Exhibit 99.10a
EXECUTION COPY
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this "Assignment"),
dated as of September 1, 2006, is entered into among Xxxxxx Xxxxxxx Capital I
Inc., a Delaware corporation (the "Depositor"), Xxxxxx Xxxxxxx Mortgage Capital
Inc. ("MSMCI"), Wachovia Mortgage Corporation as seller ("Wachovia" and, in such
capacity, the "Seller") and servicer (in such capacity, the "Servicer"), and
acknowledged by LaSalle Bank National Association, as trustee (the "Trustee") of
Xxxxxx Xxxxxxx Mortgage Loan Trust 2006-13ARX (the "Trust"), and Xxxxx Fargo
Bank, National Association, as master servicer (or any successor master
servicer, the "Master Servicer").
RECITALS
WHEREAS MSMCI, the Seller and the Servicer have entered into a certain
Seller's Purchase, Warranties and Servicing Agreement, dated as of September 1,
2004 (the "Initial Agreement"), as supplemented by the Amended and Restated
Regulation AB Compliance Addendum (the "Reg AB Addendum"), dated as of April 17,
2006, (as further amended or modified to the date hereof, the "Agreement"),
pursuant to which MSMCI has acquired certain Mortgage Loans pursuant to the
terms of the Agreement and the Servicer has agreed to service such Mortgage
Loans;
WHEREAS the Depositor has agreed, on the terms and conditions contained
herein, to purchase from MSMCI certain of the Mortgage Loans (the "Specified
Mortgage Loans") which are subject to the provisions of the Agreement and are
listed on the mortgage loan schedule attached as Exhibit I hereto (the
"Specified Mortgage Loan Schedule"); and
WHEREAS the Trustee, on behalf of the Trust, has agreed, on the terms and
conditions contained herein, to purchase from the Depositor the Specified
Mortgage Loans;
NOW, THEREFORE, in consideration of the mutual promises contained herein
and other good and valuable consideration (the receipt and sufficiency of which
are hereby acknowledged), the parties agree as follows:
1. Assignment and Assumption
(a) On and as of the date hereof, MSMCI hereby sells, assigns and
transfers to the Depositor all of its right, title and interest in the Specified
Mortgage Loans and all rights and obligations related thereto as provided under
the Agreement to the extent relating to the Specified Mortgage Loans, the
Depositor hereby accepts such assignment from MSMCI (the "First Assignment and
Assumption"), and the Seller hereby acknowledges the First Assignment and
Assumption.
MSMCI specifically reserves and does not assign to the Depositor
hereunder any and all right, title and interest in, to and under and all
obligations of MSMCI with respect to any Mortgage Loans subject to the Agreement
which are not the Specified Mortgage Loans.
(b) On and as of the date hereof, immediately after giving effect to the
First Assignment and Assumption, the Depositor hereby sells, assigns and
transfers to the Trustee, on behalf of the Trust, all of its right, title and
interest in the Specified Mortgage Loans and all rights and obligations related
thereto as provided under the Agreement to the extent relating to the Specified
Mortgage Loans, and the Trustee, on behalf of the Trust, hereby accepts such
assignment from the Depositor (the "Second Assignment and Assumption"), and the
Seller hereby acknowledges the Second Assignment and Assumption.
(c) On and as of the date hereof, MSMCI represents and warrants to the
Depositor and the Trustee that MSMCI has not taken any action that would serve
to impair or encumber the respective ownership interests of the Depositor and
the Trustee in the Specified Mortgage Loans since the date of MSMCI's
acquisition of the Specified Mortgage Loans.
2. Recognition of Trustee
(a) From and after the date hereof, both MSMCI and the Seller shall note
the transfer of the Specified Mortgage Loans to the Trustee, in their respective
books and records and shall recognize the Trustee, on behalf of the Trust, as of
the date hereof, as the owner of the Specified Mortgage Loans, and Servicer
shall service the Specified Mortgage Loans for the benefit of the Trust pursuant
to the Agreement, as modified hereby, the terms of which are incorporated herein
by reference. It is the intention of the Seller, the Servicer, the Depositor,
the Trustee and MSMCI that this Assignment shall be binding upon and inure to
the benefit of the Depositor, the Trustee and MSMCI and their respective
successors and assigns.
(b) Without in any way limiting the foregoing, the parties confirm that
this Assignment includes the rights relating to amendments or waivers under the
Agreement. Accordingly, the right of MSMCI to consent to any amendment of the
Agreement and its rights concerning waivers as set forth in Sections 11.02 and
8.02 of the Agreement shall be exercisable, to the extent any such amendment or
waiver affects the Specified Mortgage Loans or any of the rights under the
Agreement with respect thereto (other than the servicing of the Specified
Mortgage Loans, which shall be enforced by the Master Servicer) by the Trustee
as assignee of MSMCI.
(c) It is expressly understood and agreed by the parties hereto that (i)
this Assignment is executed and delivered by LaSalle Bank National Association,
not individually or personally but solely on behalf of the Trust, as the
assignee, in the exercise of the powers and authority conferred and vested in
it, as Trustee, pursuant to the Pooling and Servicing Agreement dated as of the
date hereof among the Depositor, the Master Servicer, Xxxxx Fargo Bank, National
Association, as securities administrator (the "Securities Administrator") and
the Trustee (the "Pooling and Servicing Agreement"), (ii) each of the
representations, undertakings and agreements herein made on the part of assignee
is made and intended not as personal representations, undertakings and
agreements by LaSalle Bank National Association but is made and intended for the
purpose of binding only the Trust , (iii) nothing herein contained shall be
construed as creating any liability for LaSalle Bank National Association,
individually or personally, to perform any covenant (either express or implied)
contained herein and (iv) under no circumstances shall LaSalle Bank National
Association be personally liable for the payment of any indebtedness or expenses
of the Trust, or be liable for the breach or failure of any obligation,
representation, warranty or covenant made or undertaken by the Trust under this
Assignment and (v) all recourse for any payment liability or other obligation of
the assignee shall be had solely to the assets of the Trust.
3. Representations and Warranties
(a) The Depositor represents and warrants that it is a sophisticated
investor able to evaluate the risks and merits of the transactions contemplated
hereby, and that it has not relied in connection therewith upon any statements
or representations of the Seller or MSMCI other than those contained in the
Agreement or this Assignment.
(b) Each of the parties hereto represents and warrants that it is duly and
legally authorized to enter into this Assignment.
2
(c) Each of the Depositor, MSMCI, Seller and Servicer hereto represents
and warrants that this Assignment has been duly authorized, executed and
delivered by it and (assuming due authorization, execution and delivery thereof
by each of the other parties hereto) constitutes its legal, valid and binding
obligation, enforceable against it in accordance with its terms, except as such
enforcement may be limited by bankruptcy, insolvency, reorganization or other
similar laws affecting the enforcement of creditors' rights generally and by
general equitable principles (regardless of whether such enforcement is
considered in a proceeding in equity or at law).
(d) The Seller hereby makes, as of the Closing Date (as defined in the
Pooling and Servicing Agreement referred to below), the representations and
warranties set forth in Section 3.01 of the Agreement, to and for the benefit of
the Depositor, the Trustee and the Trust, and by this reference incorporates
such representations and warranties herein, as of such Closing Date.
(e) The Company hereby represents and warrants to the Assignee that, to
the extent the Mortgage Loans will be part of a REMIC, the Servicer shall
service the Mortgage Loans and any real property acquired upon default thereof
(including, without limitation, making or permitting any modification, waiver or
amendment of any term of any Mortgage Loan) in accordance with the Servicing
Agreement, but in no event in a manner that would (a) cause the REMIC to fail or
qualify as a REMIC or (b) result in the imposition of a tax upon the REMIC
(including, but not limited to, the tax on prohibited transactions as defined in
Section 860F(a)(2) of the Code, the tax on contributions to a REMIC set forth in
Section 860G(d) of the Code and the tax on "net income from foreclosure
property" as set forth in Section 860G(c) of the Code).
4. The Servicer hereby acknowledges that Xxxxx Fargo Bank, National
Association has been appointed as the Master Servicer of the Specified Mortgage
Loans pursuant to the Pooling and Servicing Agreement and, therefore, has the
right to enforce all obligations of the Servicer under the Agreement. Such
rights will include, without limitation, the right to terminate the Servicer
under the Agreement upon the occurrence of an event of default thereunder, the
right to receive all remittances required to be made by the Servicer under the
Agreement, the right to receive all monthly reports and other data required to
be delivered by the Servicer under the Agreement, the right to examine the books
and records of the Servicer, indemnification rights and the right to exercise
certain rights of consent and approval of MSMCI. The Servicer shall make all
distributions under the Agreement to the Master Servicer by wire transfer of
immediately available funds to:
Xxxxx Fargo Bank, National Association
ABA Number: 000-000-000
Account Name: Corporate Trust Clearing
Account number: 0000000000
For further credit to: 50949300, MSM 2006-13ARX
The Servicer shall deliver all reports required to be delivered under the
Agreement to the Master Servicer at the following address:
Xxxxx Fargo Bank, National Association
0000 Xxx Xxxxxxxxx Xxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Client Manager, MSM 2006-13ARX
Telecopier: (000) 000-0000
5. Amendments to the Initial Agreement
3
The parties to this Assignment hereby agree to amend the Initial Agreement
as follows:
(a) With respect to the Specified Mortgage Loans, "Permitted
Investments" shall mean at any time, any one or more of the
following obligations and securities:
(i) obligations of the United States or any agency thereof,
provided that such obligations are backed by the full faith
and credit of the United States;
(ii) general obligations of or obligations guaranteed by any
state of the United States or the District of Columbia
receiving the highest long-term debt rating of each Rating
Agency, or such lower rating as shall not result in the
downgrading or withdrawal of the ratings then assigned to the
Certificates by the Rating Agencies, as evidenced by a signed
writing delivered by each Rating Agency;
(iii) commercial or finance company paper which is then
receiving the highest commercial or finance company paper
rating of each Rating Agency rating such paper, or such lower
rating as shall not result in the downgrading or withdrawal of
the ratings then assigned to the Certificates by the Rating
Agencies, as evidenced by a signed writing delivered by each
Rating Agency;
(iv) certificates of deposit, demand or time deposits, or
bankers' acceptances issued by any depository institution or
trust company incorporated under the laws of the United States
or of any state thereof and subject to supervision and
examination by federal and/or state banking authorities,
provided that the commercial paper and/or long-term unsecured
debt obligations of such depository institution or trust
company (or in the case of the principal depository
institution in a holding company system, the commercial paper
or long-term unsecured debt obligations of such holding
company, but only if Xxxxx'x is not the applicable Rating
Agency) are then rated one of the two highest long-term and
the highest short-term ratings of each Rating Agency for such
securities, or such lower ratings as shall not result in the
downgrading or withdrawal of the ratings then assigned to the
Certificates by the Rating Agencies, as evidenced by a signed
writing delivered by each Rating Agency;
(v) demand or time deposits or certificates of deposit issued
by any bank or trust company or savings institution to the
extent that such deposits are fully insured by the FDIC;
(vi) guaranteed reinvestment agreements issued by any bank,
insurance company or other corporation acceptable to the
Rating Agencies at the time of the issuance of such
agreements, as evidenced by a signed writing delivered by each
Rating Agency;
(vii) repurchase obligations with respect to any security
described in clauses (i) and (ii) above, in either case
entered into with a depository institution or trust company
(acting as principal) described in clause (iv) above;
(viii) securities (other than stripped bonds, stripped coupons
or instruments sold at a purchase price in excess of 115% of
the face amount thereof) bearing interest or sold at a
discount issued by any corporation incorporated under the laws
of the United States or any state thereof which, at the time
of such
4
investment, have one of the two highest ratings of each Rating
Agency (except if the Rating Agency is Moody's, such rating
shall be the highest commercial paper rating of Moody's for
any such series), or such lower rating as shall not result in
the downgrading or withdrawal of the ratings then assigned to
the Certificates by the Rating Agencies, as evidenced by a
signed writing delivered by each Rating Agency;
(ix) interests in any money market fund which at the date of
acquisition of the interests in such fund and throughout the
time such interests are held in such fund has the highest
applicable rating by each Rating Agency rating such fund or
such lower rating as shall not result in a change in the
rating then assigned to the Certificates by each Rating
Agency, as evidenced by a signed writing delivered by each
Rating Agency, including funds for which the Trustee, the
Master Servicer, the Securities Administrator or any of its
Affiliates is investment manager or adviser;
(x) short-term investment funds sponsored by any trust company
or national banking association incorporated under the laws of
the United States or any state thereof which on the date of
acquisition has been rated by each applicable Rating Agency in
their respective highest applicable rating category or such
lower rating as shall not result in a change in the rating
then specified stated maturity and bearing interest or sold at
a discount acceptable to each Rating Agency as shall not
result in the downgrading or withdrawal of the ratings then
assigned to the Certificates by the Rating Agencies, as
evidenced by a signed writing delivered by each Rating Agency;
and (xi) such other investments having a specified stated
maturity and bearing interest or sold at a discount acceptable
to the Rating Agencies as shall not result in the downgrading
or withdrawal of the ratings then assigned to the Certificates
by the Rating Agencies, as evidenced by a signed writing
delivered by each Rating Agency;
provided, that no such instrument shall be a Permitted
Investment if (i) such instrument evidences the right to
receive interest only payments with respect to the obligations
underlying such instrument or (ii) such instrument would
require the Depositor to register as an investment company
under the Investment Company Act of 1940, as amended.
(b) The definition of "Remittance Date" in Section 1.01 of the
Initial Agreement is hereby amended and restated in its entirety as
follows:
"Remittance Date: The 18th day of each month (or, if such 18th day is not
a Business Day, the following Business Day)."
(c) The definition of "Servicing Fee" in Section 1.01 of the Initial
Agreement is hereby amended and restated in its entirety as follows:
"The Servicing Fee with respect to each Mortgage Loan for any calendar
month (or a portion thereof) shall be 1/12 of the product of (i) the Scheduled
Principal Balance of the Mortgage Loan and (ii) the Servicing Fee Rate
applicable to such Mortgage Loan. Such fee shall be payable monthly, computed on
the basis of the same principal amount and period respecting which any related
interest payment on a Mortgage Loan is computed."
5
(d) The definition of "Servicing Fee Rate" in Section 1.01 of the
Initial Agreement is hereby amended and restated in its entirety as
follows:
"Servicing Fee Rate": With respect to the adjustable rate Mortgage Loans,
0.250% per annum."
(e) Subsection 3.02(d) of the Initial Agreement is hereby amended
and restated in its entirety as follows:
"As of the Closing Date, none of the Mortgage Loans are contractually past
due by more than 30 days;"
(f) The following paragraphs are hereby incorporated into the
Initial Agreement at the end of Section 4.13:
"The Seller shall prepare for and deliver to the Purchaser, or its
designee, a statement with respect to each REO Property that has been rented
showing the aggregate rental income received and all expenses incurred in
connection with the maintenance of such REO Property at such times as is
necessary to enable the Purchaser, or its designee, to comply with the reporting
requirements of the REMIC Provisions. The net monthly rental income, if any,
from such REO Property shall be deposited in the Certificate Account no later
than the close of business on each Determination Date. The Seller shall perform
the tax reporting and withholding required by Sections 1445 and 6050J of the
Code with respect to foreclosures and abandonments, the tax reporting required
by Section 6050H of the Code with respect to the receipt of mortgage interest
from individuals and any tax reporting required by Section 6050P of the Code
with respect to the cancellation of indebtedness by certain financial entities,
by preparing such tax and information returns as may be required, in the form
required, and delivering the same to the Purchaser, or its designee, for filing.
Notwithstanding any other provision of this Agreement, no Mortgaged
Property acquired by the Purchaser, or its designee, shall be rented (or allowed
to continue to be rented) or otherwise used for the production of income by or
on behalf of the Purchaser, or its designee, in such a manner or pursuant to any
terms that would (i) cause such Mortgaged Property to fail to qualify as
"foreclosure property" within the meaning of section 860G(a)(8) of the Code or
(ii) subject any REMIC to the imposition of any federal, state or local income
taxes on the income earned from such Mortgaged Property under Section 860G(c) of
the Code or otherwise, unless the Seller has agreed to indemnify and hold
harmless the Purchaser, or its designee, with respect to the imposition of any
such taxes."
(g) The second paragraph of Section 5.01 of the Initial Agreement is
hereby amended and restated in its entirety as follows:
"With respect to any remittance received by the Purchaser after the
Business Day on which such payment was due, the Seller shall pay to the
Purchaser interest on any such late payment at an annual rate equal to the Prime
Rate, adjusted as of the date of each change, plus two percentage points, but in
no event greater than the maximum amount permitted by applicable law. Such
interest shall be deposited in the Custodial Account by the Seller on the date
such late payment is made and shall cover the period commencing with such
Business Day on which such payment was due and ending with the Business Day on
which such payment is made, both inclusive. Such interest shall be remitted
along with the distribution payable on the next succeeding Remittance Date. The
payment by the Seller of any such interest shall not be deemed an extension of
time for payment or a waiver of any Event of Default by the Seller."
(h) The first paragraph of Section 5.02 of the Initial Agreement is
hereby amended and restated in its entirety as follows:
"Not later than the 5th Business Day of each month (or if such 5th day is
not a Business Day, the Business Day next succeeding such 5th day), the Seller
shall furnish to the Master Servicer in electronic
6
form mortgage loan level data as mutually agreed upon by the Seller and the
Master Servicer and the monthly reports substantially in the form of Exhibit J
attached hereto with respect to the Mortgage Loans and the period from but
including the first day of the preceding calendar month through but excluding
the first day of such month."
(i) The first paragraph of Section 5.03 of the Initial Agreement is
hereby amended and restated in its entirety as follows:
"Not later than the close of business on the Business Day preceding each
Remittance Date, the Seller shall either (a) deposit in the Custodial Account
from its own funds an amount equal to the principal and interest portion of all
Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate)
which were due on the Mortgage Loans during the applicable Due Period and which
were delinquent at the close of business on the immediately preceding
Determination Date or which were deferred pursuant to Section 4.01, (b) cause to
be made an appropriate entry in the records of the Custodial Account that
amounts held for future distribution have been, as permitted by this Section
5.03, used by the Seller in discharge of any such Monthly Advance or (c) make
Monthly Advances in the form of any combination of (a) or (b) aggregating the
total amount of Monthly Advances to be made, whether or not deferred pursuant to
Section 4.01, which were due on a Mortgage Loan on the immediately preceding Due
Date and delinquent at the close of business on the related Determination Date."
(j) The word "or" is deleted from the end of Section 8.01(vii), the
word "or" is added at the end of Section 8.01(viii) and the
following paragraph is hereby incorporated into the Agreement as new
Section 10.01(ix):
"(ix) failure by the Seller to duly perform, within the required time
period, its obligations under Section 2.04 and Section 2.05 of the Reg AB
Addendum which failure continues unremedied for a period of fourteen (14) days
after the date on which written notice of such failure, requiring the same to be
remedied, shall have been given to the Seller by any party to this Agreement or
by any master servicer responsible for master servicing the Mortgage Loans
pursuant to a securitization of such Mortgage Loans;"
(k) The following paragraph is hereby incorporated into the Initial
Agreement as new Section 11.19:
"Third Party Beneficiary. For purposes of this Agreement, including but
not limited to Section 2.04 and Section 2.05, respectively, of the Reg AB
Addendum, any Master Servicer shall be considered a third party beneficiary to
this Agreement (including the Reg AB Addendum and any other amendments or
modifications thereto) entitled to all the rights and benefits accruing to any
Master Servicer herein as if it were a direct party to this Agreement."
(l) Section 6.04 and Section 6.05 are hereby deleted from the
Initial Agreement, it being understood that they are superseded by
Section 2.04 and Section 2.05, respectively, of the Reg AB Addendum.
(m) The second sentence in Section 8.01 of the Initial Agreement is
hereby replaced by the following:
"On or after the receipt by the Seller of such written notice of
termination, all authority and power of the Seller, as servicer, under this
Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass
to and be vested in the successor appointed pursuant to Section 11.01."
(n) Exhibit J to the Initial Agreement is hereby replaced in its
entirety with the Amended and Restated Exhibit J attached to this
Assignment as Exhibit II.
7
6. Amendments to the Reg AB Addendum
(a) Section 2.03(h) of the Reg AB Addendum is amended to also
require that written notice provided pursuant to Section 2.03(f)
shall be given in the form of Exhibit C.
(b) Section 2.06(b) of the Reg AB Addendum is amended as follows:
1. The first paragraph of Section 2.06(b) is amended to insert
the phrase ", the Master Servicer, if any" after each
occurrence of the phrase "the Purchaser".
2. The last sentence of the second paragraph of Section
2.06(b) is amended to insert the phrase "and the other
certifications" after the phrase "any assessment of compliance
and attestation".
(c) Section 2.07(a) of the Reg AB Addendum is amended as follows:
1. The phrase "including but not limited to any Master
Servicer" is inserted before the phrase "responsible for the
preparation,".
2. The clause ", affiliates" is inserted before the words "and
agents of each of the foregoing".
(d) Exhibit C to the Reg AB Addendum is replaced by Exhibit III
hereto.
7. Continuing Effect
Except as contemplated hereby, the Agreement shall remain in full force
and effect in accordance with its terms.
8. Governing Law
This Assignment and the rights and obligations hereunder shall be governed
by and construed in accordance with the internal laws of the State of New York.
9. Notices
Any notices or other communications permitted or required under the
Agreement to be made to the Depositor, MSMCI, the Seller, the Servicer and the
Trustee shall be made in accordance with the terms of the Agreement and shall be
sent as follows:
In the case of MSMCI:
Xxxxxx Xxxxxxx Mortgage Capital Inc.
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxxxxx Mortgage Loan Trust 2006-13ARX
8
With a copy to:
Xxxxxx Xxxxxxx & Co. Incorporated
0000 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: General Counsel's Office
In the case of the Depositor:
Xxxxxx Xxxxxxx Capital I Inc.
0000 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxxxxx Mortgage Loan Trust 2006-13ARX
In the case of the Trustee:
LaSalle Bank National Association
000 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxxxxx 00000
Attention: Global Securities and Trust Services MSM
2006-13ARX
In the case of Wachovia and the Servicer:
Wachovia Mortgage Corporation
000 Xxxxx Xxxxx Xxxxxx
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000
Attention: Xxxxxx Xxxxxx
With a copy to:
Wachovia Mortgage Corporation
0000 Xxxxxxxxx Xxxxxx Xxxxx
Xxxxxxx, Xxxxx Xxxxxxxx 00000
Attention: Xxx Xxxxxx
or to such other address as may hereafter be furnished by the Depositor and the
Trustee to the parties in accordance with the provisions of the Agreement.
10. Ratification
Except as modified and expressly amended by this Assignment, the Agreement
is in all respects ratified and confirmed, and all terms, provisions and
conditions thereof shall be and remain in full force and effect. 11.
Counterparts
This Assignment may be executed in counterparts, each of which when so
executed shall be deemed to be an original and all of which when taken together
shall constitute one and the same instrument.
12. Definitions
9
Any capitalized term used but not defined in this Assignment has the same
meaning as in the Agreement.
[SIGNATURE PAGE FOLLOWS]
10
IN WITNESS WHEREOF, the parties hereto have executed this Assignment
the day and year first above written.
XXXXXX XXXXXXX MORTGAGE CAPITAL INC.
By: /s/ Xxxxxxx Xxx
-----------------------------------
Name: Xxxxxxx Xxx
Title: Vice President
XXXXXX XXXXXXX CAPITAL I INC.
By: /s/ Xxxxxxx Xxx
-----------------------------------
Name: Xxxxxxx Xxx
Title: Vice President
WACHOVIA MORTGAGE CORPORATION
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: VP
Acknowledged and Agreed:
XXXXX FARGO BANK, NATIONAL
ASSOCIATION, as Master Servicer
By: /s/ Xxxxxxxx Xxxxx
-----------------------------------
Name: Xxxxxxxx Xxxxx
Title: Vice President
LASALLE BANK, NATIONAL
ASSOCIATION, as Trustee of Xxxxxx Xxxxxxx
Mortgage Loan Trust 2006-13ARX
By: /s/ Xxxx Xxxxxxxx
-----------------------------------
Name: Xxxx Xxxxxxxx
Title: Assistant Vice President
EXHIBIT I
Mortgage Loan Schedule
[see Schedule A to Pooling and Servicing Agreement]
Exhibit IIA: Standard File Layout - Delinquency Reporting
--------------------------------------------------------------------------------
Column/Header Name Description Decimal Format Comment
------------------------------------------------------------------------------------------------------------------------------------
SERVICER_LOAN_NBR A unique number assigned to a loan by the Servicer. This may be
different than the LOAN_NBR
LOAN_NBR A unique identifier assigned to each loan by the originator.
CLIENT_NBR Servicer Client Number
SERV_INVESTOR_NBR Contains a unique number as assignedby an external servicer to
identify a group of loans in their system.
BORROWER_FIRST_NAME First Name of the Borrower.
BORROWER_LAST_NAME Last name of the borrower.
PROP_ADDRESS Street Name and Number of Property
PROP_STATE The state where the property located.
PROP_ZIP Zip code where the property is located.
BORR_NEXT_PAY_DUE_DATE The date that the borrower's next payment is due to the servicer MM/DD/YYYY
at the end of processing cycle, as reported by Servicer.
LOAN_TYPE Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE The date a particular bankruptcy claim was filed. MM/DD/YYYY
BANKRUPTCY_CHAPTER_CODE The chapter under which the bankruptcy was filed.
BANKRUPTCY_CASE_NBR The case number assigned by the court to the bankruptcy filing.
POST_PETITION_DUE_DATE The payment due date once the bankruptcy has been approved by the MM/DD/YYYY
courts
BANKRUPTCY_DCHRG_DISM_DATE The Date The Loan Is Removed From Bankruptcy. Either by Dismissal, MM/DD/YYYY
Discharged and/or a Motion For Relief Was Granted.
LOSS_MIT_APPR_DATE The Date The Loss Mitigation Was Approved By The Servicer MM/DD/YYYY
LOSS_MIT_TYPE The Type Of Loss Mitigation Approved For A Loan Such As;
LOSS_MIT_EST_COMP_DATE The Date The Loss Mitigation /Plan Is Scheduled To End/Close MM/DD/YYYY
LOSS_MIT_ACT_COMP_DATE The Date The Loss Mitigation Is Actually Completed MM/DD/YYYY
FRCLSR_APPROVED_DATE The date DA Admin sends a letter to the servicer with instructions to MM/DD/YYYY
begin foreclosure proceedings.
ATTORNEY_REFERRAL_DATE Date File Was Referred To Attorney to Pursue Foreclosure MM/DD/YYYY
FIRST_LEGAL_DATE Notice of 1st legal filed by an Attorney in a Foreclosure Action MM/DD/YYYY
FRCLSR_SALE_EXPECTED_DATE The date by which a foreclosure sale is expected to occur. MM/DD/YYYY
FRCLSR_SALE_DATE The actual date of the foreclosure sale. MM/DD/YYYY
FRCLSR_SALE_AMT The amount a property sold for at the foreclosure sale. 2 No commas(,) or
dollar signs ($)
EVICTION_START_DATE The date the servicer initiates eviction of the borrower. MM/DD/YYYY
EVICTION_COMPLETED_DATE The date the court revokes legal possession of the property from the MM/DD/YYYY
borrower.
LIST_PRICE The price at which an REO property is marketed. 2 No commas(,) or
dollar signs ($)
LIST_DATE The date an REO property is listed at a particular price. MM/DD/YYYY
OFFER_AMT The dollar value of an offer for an REO property. 2 No commas(,) or
dollar signs ($)
OFFER_DATE_TIME The date an offer is received by DA Admin or by the Servicer. MM/DD/YYYY
REO_CLOSING_DATE The date the REO sale of the property is scheduled to close. MM/DD/YYYY
REO_ACTUAL_CLOSING_DATE Actual Date Of REO Sale MM/DD/YYYY
OCCUPANT_CODE Classification of how the property is occupied.
PROP_CONDITION_CODE A code that indicates the condition of the property.
PROP_INSPECTION_DATE The date a property inspection is performed. MM/DD/YYYY
APPRAISAL_DATE The date the appraisal was done. MM/DD/YYYY
pursuant to a broker's price opinion or appraisal.
CURR_PROP_VAL The current "as is" value of the property based on brokers price 2
opinion or appraisal.
REPAIRED_PROP_VAL The amount the property would be worth if repairs are completed 2
If applicable:
--------------
DELINQ_STATUS_CODE FNMA Code Describing Status of Loan
DELINQ_REASON_CODE The circumstances which caused a borrower to stop paying on a
loan. Code indicates the reason why the loan is in default for
this cycle.
MI_CLAIM_FILED_DATE Date Mortgage Insurance Claim Was Filed With Mortgage Insurance MM/DD/YYYY
Company.
MI_CLAIM_AMT Amount of Mortgage Insurance Claim Filed No commas(,) or
dollar signs ($)
MI_CLAIM_PAID_DATE Date Mortgage Insurance Company Disbursed Claim Payment MM/DD/YYYY
MI_CLAIM_AMT_PAID Amount Mortgage Insurance Company Paid On Claim 2 No commas(,) or
dollar signs ($)
POOL_CLAIM_FILED_DATE Date Claim Was Filed With Pool Insurance Company MM/DD/YYYY
POOL_CLAIM_AMT Amount of Claim Filed With Pool Insurance Company 2 No commas(,) or
dollar signs ($)
POOL_CLAIM_PAID_DATE Date Claim Was Settled and The Check Was Issued By The Pool Insurer MM/DD/YYYY
POOL_CLAIM_AMT_PAID Amount Paid On Claim By Pool Insurance Company 2 No commas(,) or
dollar signs ($)
FHA_PART_A_CLAIM_FILED_DATE Date FHA Part A Claim Was Filed With HUD MM/DD/YYYY
FHA_PART_A_CLAIM_AMT Amount of FHA Part A Claim Filed 2 No commas(,) or
dollar signs ($)
FHA_PART_A_CLAIM_PAID_DATE Date HUD Disbursed Part A Claim Payment MM/DD/YYYY
FHA_PART_A_CLAIM_PAID_AMT Amount HUD Paid on Part A Claim 2 No commas(,) or
dollar signs ($)
FHA_PART_B_CLAIM_FILED_DATE Date FHA Part B Claim Was Filed With HUD MM/DD/YYYY
FHA_PART_B_CLAIM_AMT Amount of FHA Part B Claim Filed 2 No commas(,) or
dollar signs ($)
FHA_PART_B_CLAIM_PAID_DATE Date HUD Disbursed Part B Claim Payment MM/DD/YYYY
FHA_PART_B_CLAIM_PAID_AMT Amount HUD Paid on Part B Claim 2 No commas(,) or
dollar signs ($)
VA_CLAIM_FILED_DATE Date VA Claim Was Filed With the Veterans Admin MM/DD/YYYY
VA_CLAIM_PAID_DATE Date Veterans Admin. Disbursed VA Claim Payment MM/DD/YYYY
VA_CLAIM_PAID_AMT Amount Veterans Admin. Paid on VA Claim 2 No commas(,) or
dollar signs ($)
Exhibit IIB: Standard File Codes - Delinquency Reporting
--------------------------------------------------------------------------------
The Loss Mit Type field should show the approved Loss Mitigation Code as
follows:
o ASUM- Approved Assumption
o BAP- Borrower Assistance Program
o CO- Charge Off
o DIL- Deed-in-Lieu
o FFA- Formal Forbearance Agreement
o MOD- Loan Modification
o PRE- Pre-Sale
o SS- Short Sale
o MISC- Anything else approved by the PMI or Pool Insurer
NOTE: Xxxxx Fargo Bank will accept alternative Loss Mitigation Types to those
above, provided that they are consistent with industry standards. If Loss
Mitigation Types other than those above are used, the Servicer must supply
Xxxxx Fargo Bank with a description of each of the Loss Mitigation Types prior
to sending the file.
The Occupant Code field should show the current status of the property code as
follows:
o Mortgagor
o Tenant
o Unknown
o Vacant
The Property Condition field should show the last reported condition of the
property as follows:
o Damaged
o Excellent
o Fair
o Gone
o Good
o Poor
o Special Hazard
o Unknown
The FNMA Delinquent Reason Code field should show the Reason for Delinquency
as follows:
------------------------ ----------------------------------------------
Delinquency Code Delinquency Description
------------------------ ----------------------------------------------
001 FNMA-Death of principal mortgagor
------------------------ ----------------------------------------------
002 FNMA-Illness of principal mortgagor
------------------------ ----------------------------------------------
003 FNMA-Illness of mortgagor's family member
------------------------ ----------------------------------------------
004 FNMA-Death of mortgagor's family member
------------------------ ----------------------------------------------
005 FNMA-Marital difficulties
------------------------ ----------------------------------------------
006 FNMA-Curtailment of income
------------------------ ----------------------------------------------
007 FNMA-Excessive Obligation
------------------------ ----------------------------------------------
008 FNMA-Abandonment of property
------------------------ ----------------------------------------------
------------------------ ----------------------------------------------
009 FNMA-Distant employee transfer
------------------------ ----------------------------------------------
011 FNMA-Property problem
------------------------ ----------------------------------------------
012 FNMA-Inability to sell property
------------------------ ----------------------------------------------
013 FNMA-Inability to rent property
------------------------ ----------------------------------------------
014 FNMA-Military Service
------------------------ ----------------------------------------------
015 FNMA-Other
------------------------ ----------------------------------------------
016 FNMA-Unemployment
------------------------ ----------------------------------------------
017 FNMA-Business failure
------------------------ ----------------------------------------------
019 FNMA-Casualty loss
------------------------ ----------------------------------------------
022 FNMA-Energy environment costs
------------------------ ----------------------------------------------
023 FNMA-Servicing problems
------------------------ ----------------------------------------------
026 FNMA-Payment adjustment
------------------------ ----------------------------------------------
027 FNMA-Payment dispute
------------------------ ----------------------------------------------
029 FNMA-Transfer of ownership pending
------------------------ ----------------------------------------------
030 FNMA-Fraud
------------------------ ----------------------------------------------
031 FNMA-Unable to contact borrower
------------------------ ----------------------------------------------
INC FNMA-Incarceration
------------------------ ----------------------------------------------
The FNMA Delinquent Status Code field should show the Status of Default as
follows:
------------------------ ----------------------------------------------
Status Code Status Description
----------------------- -----------------------------------------------
09 Forbearance
------------------------ ----------------------------------------------
17 Pre-foreclosure Sale Closing Plan Accepted
------------------------ ----------------------------------------------
24 Government Seizure
------------------------ ----------------------------------------------
26 Refinance
------------------------ ----------------------------------------------
27 Assumption
------------------------ ----------------------------------------------
28 Modification
------------------------ ----------------------------------------------
29 Charge-Off
------------------------ ----------------------------------------------
30 Third Party Sale
------------------------ ----------------------------------------------
31 Probate
------------------------ ----------------------------------------------
32 Military Indulgence
------------------------ ----------------------------------------------
43 Foreclosure Started
------------------------ ----------------------------------------------
44 Deed-in-Lieu Started
------------------------ ----------------------------------------------
49 Assignment Completed
------------------------ ----------------------------------------------
61 Second Lien Considerations
------------------------ ----------------------------------------------
62 Veteran's Affairs-No Bid
------------------------ ----------------------------------------------
63 Veteran's Affairs-Refund
------------------------ ----------------------------------------------
64 Veteran's Affairs-Buydown
------------------------ ----------------------------------------------
65 Chapter 7 Bankruptcy
------------------------ ----------------------------------------------
66 Chapter 11 Bankruptcy
------------------------ ----------------------------------------------
67 Chapter 13 Bankruptcy
------------------------ ----------------------------------------------
--------------------------------------------------------------------------------
Exhibit IIC: Standard File Layout - Master Servicing
--------------------------------------------------------------------------------
------------------------------------------------------------------------- --------- ------------------------------------ ---------
Column Name Description Decimal Format Comment Max Size
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SER_INVESTOR_NBR A value assigned by the Servicer to define a Text up to 10 digits 20
group of loans.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
LOAN_NBR A unique identifier assigned to each loan by Text up to 10 digits 10
the investor.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERVICER_LOAN_NBR A unique number assigned to a loan by the Text up to 10 digits 10
Servicer. This may be different than the
LOAN_NBR.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
BORROWER_NAME The borrower name as received in the file. Maximum length of 30 (Last, First) 30
It is not separated by first and last name.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SCHED_PAY_AMT Scheduled monthly principal and scheduled 2 No commas(,) or dollar signs ($) 11
interest payment that a borrower is expected
to pay, P&I constant.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
NOTE_INT_RATE The loan interest rate as reported by the 4 Max length of 6 6
Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
NET_INT_RATE The loan gross interest rate less the 4 Max length of 6 6
service fee rate as reported by the Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_FEE_RATE The servicer's fee rate for a loan as 4 Max length of 6 6
reported by the Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_FEE_AMT The servicer's fee amount for a loan as 2 No commas(,) or dollar signs ($) 11
reported by the Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
NEW_PAY_AMT The new loan payment amount as reported by 2 No commas(,) or dollar signs ($) 11
the Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
NEW_LOAN_RATE The new loan rate as reported by the 4 Max length of 6 6
Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
ARM_INDEX_RATE The index the Servicer is using to calculate 4 Max length of 6 6
a forecasted rate.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
ACTL_BEG_PRIN_BAL The borrower's actual principal balance at 2 No commas(,) or dollar signs ($) 11
the beginning of the processing cycle.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
ACTL_END_PRIN_BAL The borrower's actual principal balance at 2 No commas(,) or dollar signs ($) 11
the end of the processing cycle.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
BORR_NEXT_PAY_DUE_DATE The date at the end of processing cycle that MM/DD/YYYY 10
the borrower's next payment is due to the
Servicer, as reported by Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_AMT_1 The first curtailment amount to be applied. 2 No commas(,) or dollar signs ($) 11
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_DATE_1 The curtailment date associated with the MM/DD/YYYY 10
first curtailment amount.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
CURT_ADJ_ AMT_1 The curtailment interest on the first 2 No commas(,) or dollar signs ($) 11
curtailment amount, if applicable.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_AMT_2 The second curtailment amount to be applied. 2 No commas(,) or dollar signs ($) 11
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_DATE_2 The curtailment date associated with the MM/DD/YYYY 10
second curtailment amount.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
CURT_ADJ_ AMT_2 The curtailment interest on the second 2 No commas(,) or dollar signs ($) 11
curtailment amount, if applicable.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_AMT_3 The third curtailment amount to be applied. 2 No commas(,) or dollar signs ($) 11
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_DATE_3 The curtailment date associated with the MM/DD/YYYY 10
third curtailment amount.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
CURT_ADJ_AMT_3 The curtailment interest on the third 2 No commas(,) or dollar signs ($) 11
curtailment amount, if applicable.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
PIF_AMT The loan "paid in full" amount as reported 2 No commas(,) or dollar signs ($) 11
by the Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
PIF_DATE The paid in full date as reported by the MM/DD/YYYY 10
Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
Action Code Key: 15=Bankruptcy, 2
ACTION_CODE The standard FNMA numeric code used to 30=Foreclosure, , 60=PIF,
indicate the default/delinquent status of a 63=Substitution,
particular loan. 65=Repurchase,70=REO
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
INT_ADJ_AMT The amount of the interest adjustment as 2 No commas(,) or dollar signs ($) 11
reported by the Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SOLDIER_SAILOR_ADJ_AMT The Soldier and Sailor Adjustment amount, if 2 No commas(,) or dollar signs ($) 11
applicable.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
NON_ADV_LOAN_AMT The Non Recoverable Loan Amount, if 2 No commas(,) or dollar signs ($) 11
applicable.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
LOAN_LOSS_AMT The amount the Servicer is passing as a 2 No commas(,) or dollar signs ($) 11
loss, if applicable.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SCHED_BEG_PRIN_BAL The scheduled outstanding principal amount 2 No commas(,) or dollar signs ($) 11
due at the beginning of the cycle date to be
passed through to investors.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SCHED_END_PRIN_BAL The scheduled principal balance due to 2 No commas(,) or dollar signs ($) 11
investors at the end of a processing cycle.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SCHED_PRIN_AMT The scheduled principal amount as reported 2 No commas(,) or dollar signs ($) 11
by the Servicer for the current cycle --
only applicable for Scheduled/Scheduled
Loans.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
SCHED_NET_INT The scheduled gross interest amount less the 2 No commas(,) or dollar signs ($) 11
service fee amount for the current cycle as
reported by the Servicer -- only applicable
for Scheduled/Scheduled Loans.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
ACTL_PRIN_AMT The actual principal amount collected by the 2 No commas(,) or dollar signs ($) 11
Servicer for the current reporting cycle --
only
applicable for Actual/Actual Loans.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
ACTL_NET_INT The actual gross interest amount less the 2 No commas(,) or dollar signs ($) 11
service fee amount for the current reporting
cycle as reported by the Servicer -- only
applicable for Actual/Actual Loans.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
PREPAY_PENALTY_ AMT The penalty amount received when a borrower 2 No commas(,) or dollar signs ($) 11
prepays on his loan as reported by the
Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
PREPAY_PENALTY_ WAIVED The prepayment penalty amount for the loan 2 No commas(,) or dollar signs ($) 11
waived by the servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
MOD_DATE The Effective Payment Date of the MM/DD/YYYY 10
Modification for the loan.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
MOD_TYPE The Modification Type. Varchar - value can be alpha or 30
numeric
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
DELINQ_P&I_ADVANCE_AMT The current outstanding principal and 2 No commas(,) or dollar signs ($) 11
interest advances made by Servicer.
-------------------------- ---------------------------------------------- --------- ------------------------------------ ---------
--------------------------------------------------------------------------------
Exhibit IID : Calculation of Realized Loss/Gain Form 332- Instruction Sheet
--------------------------------------------------------------------------------
NOTE: Do not net or combine items. Show all expenses individually and
all credits as separate line items. Claim packages are due on the
remittance report date. Late submissions may result in claims not
being passed until the following month. The Servicer is responsible
to remit all funds pending loss approval and /or resolution of any
disputed items.
The numbers on the 332 form correspond with the numbers listed below.
Liquidation and Acquisition Expenses:
-------------------------------------
1. The Actual Unpaid Principal Balance of the Mortgage Loan.
For documentation, an Amortization Schedule from date of
default through liquidation breaking out the net interest
and servicing fees advanced is required.
2. The Total Interest Due less the aggregate amount of
servicing fee that would have been earned if all delinquent
payments had been made as agreed. For documentation, an
Amortization Schedule from date of default through
liquidation breaking out the net interest and servicing fees
advanced is required.
3. Accrued Servicing Fees based upon the Scheduled Principal
Balance of the Mortgage Loan as calculated on a monthly
basis. For documentation, an Amortization Schedule from date
of default through liquidation breaking out the net interest
and servicing fees advanced is required.
4-12. Complete as applicable. Required documentation:
* For taxes and insurance advances - see page 2 of 332 form
- breakdown required showing period
of coverage, base tax, interest, penalty. Advances prior
to default require evidence of servicer efforts to
recover advances.
* For escrow advances - complete payment history
(to calculate advances from last positive escrow balance forward)
* Other expenses - copies of corporate advance history showing all
payments
* REO repairs > $1500 require explanation
* REO repairs >$3000 require evidence of at least 2 bids.
* Short Sale or Charge Off require P&L supporting the decision
and WFB's approved Officer Certificate
* Unusual or extraordinary items may require further
documentation.
13. The total of lines 1 through 12.
Credits:
--------
14-21. Complete as applicable. Required documentation:
* Copy of the HUD 1 from the REO sale. If a 3rd Party Sale,
bid instructions and Escrow Agent / Attorney
Letter of Proceeds Breakdown.
* Copy of EOB for any MI or gov't guarantee
* All other credits need to be clearly defined on the 332 form
22. The total of lines 14 through 21.
Please Note: For HUD/VA loans, use line (18a) for Part A/Initial
proceeds and line (18b) for Part B/Supplemental proceeds.
Total Realized Loss (or Amount of Any Gain)
-------------------------------------------
23. The total derived from subtracting line 22 from 13. If the amount
represents a realized gain, show the amount in parenthesis ( ).
--------------------------------------------------------------------------------
Exhibit IIE: Calculation of Realized Loss/Gain Form 332
--------------------------------------------------------------------------------
Prepared by: __________________ Date: _______________
Phone: ______________________ Email Address:_____________________
--------------------- --------------------- ---------------------
Servicer Loan No. Servicer Name Servicer Address
--------------------- --------------------- ---------------------
XXXXX FARGO BANK, NATIONAL ASSOCIATION Loan No.______________________
Borrower's Name: ______________________________________________________
Property Address: _____________________________________________________
Liquidation Type: REO Sale 3rd Party Sale Short Sale Charge Off
Was this loan granted a Bankruptcy
deficiency or cramdown Yes No
If "Yes", provide deficiency or cramdown amount _________________________
Liquidation and Acquisition Expenses:
(1) Actual Unpaid Principal Balance of Mortgage Loan $ ____________(1)
(2) Interest accrued at Net Rate ____________(2)
(3) Accrued Servicing Fees ____________(3)
(4) Attorney's Fees ____________(4)
(5) Taxes (see page 2) ____________(5)
(6) Property Maintenance ____________(6)
(7) MI/Hazard Insurance Premiums (see page 2) ____________(7)
(8) Utility Expenses ____________(8)
(9) Appraisal/BPO ____________(9)
(10) Property Inspections ____________(10)
(11) FC Costs/Other Legal Expenses ____________(11)
(12) Other (itemize) ____________(12)
Cash for Keys__________________________ ____________(12)
HOA/Condo Fees_______________________ ____________(12)
______________________________________ ____________(12)
Total Expenses $ ____________(13)
Credits:
(14) Escrow Balance $ ____________(14)
(15) HIP Refund ____________(15)
(16) Rental Receipts ____________(16)
(17) Hazard Loss Proceeds ____________(17)
(18) Primary Mortgage Insurance / Gov't Insurance ____________
(18a) HUD Part A ____________
(18b) HUD Part B
(19) Pool Insurance Proceeds ____________(19)
(20) Proceeds from Sale of Acquired Property ____________(20)
(21) Other (itemize) ____________(21)
_________________________________________ ____________(21)
Total Credits $ ____________(22)
Total Realized Loss (or Amount of Gain) $ ____________(23)
Escrow Disbursement Detail
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
Type Date Paid Period of Total Paid Base Penalties Interest
(Tax /Ins.) Coverage Amount
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
9
EXHIBIT III
Additional Disclosure Notification
Xxxxx Fargo Bank, N.A. as [Securities Administrator and Master Servicer]
0000 Xxx Xxxxxxxxx Xxxx
Xxxxxxxx, Xxxxxxxx 00000
Fax: (000) 000-0000
E-mail: xxx.xxx.xxxxxxxxxxxxx@xxxxxxxxxx.xxx
Attn: Corporate Trust Services - MSM 2006-13ARX - SEC REPORT PROCESSING
RE: **Additional Form [ ] Disclosure**Required
Ladies and Gentlemen:
In accordance with Section [31.03(d)][31.03(e)][31.03(f)] of the Sale and
Servicing Agreement, dated as of January 1, 2006, as amended by the Assignment,
Assumption and Recognition Agreement dated as of [date] among Xxxxxx Xxxxxxx
Capital I Inc., as Depositor, GMAC Mortgage Corporation, Xxxxx Fargo Bank,
National Association, as Master Servicer, and LaSalle Bank National Association
as Trustee. The Undersigned hereby notifies you that certain events have come to
our attention that [will][may] need to be disclosed on Form [ ].
Description of Additional Form [ ] Disclosure:
List of Any Attachments hereto to be included in the Additional Form [ ]
Disclosure:
Any inquiries related to this notification should be directed to [ ],
phone number: [ ]; email address: [ ].
[NAME OF PARTY]
as [role]
By: __________________
Name:
Title:
