Marketing 73,481.62 73,600.00 9.125 11211594 Marketing 20,511.02 20,540.00 9.75 11214346 Marketing 66,925.68 67,000.00 10.875 11178502 Marketing 118,368.58 118,500.00 10.875 11203859 Marketing 36,964.18 37,000.00 11.5 11210032 Marketing 64,126.55 65,000.00 9.99 11198705 Marketing 63,525.94 63,600.00 11.99 11211244 Marketing 25,948.04 28,200.00 9.75 11199719 Marketing 20,953.38 21,000.00 8.5 11203454 Marketing 45,524.55 45,600.00 8.99 11206551 Marketing 81,878.05 82,000.00 9.5 11213659 Marketing 94,891.73 95,000.00 10.75 11182321 Marketing 37,461.66 37,500.00 11.25 11205175 Marketing 43,524.28 43,575.00 11.99 11216639 Marketing 87,128.24 88,000.00 8.5 11191654 Marketing 31,621.79 31,700.00 9.25 11215046 Marketing 18,961.43 19,000.00 7.99 11198149 Marketing 81,852.77 82,000.00 9.99 11227312 Marketing 19,673.31 19,700.00 9.99 11221113 Marketing 83,855.12 84,000.00 10.25 11200022 Marketing 67,911.62 68,000.00 11.49 11209928 Marketing 47,121.26 47,200.00 10.5 11212221 Marketing 120,386.32 120,520.00 10.875 11225415 Marketing 35,499.83 35,550.00 9.75 11210121 Marketing 90,079.05 90,200.00 9.99 11202304 Marketing 98,812.39 99,800.00 9.5 11202260 Marketing 85,828.79 86,000.00 9.5 11199375 Marketing 126,829.68 127,000.00 9.99 11188759 Marketing 52,939.58 53,000.00 10.75 11221862 Marketing 76,876.93 77,000.00 10.875 11206351 Marketing 48,347.77 48,400.00 11 11205971 Marketing 88,892.75 89,000.00 10.49 11207099 Marketing 23,852.01 24,000.00 10.875 11189057 Marketing 33,347.66 33,400.00 9.25 11195695 Marketing 57,937.24 58,000.00 10.99 11213697 Marketing 66,700.64 66,800.00 9.5 11194874 Marketing 24,946.73 25,000.00 7.75 11213360 Marketing 98,053.94 98,200.00 9.5 11199967 Marketing 39,321.77 40,000.00 10.875 11193107 Marketing 28,526.96 28,600.00 10.99 11221376 Marketing 97,868.56 98,000.00 9.99 11166020 Marketing 24,356.26 24,400.00 10 11137919 Marketing 69,299.77 69,403.00 9.5 11190157 Marketing 69,272.99 70,000.00 9.5 11200620 Marketing 115,808.08 116,000.00 8.99 11205655 Marketing 66,913.09 67,000.00 11.5 11213721 Marketing 60,913.94 61,000.00 9.75 11201223 Marketing 16,982.29 17,000.00 12.5 11220462 Marketing 87,662.39 87,800.00 9.25 11216097 Marketing 23,173.76 23,200.00 10.875 11212363 Marketing 21,982.93 22,000.00 12.5 11227678 Marketing 89,897.45 90,000.00 10.75 11193149 Marketing 199,637.81 200,000.00 9.95 11215984 Additional 59,553.30 59,625.00 10.5 11205598 Marketing 31,956.19 32,000.00 11.25 11223319 Marketing 20,377.38 20,400.00 10.875 11178409 Marketing 39,342.90 39,400.00 10.99 11182088 Marketing 73,887.08 74,000.00 10.75 11222157 Marketing 17,235.03 17,250.00 11.99 11220241 Marketing 64,903.31 65,000.00 9.5 11198593 Marketing 91,863.15 92,000.00 9.5 11210233 Marketing 74,128.17 74,200.00 11.5 11218382 Marketing 73,917.92 74,000.00 10.875 11221750 Marketing 43,447.69 43,500.00 10.5 11220632 Marketing 47,252.27 47,600.00 9.99 11205679 Marketing 56,919.57 57,000.00 9.75 11224636 Marketing 16,975.30 17,000.00 9.99 11202318 Marketing 64,874.81 65,000.00 8.25 11207204 Marketing 38,944.27 39,000.00 11.25 11201031 Marketing 25,206.16 25,240.00 9.99 11196103 Marketing 60,491.20 60,600.00 9.99 11208941 Marketing 89,838.40 90,000.00 9.99 11216732 Marketing 80,891.39 81,000.00 9.99 11212199 Marketing 40,345.82 40,400.00 9.99 11223493 Marketing 34,950.63 35,000.00 9.75 11198053 Marketing 106,827.67 107,000.00 10.5 11218363 Marketing 29,959.77 30,000.00 9.99 11202244 Marketing 99,865.56 100,000.00 9.99 11217527 Marketing 32,009.02 32,052.00 9.99 11223517 Additional 127,838.04 127,980.00 10.875 11203983 Marketing 72,872.27 72,960.00 10.5 11210800 Marketing 64,845.74 65,000.00 9.38 11230561 Marketing 37,760.30 37,800.00 11.125 11215828 Marketing 39,552.36 39,600.00 10.5 11210421 Marketing 19,678.15 19,700.00 10.875 11218504 Marketing 90,671.73 91,000.00 8.75 11213371 Marketing 14,979.90 15,000.00 9.99 11216142 Marketing 49,917.28 50,000.00 8.99 11211446 Marketing 124,741.37 125,000.00 10.85 11201981 Marketing 21,068.07 21,100.00 11.25 11227747 Marketing 32,054.95 32,098.00 9.99 11221719 Marketing 147,835.83 148,000.00 10.875 11212098 Marketing 71,861.32 72,000.00 8.25 11217698 Marketing 67,898.86 68,000.00 9.5 11207047 Marketing 54,943.79 55,000.00 11.25 11228430 Marketing 36,949.42 37,000.00 9.9 11210355 Marketing 30,958.43 31,000.00 9.99 11224169 Marketing 39,956.71 40,000.00 10.99 11202110 Marketing 48,712.40 48,800.00 9.99 11210645 Marketing 33,961.26 34,000.00 10.75 11212393 Marketing 19,973.17 20,000.00 9.99 11196439 Marketing 30,339.48 30,400.00 9.5 11212134 Marketing 46,936.98 47,000.00 9.99 11195705 Marketing 57,715.22 57,800.00 10.99 11197004 Marketing 80,879.66 81,000.00 10.875 11195425 Marketing 71,524.42 71,600.00 11.125 11214416 Marketing 105,852.79 106,000.00 9.875 11211248 Marketing 79,692.99 79,800.00 9.99 11196780 Marketing 57,544.24 57,600.00 11.5 11222824 Marketing 21,758.00 21,800.00 8.25 11192708 Marketing 41,949.49 42,000.00 10.5 11233320 Marketing 118,840.42 119,000.00 9.99 11198753 Marketing 39,926.65 40,000.00 8.49 11202480 Marketing 45,925.92 46,000.00 10.5 11208960 Marketing 54,344.37 54,400.00 11.25 11199352 Marketing 20,678.84 20,700.00 11.25 11220448 Marketing 72,260.53 72,400.00 8.25 11198057 Marketing 96,826.22 97,000.00 10 11216464 Marketing 96,847.96 97,000.00 9.25 11207046 Marketing 76,811.44 77,000.00 8.5 11179412 Marketing 26,220.88 26,250.00 10.875 11205431 Marketing 14,976.48 15,000.00 10.99 11208507 Additional 34,753.32 34,800.00 9.99 11201474 Marketing 30,024.55 30,200.00 10.25 11225131 Marketing 35,937.90 36,000.00 10.25 11214868 Marketing 62,617.53 63,000.00 11.99 11210543 Marketing 32,955.76 33,000.00 9.99 11180162 Marketing 29,431.35 29,500.00 8.75 11203866 Marketing 53,727.22 53,800.00 9.95 11221098 Marketing 97,888.33 98,000.00 10.75 11204045 Marketing 47,922.70 48,000.00 10.5 11192130 Marketing 38,737.51 38,800.00 10.5 11198161 Marketing 36,964.18 37,000.00 11.5 11227242 Marketing 29,932.48 29,980.00 10.875 11203547 Marketing 30,941.44 31,000.00 9.75 11212810 Marketing 70,505.33 70,600.00 9.99 11221567 Marketing 87,902.40 88,000.00 10.875 11220186 Marketing 13,980.25 14,000.00 9.75 11223272 Additional 78,894.05 79,000.00 9.99 11219382 Marketing 14,973.27 15,000.00 9.99 11144272 Marketing 107,726.80 107,990.00 10.5 11160332 Marketing 57,891.78 58,000.00 10.875 11149374 Marketing 26,540.05 26,600.00 9.99 11163004 Marketing 26,745.81 26,800.00 10.5 11173107 Marketing 41,902.72 42,400.00 10.5 11176868 Marketing 199,444.35 200,000.00 8.99 11166197 Marketing 26,939.18 27,000.00 9.99 11172375 Marketing 174,740.01 175,000.00 10.875 11172982 Marketing 67,871.41 68,000.00 10.875 11185710 Marketing 28,293.10 28,344.00 9.99 11186131 Marketing 43,407.38 44,200.00 8.25 11190648 Marketing 74,912.68 75,000.00 11.99 11203051 Marketing 14,773.43 14,800.00 9.99 11167232 Marketing 97,273.17 97,500.00 8.75 11198343 Marketing 48,890.00 49,000.00 9.99 11197778 Marketing 78,858.14 79,000.00 9.99 11177708 Marketing 27,436.15 28,600.00 9.99 11216094 Additional 73,101.84 73,200.00 9.99 11212855 Marketing 96,822.45 97,000.00 8.5 11191966 Marketing 30,534.55 30,580.00 10.875 11197131 Marketing 199,510.17 200,000.00 8.5 11204040 Marketing 72,900.03 73,000.00 11.25 11216792 Marketing 14,984.67 15,000.00 11.25 11200712 Marketing 93,860.20 94,000.00 9.5 11232850 Marketing 91,847.80 92,000.00 8.99 11218841 Marketing 28,712.90 29,000.00 10.99 11197142 Marketing 32,855.87 32,900.00 9.99 11206835 Marketing 63,914.18 64,000.00 9.99 11216672 Marketing 49,898.68 50,000.00 8 11214633 Marketing 81,690.30 81,800.00 9.99 11189382 Marketing 61,733.13 61,800.00 10.99 11177465 Marketing 69,720.46 69,800.00 10.75 11211242 Marketing 78,888.54 79,000.00 9.75 11199607 Marketing 104,807.82 105,000.00 8.5 11211057 Marketing 89,866.30 90,000.00 10.875 11228429 Marketing 25,555.48 25,600.00 8.75 11215766 Marketing 114,828.97 115,000.00 9.5 11206569 Marketing 122,817.06 123,000.00 9.5 11231190 Marketing 64,874.81 65,000.00 8.25 11200998 Marketing 68,424.01 68,500.00 10.875 11224780 Marketing 36,935.67 37,000.00 8.75 11201656 Marketing 37,334.96 37,400.00 8.75 11223414 Marketing 73,900.75 74,000.00 9.99 11209406 Marketing 84,836.27 85,000.00 8.25 11209247 Marketing 66,923.65 67,000.00 10.75 11202206 Marketing 90,020.41 90,200.00 9.5 11221089 Marketing 76,876.75 76,980.00 9.99 11199605 Marketing 28,448.81 28,500.00 9.99 11208562 Marketing 93,542.04 93,800.00 8.95 11198140 Marketing 66,993.12 68,000.00 9.5 11208703 Marketing 61,725.68 61,800.00 10.5 11188905 Marketing 130,688.60 131,800.00 10.875 11215599 Marketing 129,806.65 130,000.00 9.5 11165783 Marketing 47,431.19 47,500.00 10.99 11200751 Marketing 41,943.67 42,000.00 9.99 11207263 Marketing 56,887.79 57,000.00 10.25 11197822 Additional 199,678.25 200,000.00 9.125 11227995 Additional 22,968.17 22,999.00 9.99 11200546 Marketing 30,568.71 30,600.00 11.25 11208313 Marketing 59,918.58 59,980.00 11.25 11211633 Marketing 20,919.50 21,000.00 9.45 11224252 Marketing 68,890.35 69,000.00 10.875 11212668 Marketing 36,717.41 36,790.00 11.5 11234979 Additional 20,963.49 21,000.00 8.75 11193638 Marketing 111,752.62 111,980.00 7.99 11211321 Marketing 82,440.86 82,600.00 8.25 11230796 Marketing 32,629.11 32,674.00 9.875 11222333 Marketing 109,818.02 110,000.00 8.99 11221401 Marketing 40,456.20 40,500.00 10.99 11225338 Marketing 34,950.63 35,000.00 9.75 11214156 Marketing 48,941.08 49,000.00 10.5 11209722 Marketing 25,973.41 26,000.00 11.25 11228937 Marketing 44,624.32 44,670.00 11.25 11210500 Marketing 104,928.41 106,000.00 9.99 11203403 Marketing 28,961.12 29,000.00 9.99 11220879 Marketing 56,588.72 56,650.00 10.99 11222228 Marketing 40,882.15 40,924.00 11.25 11215724 Marketing 79,873.31 80,000.00 9.2 11212622 Marketing 74,934.84 75,000.00 11.99 11226884 Marketing 41,138.73 41,200.00 9.5 11187995 Marketing 72,925.37 73,000.00 11.25 11209900 Marketing 96,883.33 97,000.00 10.5 11194230 Marketing 66,309.05 66,400.00 11.25 11212782 Marketing 73,910.99 74,000.00 10.5 11216603 Marketing 74,167.63 74,250.00 10.875 11206608 Marketing 25,026.17 25,080.00 10.25 11216356 Marketing 84,501.47 84,600.00 10.875 11203237 Marketing 21,655.95 21,680.00 10.875 11213394 Marketing 15,071.64 15,200.00 8.75 11203005 Marketing 15,139.17 15,160.00 9.875 11234508 Marketing 61,801.00 62,000.00 9.5 11203860 Marketing 45,314.22 45,400.00 9.75 11222505 Marketing 129,749.59 130,000.00 8.25 11208954 Marketing 70,904.79 71,000.00 9.99 11209140 Marketing 25,953.87 26,000.00 8.75 11200697 Marketing 106,881.32 107,000.00 10.875 11204346 Marketing 36,156.45 36,200.00 10.5 11220124 Marketing 33,883.31 33,920.00 10.99 11216009 Marketing 93,852.69 94,000.00 9.25 11212153 Marketing 102,876.13 103,000.00 10.5 11216024 Marketing 25,948.24 26,000.00 9.5 11215619 Marketing 33,937.77 34,000.00 8.5 11212713 Marketing 39,147.43 39,200.00 9.99 11226789 Additional 87,869.12 88,000.00 9.5 11211941 Marketing 49,533.48 49,600.00 9.99 11202982 Marketing 72,938.50 73,050.00 10.75 11223312 Marketing 125,860.25 126,000.00 10.875 11182041 Marketing 19,464.12 19,500.00 9.875 11226658 Additional 47,796.93 47,850.00 10.875 11214125 Marketing 67,288.49 67,400.00 8.99 11211994 Marketing 79,881.02 80,000.00 9.5 11206469 Additional 155,398.50 155,800.00 8.25 11202437 Marketing 101,813.31 102,000.00 8.5 11205297 Marketing 44,909.50 44,980.00 9.25 11203645 Marketing 58,938.02 59,000.00 11.125 11207624 Marketing 44,951.30 45,000.00 10.99 11199668 Marketing 75,915.69 76,000.00 10.875 11223914 Marketing 66,900.36 67,000.00 9.5 11213574 Marketing 55,311.69 55,400.00 9.25 11200430 Marketing 57,930.24 58,000.00 10.5 11210766 Marketing 19,362.62 19,400.00 8.25 11215070 Marketing 31,439.32 31,500.00 8.25 11228957 Marketing 32,534.10 32,600.00 9.75 11184323 Marketing 26,970.80 27,000.00 10.99 11214967 Marketing 16,653.86 16,680.00 9.25 11199007 Marketing 79,835.25 80,000.00 8.99 11219547 Additional 134,799.19 135,000.00 9.5 11232610 Marketing 149,639.39 149,900.00 8.75 11216572 Marketing 94,872.60 95,000.00 9.99 11139942 Marketing 65,300.17 65,400.00 10.75 11167392 Marketing 53,929.96 54,000.00 11.5 11213978 Marketing 38,932.21 39,000.00 8.75 11211768 Marketing 43,127.19 43,200.00 8.9 11212807 Marketing 99,873.13 100,000.00 10.25 11229080 Marketing 107,655.43 107,800.00 9.99 11217779 Marketing 69,906.13 70,000.00 9.99 11231755 Marketing 38,935.49 39,000.00 8.99 11209570 Additional 15,357.14 15,380.00 9.5 11208332 Marketing 79,872.74 79,980.00 9.99 11233596 Marketing 61,533.34 61,600.00 10.99 11223525 Additional 25,051.40 25,080.00 10.75 11208694 Marketing 41,906.27 42,000.00 8.99 Loanid ORATE PANDI OTERM CORTERM FPDATE ------------------------------------------------------------------------------------------------------------------------ 11169592 5.15 2,375.21 360 355 5/1/2005 11204530 0 1,548.54 360 357 7/1/2005 11210834 6.99 722.3 360 357 7/1/2005 11224524 5.75 868.36 360 357 7/1/2005 11216679 6.75 1,665.26 360 357 7/1/2005 11221148 0 332.65 360 357 7/1/2005 11204200 6.925 1,346.96 360 357 7/1/2005 11222367 6.95 1,378.94 360 357 7/1/2005 11188976 6.275 4,012.74 360 356 6/1/2005 11188236 6.475 534.19 360 356 6/1/2005 11169081 6.75 1,046.25 360 357 7/1/2005 11218752 6 3,069.70 360 357 7/1/2005 11211274 6.325 801.17 360 357 7/1/2005 11227400 5.375 1,091.94 360 356 6/1/2005 11202069 6.525 3,100.62 360 356 6/1/2005 11214149 8.35 341.24 360 357 7/1/2005 11207767 7.6 355.86 360 356 6/1/2005 11205586 6.825 2,331.88 360 356 6/1/2005 11190148 9.925 997.61 360 356 6/1/2005 11198856 8.2 2,206.59 360 357 7/1/2005 11231706 7.875 1,421.14 360 357 7/1/2005 11230373 9.075 482.77 360 356 6/1/2005 11215369 0 1,080.84 360 357 7/1/2005 11203652 6.8 2,268.70 360 356 6/1/2005 11210622 8.675 1,843.99 360 357 7/1/2005 11168652 7.99 2,024.13 360 356 6/1/2005 11213185 6.5 1,030.40 360 357 7/1/2005 11197395 7.275 1,652.52 360 356 6/1/2005 11178194 6.5 1,649.70 360 355 5/1/2005 11198203 7.3 1,398.56 360 357 7/1/2005 11198583 6.95 2,412.44 360 357 7/1/2005 11194055 6.7 1,858.40 360 356 6/1/2005 11197985 7.125 959.38 360 356 6/1/2005 11202684 6.65 731.84 360 357 7/1/2005 11227525 7 706.55 360 357 7/1/2005 11205496 6.9 1,351.20 360 357 7/1/2005 11210976 7.7 473.41 360 357 7/1/2005 11188238 6.55 1,096.00 360 357 7/1/2005 11202470 6.25 552.08 360 357 7/1/2005 11206820 7.825 2,434.14 360 357 7/1/2005 11212665 6.15 1,825.66 360 357 7/1/2005 11190748 7.275 875.36 360 356 6/1/2005 11229976 5.75 1,341.67 360 357 7/1/2005 11181528 6.8 2,555.55 360 356 6/1/2005 11212745 0 1,060.09 360 357 7/1/2005 11226417 6.825 732.02 360 357 7/1/2005 11206475 0 862.96 360 357 7/1/2005 11204139 0 1,301.79 360 357 7/1/2005 11200964 7.25 1,079.77 360 357 7/1/2005 11200997 5.99 1,323.59 360 356 6/1/2005 11187324 7.625 2,405.05 360 356 6/1/2005 11226229 6.65 1,345.56 360 357 7/1/2005 11230400 7.275 656.52 360 357 7/1/2005 11196182 6.45 962.04 360 356 6/1/2005 11225549 6.75 1,050.73 360 357 7/1/2005 11216937 5.8 1,150.04 360 357 7/1/2005 11210440 6.875 877.66 360 357 7/1/2005 11222184 6.875 1,313.86 360 357 7/1/2005 11219993 6.75 3,580.31 360 357 7/1/2005 11223735 6.625 1,758.90 360 357 7/1/2005 11226384 7.25 573.03 360 357 7/1/2005 11185470 6.25 1,235.99 360 357 7/1/2005 11228465 7.99 653.9 360 357 7/1/2005 11214041 6.67 512.98 360 357 7/1/2005 11228811 7.25 2,455.83 360 357 7/1/2005 11190878 0 4,128.28 360 356 6/1/2005 11210070 7.2 2,405.63 360 357 7/1/2005 11226006 7.375 1,459.92 360 357 7/1/2005 11213994 7.175 492.93 360 357 7/1/2005 11200733 8.5 525.94 360 357 7/1/2005 11224915 5.325 2,591.50 360 357 7/1/2005 11204287 5.9 593.14 360 356 6/1/2005 11210136 6.399 1,706.40 360 357 7/1/2005 11214648 6.05 1,734.33 360 357 7/1/2005 11217630 7.325 1,939.66 360 357 7/1/2005 11201105 6.126 2,755.98 360 357 7/1/2005 11205939 6.375 1,176.21 360 356 6/1/2005 11231196 6.475 1,734.42 360 357 7/1/2005 11221503 6.525 1,723.70 360 357 7/1/2005 11209790 7.99 1,219.82 360 357 7/1/2005 11214762 6.99 1,528.65 360 357 7/1/2005 11230208 6.5 1,703.54 360 357 7/1/2005 11197282 6.25 3,038.54 360 357 7/1/2005 11220104 0 919.76 360 357 7/1/2005 11206554 5.45 1,090.00 360 357 7/1/2005 11222843 6.525 689.48 360 357 7/1/2005 11176575 6.25 689.6 360 356 6/1/2005 11196148 5.95 720.38 360 357 7/1/2005 11222031 7.5 1,538.27 360 357 7/1/2005 11155550 0 1,107.24 360 356 6/1/2005 11210668 6.75 2,117.02 360 357 7/1/2005 11201777 7.575 1,774.98 360 356 6/1/2005 11179216 6.875 3,738.28 360 357 7/1/2005 11212949 5.5 931.17 360 357 7/1/2005 11203410 0 2,605.35 360 357 7/1/2005 11211767 0 993.76 360 357 7/1/2005 11206631 6.55 711.6 360 356 6/1/2005 11216258 7.75 1,045.96 360 357 7/1/2005 11220387 6.425 899.95 360 358 8/1/2005 11201930 8.6 749.97 360 356 6/1/2005 11226403 6.99 1,787.63 360 357 7/1/2005 11206772 10.55 487.71 360 356 6/1/2005 11211025 8.99 1,985.64 360 357 7/1/2005 11212101 0 1,080.84 360 356 6/1/2005 11183875 0 967 360 356 6/1/2005 11204783 6.37 1,982.20 360 356 6/1/2005 11220110 6.99 2,044.57 360 357 7/1/2005 11187427 6.25 608.82 360 357 7/1/2005 11174291 6.99 1,718.37 360 357 7/1/2005 11225660 7.55 1,572.36 360 357 7/1/2005 11215786 5.575 732.8 360 357 7/1/2005 11202714 6.525 801.01 360 357 7/1/2005 11214437 7.2 1,071.81 360 357 7/1/2005 11223302 5.625 2,406.55 360 357 7/1/2005 11224551 6.7 1,428.89 360 357 7/1/2005 11198804 7.575 1,098.80 360 357 7/1/2005 11215594 6.75 1,094.51 360 357 7/1/2005 11214300 6.85 1,709.59 360 357 7/1/2005 11225419 7 2,333.33 360 357 7/1/2005 11225609 6.901 2,579.86 360 357 7/1/2005 11168291 8.75 802.43 360 356 6/1/2005 11225989 0 766.97 360 357 7/1/2005 11183045 8.475 1,047.15 360 356 6/1/2005 11182753 7.25 1,855.52 360 357 7/1/2005 11200006 6.551 1,880.39 360 356 6/1/2005 11185286 8.175 1,171.11 360 357 7/1/2005 11191480 5.99 1,916.80 360 356 6/1/2005 11226162 6.95 1,527.21 360 357 7/1/2005 11165452 5.25 1,910.39 360 356 6/1/2005 11206701 5.625 704.66 360 357 7/1/2005 11210296 6.5 1,191.67 360 357 7/1/2005 11209767 7 2,128.97 360 357 7/1/2005 11203281 7.25 1,569.01 360 357 7/1/2005 11218559 7.925 2,010.78 360 357 7/1/2005 11192200 7.99 1,288.37 360 356 6/1/2005 11207307 5.95 238.54 360 357 7/1/2005 11202140 8.175 1,128.70 360 357 7/1/2005 11183348 5.625 1,087.50 360 356 6/1/2005 11203114 0 1,991.12 360 356 6/1/2005 11207740 7.4 1,051.86 360 357 7/1/2005 11176980 6.825 2,196.07 360 357 7/1/2005 11208038 7.875 2,066.45 360 357 7/1/2005 11201939 5.7 646 360 356 6/1/2005 11214505 6.875 3,793.76 360 357 7/1/2005 11226731 7.825 2,690.13 360 357 7/1/2005 11200652 7.25 1,812.50 360 356 6/1/2005 11221675 5.875 2,310.83 360 357 7/1/2005 11229200 6.74 1,112.10 360 357 7/1/2005 11225425 6.99 1,980.50 360 357 7/1/2005 11222128 6.49 889.03 360 357 7/1/2005 11194208 6.975 3,498.63 360 356 6/1/2005 11188929 0 5,674.03 360 356 6/1/2005 11184551 0 1,518.89 360 356 6/1/2005 11213060 8.99 535.72 360 357 7/1/2005 11132447 6.625 1,152.56 360 353 3/1/2005 11205798 8.485 1,499.61 360 356 6/1/2005 11191380 6.675 2,002.50 360 356 6/1/2005 11193096 0 585.24 360 357 7/1/2005 11181870 6.825 1,481.00 360 357 7/1/2005 11219214 6.875 1,471.52 360 357 7/1/2005 11214788 7.1 672.03 360 357 7/1/2005 11217572 6.5 1,870.92 360 357 7/1/2005 11223984 6.525 1,520.40 360 357 7/1/2005 11205886 6.46 503.37 360 357 7/1/2005 11201573 5.92 694.43 360 357 7/1/2005 11219238 6.99 2,246.45 360 357 7/1/2005 11190850 6.99 955.3 360 356 6/1/2005 11225734 7.153 2,530.30 360 357 7/1/2005 11200302 8.49 550.03 360 357 7/1/2005 11147229 6.825 1,657.51 360 355 5/1/2005 11183152 6.875 4,687.84 360 357 7/1/2005 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0 561.69 180 177 7/1/2005 11194874 0 179.1 180 177 7/1/2005 11213360 0 825.72 180 177 7/1/2005 11199967 0 377.16 180 176 6/1/2005 11193107 0 272.15 180 177 7/1/2005 11221376 0 859.3 180 177 7/1/2005 11166020 0 214.13 180 176 6/1/2005 11137919 0 583.58 180 177 7/1/2005 11190157 0 588.6 180 177 7/1/2005 11200620 0 932.53 180 177 7/1/2005 11205655 0 663.5 180 176 6/1/2005 11213721 0 524.08 180 177 7/1/2005 11201223 0 181.43 180 176 6/1/2005 11220462 0 722.31 180 177 7/1/2005 11216097 0 218.75 180 177 7/1/2005 11212363 0 234.8 180 177 7/1/2005 11227678 0 840.13 180 177 7/1/2005 11193149 0 1,747.76 180 176 6/1/2005 11215984 0 545.41 180 177 7/1/2005 11205598 0 310.8 180 176 6/1/2005 11223319 0 192.35 180 177 7/1/2005 11178409 0 374.92 180 176 6/1/2005 11182088 0 690.78 180 176 6/1/2005 11222157 0 177.3 180 177 7/1/2005 11220241 0 546.56 180 177 7/1/2005 11198593 0 773.59 180 177 7/1/2005 11210233 0 734.8 180 177 7/1/2005 11218382 0 697.74 180 177 7/1/2005 11221750 0 397.91 180 177 7/1/2005 11220632 0 511.22 180 177 7/1/2005 11205679 0 489.72 180 177 7/1/2005 11224636 0 149.06 180 177 7/1/2005 11202318 0 488.32 180 177 7/1/2005 11207204 0 378.79 180 176 6/1/2005 11201031 0 221.31 180 177 7/1/2005 11196103 0 531.36 180 176 6/1/2005 11208941 0 789.15 180 176 6/1/2005 11216732 0 710.23 180 177 7/1/2005 11212199 0 354.24 180 177 7/1/2005 11223493 0 300.7 180 177 7/1/2005 11198053 0 978.77 180 176 6/1/2005 11218363 0 263.05 180 177 7/1/2005 11202244 0 876.83 180 177 7/1/2005 11217527 0 281.04 180 177 7/1/2005 11223517 0 1,206.71 180 177 7/1/2005 11203983 0 667.39 180 177 7/1/2005 11210800 0 540.87 180 177 7/1/2005 11230561 0 363.55 180 177 7/1/2005 11215828 0 362.24 180 177 7/1/2005 11210421 0 185.75 180 177 7/1/2005 11218504 0 715.9 180 177 7/1/2005 11213371 0 131.52 180 177 7/1/2005 11216142 0 401.95 180 177 7/1/2005 11211446 0 1,176.26 180 177 7/1/2005 11201981 0 204.94 180 177 7/1/2005 11227747 0 281.45 180 177 7/1/2005 11221719 0 1,395.48 180 177 7/1/2005 11212098 0 540.91 180 177 7/1/2005 11217698 0 571.78 180 177 7/1/2005 11207047 0 534.19 180 177 7/1/2005 11228430 0 321.97 180 177 7/1/2005 11210355 0 271.82 180 177 7/1/2005 11224169 0 380.63 180 177 7/1/2005 11202110 0 427.89 180 176 6/1/2005 11210645 0 317.38 180 177 7/1/2005 11212393 0 175.37 180 177 7/1/2005 11196439 0 255.62 180 176 6/1/2005 11212134 0 412.11 180 177 7/1/2005 11195705 0 550.01 180 176 6/1/2005 11197004 0 763.74 180 176 6/1/2005 11195425 0 688.63 180 177 7/1/2005 11214416 0 920.45 180 177 7/1/2005 11211248 0 699.71 180 177 7/1/2005 11196780 0 570.41 180 177 7/1/2005 11222824 0 163.78 180 177 7/1/2005 11192708 0 384.19 180 177 7/1/2005 11233320 0 1,043.43 180 177 7/1/2005 11198753 0 307.28 180 177 7/1/2005 11202480 0 420.78 180 176 6/1/2005 11208960 0 528.37 180 177 7/1/2005 11199352 0 201.05 180 177 7/1/2005 11220448 0 543.92 180 177 7/1/2005 11198057 0 851.24 180 176 6/1/2005 11216464 0 798 180 177 7/1/2005 11207046 0 592.06 180 176 6/1/2005 11179412 0 247.51 180 177 7/1/2005 11205431 0 142.74 180 177 7/1/2005 11208507 0 305.14 180 177 7/1/2005 11201474 0 270.62 180 177 7/1/2005 11225131 0 322.6 180 177 7/1/2005 11214868 0 755.7 180 177 7/1/2005 11210543 0 289.35 180 177 7/1/2005 11180162 0 232.08 180 176 6/1/2005 11203866 0 470.15 180 177 7/1/2005 11221098 0 914.81 180 177 7/1/2005 11204045 0 439.07 180 176 6/1/2005 11192130 0 354.92 180 176 6/1/2005 11198161 0 366.41 180 177 7/1/2005 11227242 0 282.68 180 177 7/1/2005 11203547 0 266.34 180 176 6/1/2005 11212810 0 619.04 180 177 7/1/2005 11221567 0 829.74 180 177 7/1/2005 11220186 0 120.28 180 177 7/1/2005 11223272 0 692.7 180 177 7/1/2005 11219382 0 131.52 180 177 7/1/2005 11144272 0 987.83 180 174 4/1/2005 11160332 0 546.88 180 175 5/1/2005 11149374 0 233.24 180 175 5/1/2005 11163004 0 245.15 180 175 5/1/2005 11173107 0 468.69 180 175 5/1/2005 11176868 0 1,607.81 180 175 5/1/2005 11166197 0 236.74 180 175 5/1/2005 11172375 0 1,650.06 180 176 6/1/2005 11172982 0 641.17 180 175 5/1/2005 11185710 0 248.53 180 176 6/1/2005 11186131 0 332.06 180 176 6/1/2005 11190648 0 770.88 180 176 6/1/2005 11203051 0 129.77 180 176 6/1/2005 11167232 0 767.03 180 176 6/1/2005 11198343 0 429.65 180 176 6/1/2005 11197778 0 692.7 180 176 6/1/2005 11177708 0 250.77 180 176 6/1/2005 11216094 0 641.84 180 177 7/1/2005 11212855 0 745.85 180 177 7/1/2005 11191966 0 288.34 180 176 6/1/2005 11197131 0 1,537.83 180 176 6/1/2005 11204040 0 709.02 180 176 6/1/2005 11216792 0 145.69 180 177 7/1/2005 11200712 0 790.4 180 177 7/1/2005 11232850 0 739.59 180 177 7/1/2005 11218841 0 275.95 180 177 7/1/2005 11197142 0 288.48 180 177 7/1/2005 11206835 0 561.17 180 177 7/1/2005 11216672 0 366.88 180 177 7/1/2005 11214633 0 717.25 180 177 7/1/2005 11189382 0 588.07 180 177 7/1/2005 11177465 0 651.57 180 177 7/1/2005 11211242 0 678.73 180 177 7/1/2005 11199607 0 807.36 180 177 7/1/2005 11211057 0 848.6 180 176 6/1/2005 11228429 0 201.4 180 177 7/1/2005 11215766 0 966.98 180 177 7/1/2005 11206569 0 1,034.25 180 177 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6/1/2035 90 11224915 9/1/2005 6/1/2035 80 11204287 9/1/2005 5/1/2035 80 11210136 9/1/2005 6/1/2035 80 11214648 9/1/2005 6/1/2035 80 11217630 10/1/2005 6/1/2035 80 11201105 10/1/2005 6/1/2035 85 11205939 10/1/2005 5/1/2035 80 11231196 9/1/2005 6/1/2035 80 11221503 9/1/2005 6/1/2035 80 11209790 9/1/2005 6/1/2035 80 11214762 10/1/2005 6/1/2035 85.5 11230208 8/1/2005 6/1/2035 85 11197282 9/1/2005 6/1/2035 80 11220104 9/1/2005 6/1/2035 85 11206554 9/1/2005 6/1/2035 80 11222843 10/1/2005 6/1/2035 80 11176575 9/1/2005 5/1/2035 76.19 11196148 9/1/2005 6/1/2035 80 11222031 9/1/2005 6/1/2035 80 11155550 10/1/2005 5/1/2035 80 11210668 9/1/2005 6/1/2035 80 11201777 9/1/2005 5/1/2035 65.45 11179216 9/1/2005 6/1/2035 90 11212949 10/1/2005 6/1/2035 80 11203410 9/1/2005 6/1/2035 80 11211767 9/1/2005 6/1/2035 80 11206631 9/1/2005 5/1/2035 80 11216258 10/1/2005 6/1/2035 80 11220387 10/1/2005 7/1/2035 84.91 11201930 10/1/2005 5/1/2035 75 11226403 9/1/2005 6/1/2035 80 11206772 10/1/2005 5/1/2035 90 11211025 9/1/2005 6/1/2035 95 11212101 9/1/2005 5/1/2035 85.5 11183875 9/1/2005 5/1/2035 58.05 11204783 10/1/2005 5/1/2035 80 11220110 9/1/2005 6/1/2035 90 11187427 9/1/2005 6/1/2035 80 11174291 10/1/2005 6/1/2035 35.98 11225660 9/1/2005 6/1/2035 90 11215786 10/1/2005 6/1/2035 65.64 11202714 9/1/2005 6/1/2035 80 11214437 10/1/2005 6/1/2035 100 11223302 9/1/2005 6/1/2035 85 11224551 9/1/2005 6/1/2035 80 11198804 8/1/2005 6/1/2035 80 11215594 8/1/2005 6/1/2035 84.38 11214300 9/1/2005 6/1/2035 80 11225419 10/1/2005 6/1/2035 93.24 11225609 10/1/2005 6/1/2035 80 11168291 9/1/2005 5/1/2035 85 11225989 10/1/2005 6/1/2035 80 11183045 10/1/2005 5/1/2035 65 11182753 8/1/2005 6/1/2035 80 11200006 8/1/2005 5/1/2035 80 11185286 9/1/2005 6/1/2035 95 11191480 9/1/2005 5/1/2035 80 11226162 10/1/2005 6/1/2035 80 11165452 9/1/2005 5/1/2035 80 11206701 10/1/2005 6/1/2035 80 11210296 10/1/2005 6/1/2035 80 11209767 9/1/2005 6/1/2035 80 11203281 10/1/2005 6/1/2035 82.73 11218559 9/1/2005 6/1/2035 80 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500,000.00 500,000.00 11212791 100 164,000.00 164,000.00 11230236 63 437,000.00 437,000.00 11204552 100 121,000.00 121,000.00 11216319 100 195,000.00 195,000.00 11196972 90 279,790.00 279,790.00 11199619 94.96 645,000.00 645,000.00 11226915 100 859,999.00 859,999.00 11193448 80 78,900.00 78,900.00 11180582 95 150,000.00 150,000.00 11199610 80 958,000.00 958,000.00 11182483 80 272,000.00 272,000.00 11200125 100 205,000.00 205,000.00 11227241 100 124,000.00 124,000.00 11192128 52.08 240,000.00 240,000.00 11218386 90 650,000.00 650,000.00 11224518 100 170,000.00 170,000.00 11221952 100 236,000.00 236,000.00 11237207 80 78,000.00 78,000.00 11130824 100 292,100.00 292,100.00 11224487 75.09 273,000.00 273,000.00 11179556 100 350,000.00 350,000.00 11211255 100 345,000.00 345,000.00 11223320 100 109,900.00 109,900.00 11160535 100 190,000.00 190,000.00 11230434 100 195,000.00 195,000.00 11212002 90 875,000.00 875,000.00 11180173 100 144,950.00 144,950.00 11215682 100 355,000.00 355,000.00 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86,000.00 86,000.00 11197014 90 392,000.00 392,000.00 11213110 100 263,000.00 263,000.00 11209127 60 500,000.00 500,000.00 11226307 100 143,500.00 143,500.00 11211457 54.32 810,000.00 810,000.00 11230024 43.48 115,000.00 115,000.00 11198225 100 375,000.00 375,000.00 11200334 100 150,000.00 150,000.00 11203463 79.55 220,000.00 220,000.00 11219702 100 296,000.00 296,000.00 11193936 100 485,000.00 485,000.00 11197534 95 500,000.00 500,000.00 11200735 100 218,700.00 218,700.00 11214519 95 190,000.00 190,000.00 11199053 100 95,500.00 95,500.00 11231742 100 485,000.00 485,000.00 11235294 89.91 322,000.00 322,000.00 11191065 90 420,000.00 420,000.00 11176186 80 230,000.00 230,000.00 11199493 90 65,000.00 65,000.00 11205853 79.26 135,000.00 135,000.00 11200649 100 238,000.00 238,000.00 11226740 100 334,900.00 334,900.00 11216730 80 1,100,000.00 1,100,000.00 11205640 100 470,000.00 470,000.00 11184747 100 419,000.00 419,000.00 11237697 95 345,000.00 345,000.00 11219628 100 255,000.00 255,000.00 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280,000.00 280,000.00 11175735 95 199,950.00 199,950.00 11214630 89 850,000.00 850,000.00 11224133 90 500,000.00 500,000.00 11218964 100 185,000.00 185,000.00 11174043 100 80,000.00 80,000.00 11217931 100 135,000.00 135,000.00 11187668 100 93,500.00 93,500.00 11198999 80 190,000.00 190,000.00 11206020 100 215,000.00 215,000.00 11209745 90 136,700.00 136,700.00 11201153 100 160,000.00 160,000.00 11208688 100 156,200.00 156,200.00 11204561 74.26 202,000.00 202,000.00 11211322 100 365,000.00 365,000.00 11218089 100 600,000.00 600,000.00 11203871 95 464,000.00 464,000.00 11172903 59.25 400,000.00 400,000.00 11213630 100 175,000.00 175,000.00 11203997 100 122,234.00 122,234.00 11197049 80 240,000.00 240,000.00 11182578 100 275,000.00 275,000.00 11206702 100 365,000.00 365,000.00 11202395 100 300,000.00 300,000.00 11188291 100 369,900.00 369,900.00 11199666 85 340,000.00 340,000.00 11203808 100 140,000.00 140,000.00 11228526 80 195,000.00 195,000.00 11196389 100 479,177.00 479,177.00 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450,000.00 450,000.00 11230309 100 208,000.00 208,000.00 11219908 90 420,000.00 420,000.00 11204153 100 342,000.00 342,000.00 11216500 100 256,000.00 256,000.00 11151319 100 95,000.00 95,000.00 11207258 100 511,000.00 511,000.00 11206960 80 255,000.00 255,000.00 11197360 100 125,000.00 125,000.00 11182901 90 95,000.00 95,000.00 11201457 90 95,000.00 95,000.00 11223424 100 147,900.00 147,900.00 11205569 100 330,491.00 330,491.00 11192862 80 890,000.00 890,000.00 11208767 100 380,000.00 380,000.00 11198861 100 140,000.00 140,000.00 11195802 90 210,000.00 210,000.00 11196275 100 150,000.00 150,000.00 11232921 100 344,000.00 344,000.00 11204204 33.79 203,900.00 203,900.00 11187205 54 1,000,000.00 1,000,000.00 11192988 80.36 275,000.00 275,000.00 11188181 100 120,000.00 120,000.00 11218463 100 107,000.00 107,000.00 11200357 100 464,000.00 464,000.00 11206086 90 101,000.00 101,000.00 11173173 48.43 350,990.00 350,990.00 11165762 100 130,000.00 130,000.00 11203024 53.7 270,000.00 270,000.00 11202113 100 554,000.00 554,000.00 11220155 85 215,000.00 215,000.00 11226481 85 365,000.00 365,000.00 11185519 85 650,000.00 650,000.00 11215796 80 285,000.00 285,000.00 11177499 80 160,000.00 160,000.00 11197924 100 181,000.00 181,000.00 11208066 90 53,000.00 53,000.00 11231744 95 665,000.00 665,000.00 11182157 100 265,000.00 265,000.00 11195130 84.85 330,000.00 330,000.00 11214047 100 640,000.00 640,000.00 11203424 85 140,000.00 140,000.00 11195248 100 347,160.00 347,160.00 11153303 95 370,000.00 370,000.00 11182260 100 169,000.00 169,000.00 11187301 100 152,000.00 152,000.00 11203701 53.38 429,000.00 429,000.00 11196777 100 300,000.00 300,000.00 11200724 80 376,000.00 376,000.00 11221653 65 360,000.00 360,000.00 11213179 80 125,000.00 125,000.00 11222800 100 320,000.00 320,000.00 11193912 80 600,000.00 600,000.00 11192045 100 205,000.00 205,000.00 11210691 88.13 615,000.00 615,000.00 11188035 90 337,705.00 337,705.00 11233123 80 130,000.00 130,000.00 11209651 100 261,000.00 261,000.00 11213528 100 455,000.00 455,000.00 11176837 100 340,000.00 340,000.00 11203898 80 180,000.00 180,000.00 11194075 100 660,000.00 660,000.00 11205361 88 125,000.00 125,000.00 11221997 80 380,000.00 380,000.00 11216410 100 460,000.00 460,000.00 11173282 75 273,000.00 273,000.00 11176041 100 332,000.00 332,000.00 11223587 84.9 500,000.00 500,000.00 11206387 57.14 315,000.00 315,000.00 11237130 82.47 154,000.00 154,000.00 11222165 100 220,000.00 220,000.00 11173335 100 820,000.00 820,000.00 11189296 100 124,000.00 124,000.00 11212083 91 300,000.00 300,000.00 11196447 100 291,000.00 291,000.00 11203765 80 316,000.00 316,000.00 11209779 85 52,000.00 52,000.00 11190237 100 149,000.00 149,000.00 11168552 100 540,000.00 540,000.00 11212671 80 130,000.00 130,000.00 11216622 100 75,000.00 75,000.00 11194652 80 375,000.00 375,000.00 11196461 100 410,000.00 410,000.00 11173905 90 331,000.00 331,000.00 11190013 89.93 70,000.00 70,000.00 11171070 100 423,000.00 423,000.00 11180993 100 730,000.00 730,000.00 11210352 74.21 280,000.00 280,000.00 11214662 90 570,000.00 570,000.00 11212345 100 350,000.00 350,000.00 11183119 100 629,506.00 629,506.00 11211404 100 710,000.00 710,000.00 11204199 90 725,000.00 725,000.00 11204766 100 260,000.00 260,000.00 11206973 100 305,000.00 305,000.00 11221882 100 100,878.00 100,878.00 11193653 58.46 260,000.00 260,000.00 11186613 90 300,000.00 300,000.00 11210561 100 230,000.00 230,000.00 11189792 90 135,000.00 135,000.00 11199231 100 113,000.00 113,000.00 11220312 80.22 455,000.00 455,000.00 11223267 100 396,000.00 396,000.00 11195980 72.58 124,000.00 124,000.00 11201004 84.99 571,990.00 571,990.00 11215620 90 375,000.00 375,000.00 11217877 100 390,000.00 390,000.00 11208700 100 246,000.00 246,000.00 11177310 100 168,225.00 168,225.00 11211764 90 300,000.00 300,000.00 11201812 86 450,000.00 450,000.00 11220606 80 475,000.00 475,000.00 11229505 12.1 496,000.00 496,000.00 11199323 47.11 225,000.00 225,000.00 11194444 100 123,500.00 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95,000.00 95,000.00 11153624 90 500,000.00 500,000.00 11193333 100 497,900.00 497,900.00 11194565 80 340,000.00 340,000.00 11218662 75 440,000.00 440,000.00 11202126 100 399,900.00 399,900.00 11204055 90 310,000.00 310,000.00 11182577 90 67,500.00 67,500.00 11231121 100 264,900.00 264,900.00 11218266 100 150,000.00 150,000.00 11212645 80 310,000.00 310,000.00 11225194 95 368,500.00 368,500.00 11227715 100 89,900.00 89,900.00 11207475 100 126,000.00 126,000.00 11217863 70 296,000.00 296,000.00 11195273 100 425,000.00 425,000.00 11195012 100 436,363.00 436,363.00 11235483 95 54,000.00 54,000.00 11184849 100 127,000.00 127,000.00 11232640 45.83 600,000.00 600,000.00 11187866 66.03 262,000.00 262,000.00 11220961 100 205,000.00 205,000.00 11201261 80 210,000.00 210,000.00 11192636 82 500,000.00 500,000.00 11224021 90 168,000.00 168,000.00 11206940 77.54 187,000.00 187,000.00 11217400 95 290,000.00 290,000.00 11231337 100 319,950.00 319,950.00 11204762 95 75,000.00 75,000.00 11197927 100 575,000.00 575,000.00 11223993 100 177,000.00 177,000.00 11181143 75.29 340,000.00 340,000.00 11217026 100 775,000.00 775,000.00 11186146 42.55 235,000.00 235,000.00 11223583 90 220,000.00 220,000.00 11162886 100 382,000.00 382,000.00 11191344 100 155,000.00 155,000.00 11170933 100 485,000.00 485,000.00 11211507 100 210,000.00 210,000.00 11195976 100 185,000.00 185,000.00 11194720 85 300,000.00 300,000.00 11212049 100 437,000.00 437,000.00 11196240 79.49 156,000.00 156,000.00 11182725 85 177,000.00 177,000.00 11199800 100 124,000.00 124,000.00 11224650 87.48 535,000.00 535,000.00 11214029 80 328,000.00 328,000.00 11220162 100 560,000.00 560,000.00 11201369 94 330,000.00 330,000.00 11217896 100 360,000.00 360,000.00 11173833 100 398,000.00 398,000.00 11202639 85 256,000.00 256,000.00 11166406 100 139,407.00 139,407.00 11223007 100 263,000.00 263,000.00 11213799 90 485,000.00 485,000.00 11205847 95 159,000.00 159,000.00 11208360 100 215,000.00 215,000.00 11216274 100 410,000.00 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281,503.00 11227561 100 285,000.00 285,000.00 11228035 79.83 71,400.00 71,400.00 11204985 95 155,000.00 155,000.00 11206224 58.95 475,000.00 475,000.00 11212565 100 263,400.00 263,400.00 11201317 100 164,000.00 164,000.00 11218918 83.16 213,177.00 213,177.00 11204207 100 644,900.00 644,900.00 11209706 100 125,000.00 125,000.00 11186799 77.22 395,000.00 395,000.00 11198975 100 569,000.00 569,000.00 11198495 100 270,000.00 270,000.00 11211250 90 243,000.00 243,000.00 11168533 100 800,000.00 800,000.00 11182170 80 140,000.00 140,000.00 11189493 100 142,900.00 142,900.00 11222312 95 232,900.00 232,900.00 11224430 100 338,000.00 338,000.00 11175610 100 75,000.00 75,000.00 11232496 95 500,000.00 500,000.00 11171051 95 330,000.00 330,000.00 11199182 100 339,000.00 339,000.00 11217425 87.09 302,000.00 302,000.00 11163881 95 700,000.00 700,000.00 11206027 100 250,000.00 250,000.00 11196655 100 353,500.00 353,500.00 11223497 100 643,000.00 643,000.00 11225882 100 175,000.00 175,000.00 11183326 67.35 245,000.00 245,000.00 11201389 100 470,000.00 470,000.00 11180460 100 125,000.00 125,000.00 11188509 85 100,000.00 100,000.00 11178621 95 222,000.00 222,000.00 11210446 100 440,000.00 440,000.00 11213492 83.87 333,000.00 333,000.00 11210492 77.78 360,000.00 360,000.00 11177851 100 305,000.00 305,000.00 11224382 100 650,000.00 650,000.00 11078858 75 510,000.00 510,000.00 11187194 100 510,000.00 510,000.00 11204406 90 183,000.00 183,000.00 11219436 100 629,000.00 629,000.00 11228115 75 535,000.00 535,000.00 11195568 100 233,700.00 233,700.00 11194956 85 241,000.00 241,000.00 11196930 100 564,000.00 564,000.00 11231397 70.59 170,000.00 170,000.00 11210786 75 125,000.00 125,000.00 11214649 43.75 400,000.00 400,000.00 11212490 70.22 450,000.00 450,000.00 11184963 100 363,000.00 363,000.00 11201288 100 86,000.00 86,000.00 11219259 100 220,000.00 220,000.00 11178597 70 366,000.00 366,000.00 11196936 100 345,000.00 345,000.00 11205209 79.6 603,000.00 603,000.00 11177442 95 104,954.00 104,954.00 11223251 100 490,000.00 490,000.00 11200585 87.72 285,000.00 285,000.00 11175570 100 255,000.00 255,000.00 11221390 100 680,000.00 680,000.00 11205480 100 136,500.00 136,500.00 11206797 72.8 364,000.00 364,000.00 11223224 100 249,157.00 249,157.00 11207593 80 590,000.00 590,000.00 11208477 100 879,999.00 879,999.00 11223542 75 293,000.00 293,000.00 11204505 100 274,000.00 274,000.00 11175458 100 150,000.00 150,000.00 11215163 78.88 206,000.00 206,000.00 11156578 100 145,000.00 145,000.00 11152427 75 265,000.00 265,000.00 11235081 100 171,600.00 171,600.00 11217780 90 225,000.00 225,000.00 11179821 80 237,000.00 237,000.00 11183306 100 200,000.00 200,000.00 11197222 85 515,000.00 515,000.00 11211579 100 156,000.00 156,000.00 11231512 100 154,100.00 154,100.00 11220994 95 575,000.00 575,000.00 11220409 90 410,000.00 410,000.00 11227544 100 275,000.00 275,000.00 11221721 100 99,900.00 99,900.00 11205389 68.15 135,000.00 135,000.00 11201472 81.82 330,000.00 330,000.00 11222203 100 250,000.00 250,000.00 11206738 90 230,000.00 230,000.00 11199940 100 195,965.00 195,965.00 11218639 89.07 375,000.00 375,000.00 11204947 100 600,000.00 600,000.00 11209758 100 530,000.00 530,000.00 11212122 100 503,000.00 503,000.00 11215381 100 290,000.00 290,000.00 11206670 68.89 450,000.00 450,000.00 11199507 86.76 136,000.00 136,000.00 11179844 83.1 180,500.00 180,500.00 11186961 100 238,000.00 238,000.00 11214417 85 700,000.00 700,000.00 11224532 64.5 169,000.00 169,000.00 11207177 95 405,000.00 405,000.00 11212112 100 185,000.00 185,000.00 11231679 100 150,000.00 150,000.00 11192466 100 221,665.00 221,665.00 11155643 95 210,000.00 210,000.00 11185802 100 126,000.00 126,000.00 11181590 100 570,000.00 570,000.00 11206388 100 399,000.00 399,000.00 11202705 100 246,581.00 246,581.00 11191511 90 270,000.00 270,000.00 11169448 100 259,000.00 259,000.00 11211075 100 221,000.00 221,000.00 11198516 100 279,500.00 279,500.00 11173309 70 1,100,000.00 1,100,000.00 11215491 90 765,000.00 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83.12 237,000.00 237,000.00 11186189 80 355,000.00 355,000.00 11160457 90.98 410,000.00 410,000.00 11198375 100 185,500.00 185,500.00 11214671 100 236,000.00 236,000.00 11165745 90 585,000.00 585,000.00 11230467 100 110,000.00 110,000.00 11222918 57.47 716,000.00 716,000.00 11217805 55.56 360,000.00 360,000.00 11181257 95 370,000.00 370,000.00 11204715 80 280,000.00 280,000.00 11199209 100 81,800.00 81,800.00 11159787 90 345,000.00 345,000.00 11190407 100 469,000.00 469,000.00 11216535 100 362,000.00 362,000.00 11205091 78.89 727,000.00 727,000.00 11205577 55.56 180,000.00 180,000.00 11185777 85 440,000.00 440,000.00 11208051 100 500,000.00 500,000.00 11212581 100 115,000.00 115,000.00 11204497 100 241,000.00 241,000.00 11220204 85 168,000.00 168,000.00 11196176 85 525,000.00 525,000.00 11190188 83.8 284,000.00 284,000.00 11206681 74.8 254,000.00 254,000.00 11227314 100 490,000.00 490,000.00 11168885 100 190,000.00 190,000.00 11146755 90 66,000.00 66,000.00 11193981 90 237,000.00 237,000.00 11215710 100 359,000.00 359,000.00 11182207 100 108,000.00 108,000.00 11218989 100 155,200.00 155,200.00 11192740 90 119,900.00 119,900.00 11207802 100 300,000.00 300,000.00 11214533 100 131,000.00 131,000.00 11206280 100 220,000.00 220,000.00 11214793 100 77,000.00 77,000.00 11221091 95 200,000.00 200,000.00 11208250 100 340,000.00 340,000.00 11205623 100 620,000.00 620,000.00 11217926 100 320,000.00 320,000.00 11216249 80 209,900.00 209,900.00 11216489 100 119,000.00 119,000.00 11187962 90 315,000.00 315,000.00 11223157 89.94 315,000.00 315,000.00 11214172 90 110,000.00 110,000.00 11211854 100 122,000.00 122,000.00 11225020 100 180,990.00 180,990.00 11165163 100 640,000.00 640,000.00 11198770 100 79,000.00 79,000.00 11214370 100 273,083.00 273,083.00 11214652 95 208,000.00 208,000.00 11210395 100 455,000.00 455,000.00 11220723 100 280,211.00 280,211.00 11226763 95 255,000.00 255,000.00 11216217 76.92 130,000.00 130,000.00 11197987 100 200,000.00 200,000.00 11201077 75 150,000.00 150,000.00 11195700 100 324,900.00 324,900.00 11177356 100 288,000.00 288,000.00 11193776 100 154,500.00 154,500.00 11215105 100 260,000.00 260,000.00 11212167 100 425,000.00 425,000.00 11214585 100 450,000.00 450,000.00 11222732 84.55 246,000.00 246,000.00 11236512 100 168,900.00 168,900.00 11195873 75 450,000.00 450,000.00 11220791 93.16 585,000.00 585,000.00 11212115 100 123,000.00 123,000.00 11170671 90 195,000.00 195,000.00 11204828 100 420,000.00 420,000.00 11196391 100 270,000.00 270,000.00 11215045 80 145,000.00 145,000.00 11213602 66.32 475,000.00 475,000.00 11203421 90 305,000.00 305,000.00 11212186 90 485,000.00 485,000.00 11203581 95 420,000.00 420,000.00 11188010 100 159,900.00 159,900.00 11205974 93 285,000.00 285,000.00 11225146 88.71 619,990.00 619,990.00 11218004 100 401,000.00 401,000.00 11218293 90 214,000.00 214,000.00 11182572 95 83,500.00 83,500.00 11197669 100 562,500.00 562,500.00 11203671 38.17 262,000.00 262,000.00 11230294 100 264,900.00 264,900.00 11205702 100 130,000.00 130,000.00 11208317 100 490,000.00 490,000.00 11179402 85 81,000.00 81,000.00 11212487 100 220,000.00 220,000.00 11213896 100 314,500.00 314,500.00 11210367 100 165,000.00 165,000.00 11188423 100 63,000.00 63,000.00 11197890 95 280,000.00 280,000.00 11190628 95 155,000.00 155,000.00 11166045 89.03 155,000.00 155,000.00 11232231 100 325,000.00 325,000.00 11213113 66.36 535,000.00 535,000.00 11214893 90 130,000.00 130,000.00 11221430 68.97 725,000.00 725,000.00 11228791 69 465,000.00 465,000.00 11190994 100 157,000.00 157,000.00 11212120 100 565,000.00 565,000.00 11185453 100 255,000.00 255,000.00 11200634 100 132,500.00 132,500.00 11207904 100 340,000.00 340,000.00 11194497 87.7 315,000.00 315,000.00 11227057 100 650,000.00 650,000.00 11213977 37.5 480,000.00 480,000.00 11214137 86.84 114,000.00 114,000.00 11207119 100 369,678.00 369,678.00 11154528 100 204,000.00 204,000.00 11205826 100 128,500.00 128,500.00 11209782 64.01 464,000.00 464,000.00 11205309 97 141,000.00 141,000.00 11194829 57.01 301,700.00 301,700.00 11172274 80 132,000.00 132,000.00 11215198 67.88 358,000.00 358,000.00 11219563 85 227,000.00 227,000.00 11196081 100 220,000.00 220,000.00 11205914 90 412,500.00 412,500.00 11208787 98 186,000.00 186,000.00 11222831 80 912,214.00 912,214.00 11222014 100 110,300.00 110,300.00 11182668 57.68 560,000.00 560,000.00 11155517 100 415,000.00 415,000.00 11227067 100 372,000.00 372,000.00 11190873 95 600,000.00 600,000.00 11205012 85 360,000.00 360,000.00 11205246 100 94,000.00 94,000.00 11222588 83.25 285,000.00 285,000.00 11222851 78.77 292,000.00 292,000.00 11211230 100 300,000.00 300,000.00 11199703 100 162,500.00 162,500.00 11210356 80 132,000.00 132,000.00 11220328 75 286,000.00 286,000.00 11198700 90 130,000.00 130,000.00 11183171 90 340,000.00 340,000.00 11170942 90 1,000,000.00 1,000,000.00 11213374 100 510,000.00 510,000.00 11194156 100 298,275.00 298,275.00 11198757 100 170,000.00 170,000.00 11194356 53.66 410,000.00 410,000.00 11218285 100 373,000.00 373,000.00 11222310 100 187,000.00 187,000.00 11175276 100 799,500.00 799,500.00 11222019 89.7 165,000.00 165,000.00 11208627 80 304,000.00 304,000.00 11205704 100 215,000.00 215,000.00 11218085 100 62,000.00 62,000.00 11218507 70 850,000.00 850,000.00 11174786 100 320,000.00 320,000.00 11207256 83.19 235,000.00 235,000.00 11179172 90 583,000.00 583,000.00 11221435 11.52 217,000.00 217,000.00 11210019 100 635,000.00 635,000.00 11196414 100 182,000.00 182,000.00 11210401 80 785,000.00 785,000.00 11200210 83.58 239,000.00 239,000.00 11231579 84.92 252,000.00 252,000.00 11170940 100 300,000.00 300,000.00 11225247 84.97 153,000.00 153,000.00 11213307 100 282,500.00 282,500.00 11224416 72.22 144,000.00 144,000.00 11194155 85 220,000.00 220,000.00 11217859 100 118,500.00 118,500.00 11204169 80 188,000.00 188,000.00 11211710 100 159,000.00 159,000.00 11204809 100 320,000.00 320,000.00 11233410 100 327,000.00 327,000.00 11233289 94.97 283,250.00 283,250.00 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102,000.00 11185772 67.78 450,000.00 450,000.00 11214917 78.33 383,000.00 383,000.00 11224506 100 224,900.00 224,900.00 11206981 88.55 310,000.00 310,000.00 11181684 60 285,000.00 285,000.00 11207093 95 144,000.00 144,000.00 11208029 100 460,000.00 460,000.00 11193894 100 233,971.00 233,971.00 11234110 88.03 585,000.00 585,000.00 11220037 71.3 280,500.00 280,500.00 11206501 72.46 345,000.00 345,000.00 11195382 100 230,000.00 230,000.00 11209075 95 75,000.00 75,000.00 11225009 100 458,000.00 458,000.00 11214428 80 520,000.00 520,000.00 11193554 48.86 440,000.00 440,000.00 11221015 95 90,000.00 90,000.00 11217717 100 106,500.00 106,500.00 11224192 100 330,000.00 330,000.00 11215590 100 363,000.00 363,000.00 11196017 76.27 295,000.00 295,000.00 11213882 66.46 240,000.00 240,000.00 11210439 95 195,000.00 195,000.00 11208824 100 101,000.00 101,000.00 11210589 100 480,000.00 480,000.00 11181810 80 110,000.00 110,000.00 11209741 100 270,000.00 270,000.00 11206998 75.4 195,500.00 195,500.00 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255,000.00 255,000.00 11227909 80 141,000.00 141,000.00 11218297 60.62 485,000.00 485,000.00 11209725 100 429,500.00 429,500.00 11197648 95 657,750.00 657,750.00 11222490 60.44 455,000.00 455,000.00 11208101 75 225,000.00 225,000.00 11225736 100 355,000.00 355,000.00 11205877 100 475,000.00 475,000.00 11188667 79.81 317,000.00 317,000.00 11213122 85 360,000.00 360,000.00 11209755 90 400,000.00 400,000.00 11227388 100 350,000.00 350,000.00 11226207 100 610,000.00 610,000.00 11209200 100 476,500.00 476,500.00 11216738 68.75 160,000.00 160,000.00 11193129 100 750,000.00 750,000.00 11213408 95 116,000.00 116,000.00 11222539 100 354,000.00 354,000.00 11176015 100 419,900.00 419,900.00 11202664 100 73,000.00 73,000.00 11225063 90 900,000.00 900,000.00 11198004 100 600,000.00 600,000.00 11190370 86.5 237,000.00 237,000.00 11222372 90 187,500.00 187,500.00 11177899 44.78 335,000.00 335,000.00 11214458 92.31 390,000.00 390,000.00 11189979 100 124,000.00 124,000.00 11217996 100 400,000.00 400,000.00 11219553 100 180,000.00 180,000.00 11169662 100 255,000.00 255,000.00 11208948 100 430,000.00 430,000.00 11180766 100 376,000.00 376,000.00 11194390 95 741,000.00 741,000.00 11185611 100 250,000.00 250,000.00 11170534 85 118,000.00 118,000.00 11218779 90 330,000.00 330,000.00 11224944 87.45 255,000.00 255,000.00 11177619 100 795,000.00 795,000.00 11215263 84.75 295,000.00 295,000.00 11199020 100 186,000.00 186,000.00 11221581 100 575,000.00 575,000.00 11212509 90 220,000.00 220,000.00 11191822 100 133,328.00 133,328.00 11215860 100 144,900.00 144,900.00 11219763 100 317,000.00 317,000.00 11198185 80 228,000.00 228,000.00 11217829 100 160,000.00 160,000.00 11170466 90 172,000.00 172,000.00 11218246 100 310,000.00 310,000.00 11208476 90 400,000.00 400,000.00 11231440 95 410,000.00 410,000.00 11220813 100 290,000.00 290,000.00 11216698 100 217,675.00 217,675.00 11221732 84.07 455,000.00 455,000.00 11212188 95 298,000.00 298,000.00 11183759 100 749,990.00 749,990.00 11205350 95 270,000.00 270,000.00 11179080 75 138,000.00 138,000.00 11217098 75 405,000.00 405,000.00 11226194 80 270,000.00 270,000.00 11191655 100 360,000.00 360,000.00 11204482 100 165,000.00 165,000.00 11180135 100 525,000.00 525,000.00 11212203 100 169,000.00 169,000.00 11152773 90 226,939.00 226,939.00 11218578 90.24 205,000.00 205,000.00 11183261 71.53 137,000.00 137,000.00 11183896 100 410,000.00 410,000.00 11186353 100 214,000.00 214,000.00 11198565 100 358,000.00 358,000.00 11233385 100 375,000.00 375,000.00 11193138 100 115,000.00 115,000.00 11230617 80 165,000.00 165,000.00 11209027 77.33 150,000.00 150,000.00 11214056 90 170,000.00 170,000.00 11198559 100 172,000.00 172,000.00 11200255 44.94 445,000.00 445,000.00 11222651 100 40,000.00 40,000.00 11192452 90 135,000.00 135,000.00 11225831 70 320,000.00 320,000.00 11216117 100 345,000.00 345,000.00 11179278 80 552,500.00 552,500.00 11217477 100 215,000.00 215,000.00 11189252 90 80,000.00 80,000.00 11201217 95 167,000.00 167,000.00 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238,500.00 11221281 83.06 301,000.00 301,000.00 11210858 100 478,000.00 478,000.00 11203716 100 159,900.00 159,900.00 11213260 100 855,000.00 855,000.00 11186517 100 109,000.00 109,000.00 11198829 95 127,000.00 127,000.00 11215801 100 234,000.00 234,000.00 11211671 90 280,000.00 280,000.00 11215523 18.18 275,000.00 275,000.00 11209342 88.21 263,000.00 263,000.00 11223628 100 275,000.00 275,000.00 11205656 95 300,000.00 300,000.00 11229043 100 107,000.00 107,000.00 11206863 59.89 178,000.00 178,000.00 11195947 90 211,000.00 211,000.00 11212200 85 620,000.00 620,000.00 11231075 100 235,000.00 235,000.00 11190479 100 91,000.00 91,000.00 11190731 71.23 365,000.00 365,000.00 11216520 95 260,000.00 260,000.00 11222537 100 309,900.00 309,900.00 11229382 90 550,000.00 550,000.00 11233104 100 73,000.00 73,000.00 11208254 80 410,000.00 410,000.00 11177736 64.69 320,000.00 320,000.00 11214795 100 353,000.00 353,000.00 11183932 80 183,000.00 183,000.00 11209593 65 575,000.00 575,000.00 11213585 100 328,000.00 328,000.00 11209028 100 340,000.00 340,000.00 11217720 78.72 235,000.00 235,000.00 11224112 80 125,000.00 125,000.00 11168718 100 84,900.00 84,900.00 11220908 75 320,000.00 320,000.00 11214128 100 129,900.00 129,900.00 11215155 68.35 278,000.00 278,000.00 11229858 100 490,000.00 490,000.00 11194584 100 755,000.00 755,000.00 11225983 74.47 470,000.00 470,000.00 11209058 100 730,000.00 730,000.00 11216198 100 195,000.00 195,000.00 11205588 100 355,000.00 355,000.00 11218958 100 66,500.00 66,500.00 11224906 100 90,500.00 90,500.00 11210180 85 250,000.00 250,000.00 11220430 100 210,000.00 210,000.00 11202020 100 118,000.00 118,000.00 11219844 100 330,000.00 330,000.00 11203339 100 227,000.00 227,000.00 11219759 100 305,000.00 305,000.00 11196490 100 225,000.00 225,000.00 11222567 85 440,000.00 440,000.00 11223316 65.65 230,000.00 230,000.00 11214988 64.49 490,000.00 490,000.00 11156057 90 460,000.00 460,000.00 11177503 95 180,000.00 180,000.00 11159255 100 539,600.00 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152,000.00 11214109 78.03 173,000.00 173,000.00 11191050 95 57,475.00 57,475.00 11228273 100 120,000.00 120,000.00 11179913 78.75 120,000.00 120,000.00 11211389 95 320,000.00 320,000.00 11206400 100 130,000.00 130,000.00 11211791 62.89 477,000.00 477,000.00 11181522 100 540,000.00 540,000.00 11213160 98 250,000.00 250,000.00 11214994 88.24 340,000.00 340,000.00 11227669 100 264,900.00 264,900.00 11189567 78.41 315,000.00 315,000.00 11192315 74.42 520,000.00 520,000.00 11163762 81.82 187,000.00 187,000.00 11179879 94.44 270,000.00 270,000.00 11198930 85 160,000.00 160,000.00 11213735 65.38 1,300,000.00 1,300,000.00 11204524 100 460,000.00 460,000.00 11188106 100 90,000.00 90,000.00 11195243 78.21 491,000.00 491,000.00 11190354 23.16 475,000.00 475,000.00 11218180 75 563,000.00 563,000.00 11229027 100 570,000.00 570,000.00 11230077 95 426,000.00 426,000.00 11203120 100 149,000.00 149,000.00 11196578 80 650,000.00 650,000.00 11187207 80 148,000.00 148,000.00 11213496 48.39 155,000.00 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11221249 80 700,000.00 700,000.00 11219939 90 585,000.00 585,000.00 11207672 90 370,000.00 370,000.00 11178327 100 197,000.00 197,000.00 11215221 75 305,000.00 305,000.00 11225324 100 578,900.00 578,900.00 11182876 100 500,000.00 500,000.00 11211918 90 228,000.00 228,000.00 11174952 73.58 643,342.00 643,342.00 11196003 100 85,000.00 85,000.00 11184043 100 97,900.00 97,900.00 11201493 100 249,000.00 249,000.00 11189398 100 310,000.00 310,000.00 11210978 100 172,500.00 172,500.00 11212905 100 620,000.00 620,000.00 11225691 100 78,000.00 78,000.00 11212657 100 530,000.00 530,000.00 11217109 100 248,000.00 248,000.00 11216411 100 99,500.00 99,500.00 11200414 72.83 460,000.00 460,000.00 11221583 90 432,740.00 432,740.00 11210802 90 240,000.00 240,000.00 11149307 70 240,000.00 240,000.00 11211949 100 450,000.00 450,000.00 11210548 100 350,000.00 350,000.00 11207645 95 95,000.00 95,000.00 11210660 100 292,000.00 292,000.00 11180534 100 180,000.00 180,000.00 11213935 95 330,000.00 330,000.00 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235,000.00 11189281 90 300,000.00 300,000.00 11200452 100 121,600.00 121,600.00 11202142 94.01 284,000.00 284,000.00 11203023 95 410,000.00 410,000.00 11198872 100 175,000.00 175,000.00 11216394 80 150,000.00 150,000.00 11180479 75 195,000.00 195,000.00 11222869 100 470,000.00 470,000.00 11154087 80 380,000.00 380,000.00 11198766 80 300,000.00 300,000.00 11212613 89.92 248,000.00 248,000.00 11186374 90 205,000.00 205,000.00 11184754 100 155,000.00 155,000.00 11196049 100 145,000.00 145,000.00 11216293 85 316,000.00 316,000.00 11215889 100 315,000.00 315,000.00 11201917 95 225,000.00 225,000.00 11209901 100 425,000.00 425,000.00 11183412 75 500,000.00 500,000.00 11212678 100 426,500.00 426,500.00 11206038 85 277,000.00 277,000.00 11222773 100 315,000.00 315,000.00 11224748 100 134,920.00 134,920.00 11177236 85 100,000.00 100,000.00 11210935 80 285,000.00 285,000.00 11226813 85 135,000.00 135,000.00 11120720 85 216,000.00 216,000.00 11211604 100 173,000.00 173,000.00 11201592 100 485,000.00 485,000.00 11128000 95 80,000.00 80,000.00 11207222 100 200,000.00 200,000.00 11203515 100 374,000.00 374,000.00 11214741 100 215,000.00 215,000.00 11226057 95 267,000.00 267,000.00 11209595 100 743,000.00 743,000.00 11210845 100 179,000.00 179,000.00 11192634 95 465,000.00 465,000.00 11219589 58.57 350,000.00 350,000.00 11214634 90 705,000.00 705,000.00 11218128 100 91,900.00 91,900.00 11210094 80 145,900.00 145,900.00 11197056 90 333,000.00 333,000.00 11214432 88.59 320,000.00 320,000.00 11197033 95 503,000.00 503,000.00 11205541 68.64 625,000.00 625,000.00 11173857 95 241,500.00 241,500.00 11204192 83.22 149,000.00 149,000.00 11210936 100 370,000.00 370,000.00 11216267 100 103,900.00 103,900.00 11192322 100 359,895.00 359,895.00 11195654 80 585,000.00 585,000.00 11201604 85 153,000.00 153,000.00 11220429 90 180,000.00 180,000.00 11205657 80 200,000.00 200,000.00 11197836 88.07 352,000.00 352,000.00 11218562 90 310,000.00 310,000.00 11220605 100 98,000.00 98,000.00 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300,000.00 300,000.00 11218069 78.68 152,000.00 152,000.00 11194058 100 425,000.00 425,000.00 11217057 100 502,000.00 502,000.00 11232056 100 320,000.00 320,000.00 11222781 85 105,000.00 105,000.00 11219464 100 625,000.00 625,000.00 11163119 60.73 573,000.00 573,000.00 11219631 100 485,000.00 485,000.00 11208870 75 305,000.00 305,000.00 11231928 100 375,000.00 375,000.00 11212119 80 113,000.00 113,000.00 11205918 95 43,000.00 43,000.00 11220353 100 85,000.00 85,000.00 11203289 100 163,855.00 163,855.00 11210302 80 260,000.00 260,000.00 11189090 100 293,500.00 293,500.00 11211039 75 373,000.00 373,000.00 11209168 100 163,000.00 163,000.00 11205157 100 222,000.00 222,000.00 11214026 95 104,000.00 104,000.00 11215484 55.58 385,000.00 385,000.00 11227286 100 155,000.00 155,000.00 11184076 77.6 200,000.00 200,000.00 11216056 54.17 480,000.00 480,000.00 11237070 52.53 245,000.00 245,000.00 11182835 100 76,500.00 76,500.00 11206318 80 450,000.00 450,000.00 11197314 80 208,000.00 208,000.00 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588,000.00 588,000.00 11217633 100 75,000.00 75,000.00 11199029 100 167,500.00 167,500.00 11208759 100 140,000.00 140,000.00 11212111 74.32 370,000.00 370,000.00 11199110 100 390,000.00 390,000.00 11064967 75 132,000.00 132,000.00 11182063 100 220,000.00 220,000.00 11213166 100 600,000.00 600,000.00 11218691 75.68 740,000.00 740,000.00 11212696 95 212,000.00 212,000.00 11213053 100 178,000.00 178,000.00 11207629 89.52 346,300.00 346,300.00 11204863 75 380,000.00 380,000.00 11204793 100 250,000.00 250,000.00 11209751 90 330,000.00 330,000.00 11222341 80 115,000.00 115,000.00 11208773 100 299,900.00 299,900.00 11210982 89.72 535,000.00 535,000.00 11178405 80 600,000.00 600,000.00 11177975 100 215,000.00 215,000.00 11186591 90 322,500.00 322,500.00 11203159 55.56 360,000.00 360,000.00 11195107 100 390,000.00 390,000.00 11230906 100 566,000.00 566,000.00 11188353 90 95,000.00 95,000.00 11203601 91 420,000.00 420,000.00 11210981 95 165,000.00 165,000.00 11209184 57.21 402,000.00 402,000.00 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329,000.00 329,000.00 11220962 100 342,000.00 342,000.00 11222853 80 310,000.00 310,000.00 11214170 60 450,000.00 450,000.00 11206616 85 425,000.00 425,000.00 11228123 100 342,000.00 342,000.00 11196174 79.38 97,000.00 97,000.00 11183533 45.92 490,000.00 490,000.00 11224208 100 594,000.00 594,000.00 11149745 21.67 300,000.00 300,000.00 11198498 100 475,000.00 475,000.00 11219635 80 218,000.00 218,000.00 11197735 95 625,000.00 625,000.00 11209047 82.67 75,000.00 75,000.00 11210729 100 360,000.00 360,000.00 11194113 74.13 143,000.00 143,000.00 11190897 81.2 260,000.00 260,000.00 11191105 84.75 295,000.00 295,000.00 11216776 100 385,000.00 385,000.00 11215654 100 321,000.00 321,000.00 11181545 95 525,000.00 525,000.00 11195227 90 135,000.00 135,000.00 11223630 90 144,000.00 144,000.00 11213416 85 220,000.00 220,000.00 11209846 80.67 595,000.00 595,000.00 11209949 90 580,000.00 580,000.00 11201092 100 198,500.00 198,500.00 11212510 100 730,000.00 730,000.00 11195074 88.4 123,300.00 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313,875.00 313,875.00 11199246 70 345,000.00 345,000.00 11199988 100 749,941.00 749,941.00 11228103 90 315,000.00 315,000.00 11222958 90 275,000.00 275,000.00 11208235 100 319,588.00 319,588.00 11211950 100 434,000.00 434,000.00 11220803 80 56,000.00 56,000.00 11206700 79.8 396,000.00 396,000.00 11216195 73.95 430,000.00 430,000.00 11214864 100 240,000.00 240,000.00 11213752 80 365,000.00 365,000.00 11206966 100 137,000.00 137,000.00 11201276 100 286,000.00 286,000.00 11229206 90 200,000.00 200,000.00 11149356 90 180,000.00 180,000.00 11220572 67.6 250,000.00 250,000.00 11217661 100 380,000.00 380,000.00 11187740 45.77 395,000.00 395,000.00 11178474 28.57 1,050,000.00 1,050,000.00 11216569 100 257,825.00 257,825.00 11210196 100 500,000.00 500,000.00 11162825 94 725,000.00 725,000.00 11198311 100 158,000.00 158,000.00 11222485 59.7 335,000.00 335,000.00 11230947 35.04 685,000.00 685,000.00 11193300 80 250,000.00 250,000.00 11203792 100 149,850.00 149,850.00 11203456 100 80,000.00 80,000.00 11207914 100 97,500.00 97,500.00 11199854 100 275,000.00 275,000.00 11226781 82.99 735,000.00 735,000.00 11213616 95 154,900.00 154,900.00 11223632 100 99,000.00 99,000.00 11218117 100 68,000.00 68,000.00 11210362 100 143,379.00 143,379.00 11225192 100 687,500.00 687,500.00 11191902 100 180,000.00 180,000.00 11215146 100 147,000.00 147,000.00 11212110 90 185,000.00 185,000.00 11175679 100 189,000.00 189,000.00 11207311 34.78 575,000.00 575,000.00 11200637 73.33 225,000.00 225,000.00 11224433 77.32 485,000.00 485,000.00 11196115 80 265,000.00 265,000.00 11207562 100 125,000.00 125,000.00 11208915 95 432,000.00 432,000.00 11228000 100 182,500.00 182,500.00 11222299 100 241,000.00 241,000.00 11193324 100 635,000.00 635,000.00 11230438 100 180,000.00 180,000.00 11200845 100 113,990.00 113,990.00 11176139 80 200,000.00 200,000.00 11231432 97 978,499.00 978,499.00 11195874 100 145,000.00 145,000.00 11212654 70 431,000.00 431,000.00 11192032 100 695,000.00 695,000.00 11232540 100 357,000.00 357,000.00 11207605 85.33 375,000.00 375,000.00 11202692 100 550,000.00 550,000.00 11180770 100 110,500.00 110,500.00 11207424 57.29 288,000.00 288,000.00 11197882 74.03 385,000.00 385,000.00 11201408 61.33 450,000.00 450,000.00 11201898 100 450,000.00 450,000.00 11208527 100 239,000.00 239,000.00 11180317 80 781,500.00 781,500.00 11208570 100 295,000.00 295,000.00 11226927 80 203,000.00 203,000.00 11198510 95 340,500.00 340,500.00 11217308 55 370,000.00 370,000.00 11211966 100 470,000.00 470,000.00 11221894 100 283,140.00 283,140.00 11228549 90 140,000.00 140,000.00 11206848 100 145,000.00 145,000.00 11198280 100 175,000.00 175,000.00 11175176 80 107,905.00 107,905.00 11173981 100 96,000.00 96,000.00 11200256 90 281,000.00 281,000.00 11224070 80 282,000.00 282,000.00 11219301 56.99 310,000.00 310,000.00 11212533 100 685,000.00 685,000.00 11171429 100 168,500.00 168,500.00 11198284 100 125,000.00 125,000.00 11166504 100 355,000.00 355,000.00 11203614 95 499,000.00 499,000.00 11187816 80.3 660,000.00 660,000.00 11179436 75 295,000.00 295,000.00 11206962 100 240,000.00 240,000.00 11185474 95 219,900.00 219,900.00 11210961 95 285,000.00 285,000.00 11213456 73.75 160,000.00 160,000.00 11179948 90 610,000.00 610,000.00 11196821 100 249,900.00 249,900.00 11213852 71.43 378,000.00 378,000.00 11196473 74.19 465,000.00 465,000.00 11177887 98 122,000.00 122,000.00 11204676 100 365,000.00 365,000.00 11201813 80 145,000.00 145,000.00 11205293 100 515,000.00 515,000.00 11217269 75 169,000.00 169,000.00 11226943 90 142,000.00 142,000.00 11216912 100 173,000.00 173,000.00 11212242 75 375,000.00 375,000.00 11183746 100 68,000.00 68,000.00 11213395 72.6 573,000.00 573,000.00 11190419 100 285,000.00 285,000.00 11186756 100 700,000.00 700,000.00 11217569 65.82 395,000.00 395,000.00 11232695 80 94,000.00 94,000.00 11211292 100 185,000.00 185,000.00 11216853 84.62 390,000.00 390,000.00 11209583 80 249,900.00 249,900.00 11222023 100 95,000.00 95,000.00 11202292 100 285,000.00 285,000.00 11195317 100 66,000.00 66,000.00 11216898 85 633,000.00 633,000.00 11223420 80 128,000.00 128,000.00 11226583 100 430,000.00 430,000.00 11210455 95 488,000.00 488,000.00 11207814 100 350,000.00 350,000.00 11192167 95 95,000.00 95,000.00 11207333 100 420,000.00 420,000.00 11219107 85 318,000.00 318,000.00 11214176 89.47 95,000.00 95,000.00 11196638 64.06 320,000.00 320,000.00 11217721 95 550,000.00 550,000.00 11205615 78.89 360,000.00 360,000.00 11143153 85 150,000.00 150,000.00 11192332 100 265,000.00 265,000.00 11196600 81.46 205,000.00 205,000.00 11235253 85 145,000.00 145,000.00 11216705 80 55,000.00 55,000.00 11197691 100 218,900.00 218,900.00 11217043 90 215,000.00 215,000.00 11231954 100 136,500.00 136,500.00 11228347 100 196,000.00 196,000.00 11197058 100 425,000.00 425,000.00 11209183 100 239,000.00 239,000.00 11194764 95 290,000.00 290,000.00 11221623 100 145,000.00 145,000.00 11181329 85 390,000.00 390,000.00 11214723 100 335,000.00 335,000.00 11230594 80 300,000.00 300,000.00 11201534 52.63 209,000.00 209,000.00 11206574 100 242,000.00 242,000.00 11208280 100 229,755.00 229,755.00 11198910 100 110,000.00 110,000.00 11198570 85.37 270,000.00 270,000.00 11195034 67.7 1,034,000.00 1,034,000.00 11212164 100 619,990.00 619,990.00 11215585 100 330,000.00 330,000.00 11179497 100 480,000.00 480,000.00 11230383 80 98,000.00 98,000.00 11209414 100 410,000.00 410,000.00 11184540 100 830,000.00 830,000.00 11205153 100 470,000.00 470,000.00 11194936 100 510,000.00 510,000.00 11194304 90 173,000.00 173,000.00 11216035 89.13 681,000.00 681,000.00 11210086 100 169,333.00 169,333.00 11194438 100 355,000.00 355,000.00 11206493 100 400,000.00 400,000.00 11221075 100 333,000.00 333,000.00 11210023 100 251,198.00 251,198.00 11198286 84.57 525,000.00 525,000.00 11189466 90 375,000.00 375,000.00 11210139 100 285,000.00 285,000.00 11195910 100 469,900.00 469,900.00 11222897 100 129,900.00 129,900.00 11180854 100 355,000.00 355,000.00 11187449 100 92,500.00 92,500.00 11165791 80 500,000.00 500,000.00 11203014 82.19 365,000.00 365,000.00 11214446 90 167,500.00 167,500.00 11151412 100 135,000.00 135,000.00 11219865 68.37 490,000.00 490,000.00 11195611 100 296,000.00 296,000.00 11210210 100 360,000.00 360,000.00 11161266 100 242,500.00 242,500.00 11220768 95 580,000.00 580,000.00 11171809 70 385,000.00 385,000.00 11187902 80 450,000.00 450,000.00 11223306 100 290,000.00 290,000.00 11196449 90 166,740.00 166,740.00 11188846 61.61 310,000.00 310,000.00 11193147 100 285,900.00 285,900.00 11203115 65.36 306,000.00 306,000.00 11199349 90 345,000.00 345,000.00 11149975 80 235,000.00 235,000.00 11200727 87.69 325,000.00 325,000.00 11183173 90 155,000.00 155,000.00 11212934 100 310,000.00 310,000.00 11200202 100 99,000.00 99,000.00 11193398 100 219,900.00 219,900.00 11221498 75 400,000.00 400,000.00 11229012 100 499,000.00 499,000.00 11174601 100 66,423.00 66,423.00 11222232 90 85,000.00 85,000.00 11200815 95 84,000.00 84,000.00 11208158 83.93 140,000.00 140,000.00 11198437 70 178,000.00 178,000.00 11194655 79.71 350,000.00 350,000.00 11227055 90 187,000.00 187,000.00 11223026 100 380,000.00 380,000.00 11208511 100 421,000.00 421,000.00 11217985 100 574,854.00 574,854.00 11165236 100 770,000.00 770,000.00 11201025 100 490,000.00 490,000.00 11204617 100 145,000.00 145,000.00 11216453 100 380,000.00 380,000.00 11222089 75 175,000.00 175,000.00 11219285 84.44 450,000.00 450,000.00 11203648 95 620,000.00 620,000.00 11221501 100 194,900.00 194,900.00 11198545 100 596,000.00 596,000.00 11218519 80 594,000.00 594,000.00 11192943 95 197,000.00 197,000.00 11194658 85 450,000.00 450,000.00 11159664 90 63,000.00 63,000.00 11215196 100 413,000.00 413,000.00 11203122 100 315,000.00 315,000.00 11216996 100 114,685.00 114,685.00 11215900 100 68,000.00 68,000.00 11189997 85 395,000.00 395,000.00 11222961 83.9 890,000.00 890,000.00 11217415 100 342,500.00 342,500.00 11222152 100 355,000.00 355,000.00 11205817 100 227,850.00 227,850.00 11208438 64.81 270,000.00 270,000.00 11220310 80.07 345,000.00 345,000.00 11210994 100 85,000.00 85,000.00 11197791 95 825,000.00 825,000.00 11164646 100 550,000.00 550,000.00 11219037 100 330,000.00 330,000.00 11220802 96 325,000.00 325,000.00 11231417 90 131,000.00 131,000.00 11153248 100 688,000.00 688,000.00 11228388 79.9 307,000.00 307,000.00 11212179 88.32 120,000.00 120,000.00 11148162 90 133,000.00 133,000.00 11204021 90 450,000.00 450,000.00 11226220 80 445,000.00 445,000.00 11210945 80 375,000.00 375,000.00 11162780 81.48 135,000.00 135,000.00 11205440 90 600,000.00 600,000.00 11219731 75 675,000.00 675,000.00 11216546 100 150,000.00 150,000.00 11201766 100 528,888.00 528,888.00 11226472 75.51 490,000.00 490,000.00 11208426 100 305,000.00 305,000.00 11213343 75 400,000.00 400,000.00 11178759 47.73 660,000.00 660,000.00 11210230 85 173,000.00 173,000.00 11154011 67.84 227,000.00 227,000.00 11220347 97 310,000.00 310,000.00 11218090 100 222,000.00 222,000.00 11222319 100 470,367.00 470,367.00 11207694 87.35 340,000.00 340,000.00 11213067 100 314,433.00 314,433.00 11202405 100 182,000.00 182,000.00 11202569 100 294,709.00 294,709.00 11170221 100 178,000.00 178,000.00 11221051 100 267,990.00 267,990.00 11191187 100 154,000.00 154,000.00 11175921 100 172,000.00 172,000.00 11178826 80 320,000.00 320,000.00 11219735 100 630,000.00 630,000.00 11210306 100 115,500.00 115,500.00 11192160 90 419,900.00 419,900.00 11168840 100 799,000.00 799,000.00 11214843 80 1,050,000.00 1,050,000.00 11225405 100 94,500.00 94,500.00 11222666 57.2 271,000.00 271,000.00 11168316 100 254,000.00 254,000.00 11218323 88.89 225,000.00 225,000.00 11224368 74.85 233,000.00 233,000.00 11211503 100 230,000.00 230,000.00 11193225 80 370,000.00 370,000.00 11224767 100 256,000.00 256,000.00 11205351 46.09 575,000.00 575,000.00 11210899 100 172,000.00 172,000.00 11211037 100 575,000.00 575,000.00 11199759 90 523,082.00 523,082.00 11177491 100 357,218.00 357,218.00 11218739 90 578,000.00 578,000.00 11213667 100 175,000.00 175,000.00 11220295 100 429,000.00 429,000.00 11218515 100 438,000.00 438,000.00 11157372 85 327,000.00 327,000.00 11206685 100 99,000.00 99,000.00 11209186 70 125,000.00 125,000.00 11207065 100 445,000.00 445,000.00 11223684 100 81,000.00 81,000.00 11169481 88.1 210,000.00 210,000.00 11217734 100 332,000.00 332,000.00 11211224 80 400,000.00 400,000.00 11194929 84.29 92,000.00 92,000.00 11219470 100 800,000.00 800,000.00 11228404 85 201,000.00 201,000.00 11207354 95 180,000.00 180,000.00 11221391 100 310,000.00 310,000.00 11211036 100 289,900.00 289,900.00 11222468 100 313,855.00 313,855.00 11210544 59.09 330,000.00 330,000.00 11216118 67.5 400,000.00 400,000.00 11191003 100 225,000.00 225,000.00 11199066 95 245,000.00 245,000.00 11200289 100 145,000.00 145,000.00 11203506 100 290,000.00 290,000.00 11208383 85 390,000.00 390,000.00 11196621 100 670,000.00 670,000.00 11158230 75 150,000.00 150,000.00 11224754 100 54,500.00 54,500.00 11193564 100 350,000.00 350,000.00 11229900 100 758,541.00 758,541.00 11220548 80 295,000.00 295,000.00 11185367 90 80,000.00 80,000.00 11194920 100 199,900.00 199,900.00 11213562 100 680,000.00 680,000.00 11217709 62.62 107,000.00 107,000.00 11199327 94.98 299,000.00 299,000.00 11223165 89.94 546,500.00 546,500.00 11215767 90 153,302.00 153,302.00 11182944 90 75,000.00 75,000.00 11221031 100 636,000.00 636,000.00 11188244 90 775,000.00 775,000.00 11230603 83.33 600,000.00 600,000.00 11215162 75 120,000.00 120,000.00 11182061 80 102,800.00 102,800.00 11217421 80 315,000.00 315,000.00 11221625 95 425,000.00 425,000.00 11216091 100 247,000.00 247,000.00 11214920 90 369,900.00 369,900.00 11210599 90 248,000.00 248,000.00 11184387 90 395,000.00 395,000.00 11224968 100 310,000.00 310,000.00 11185140 100 360,000.00 360,000.00 11201844 60.68 412,000.00 412,000.00 11217475 95 233,000.00 233,000.00 11204967 75 300,000.00 300,000.00 11223685 100 253,400.00 253,400.00 11228152 100 182,000.00 182,000.00 11212648 95 535,000.00 535,000.00 11219573 100 475,000.00 475,000.00 11204353 100 139,000.00 139,000.00 11208350 100 105,000.00 105,000.00 11220786 71.75 315,000.00 315,000.00 11203448 80 540,000.00 540,000.00 11163903 85 102,900.00 102,900.00 11216814 100 380,000.00 380,000.00 11209594 100 241,814.00 241,814.00 11228286 100 405,000.00 405,000.00 11220188 100 220,000.00 220,000.00 11206597 100 200,000.00 200,000.00 11203110 66.73 245,000.00 245,000.00 11171196 95 595,000.00 595,000.00 11190186 84.62 117,000.00 117,000.00 11207909 100 257,000.00 257,000.00 11206921 100 216,500.00 216,500.00