RECONSTITUTED SERVICING AGREEMENT
EXECUTION
COPY
RECONSTITUTED
SERVICING AGREEMENT
THIS
RECONSTITUTED SERVICING AGREEMENT (this “Agreement”), entered into as of the 1st
day of July, 2007, by and between XXXXXX BROTHERS HOLDINGS INC., a Delaware
corporation (the “Seller” or “Xxxxxx Brothers Holdings”), and RESIDENTIAL
FUNDING COMPANY, LLC, a Delaware limited liability company (the “Servicer” or
the “Company”), having an office at 0000 Xxxxxxxxxx Xxxx Xxxxxxxxx, Xxxxx 000,
Xxxxxxxxxxx, Xxxxxxxxx, 00000, recites and provides as follows:
RECITALS
WHEREAS,
the Seller through Xxxxxx Capital, A Division of Xxxxxx Brothers Holdings
Inc.,
acquired certain adjustable rate, conventional, first lien residential mortgage
loans from the Servicer, which mortgage loans were either originated or acquired
by the Servicer pursuant to the Sale and Servicing Agreement, dated as of
October 30, 2006 (the “Sale and Servicing Agreement”), which Sale and Servicing
Agreement is annexed as Exhibit B hereto.
WHEREAS,
the Seller has conveyed certain mortgage loans as identified on Exhibit C
hereto
(the “Mortgage Loans”) to Structured Asset Securities Corporation, a Delaware
special purpose corporation (“SASCO”), which in turn has conveyed the Mortgage
Loans to U.S. Bank National Association, as trustee (the “Trustee”), pursuant to
a trust agreement, dated as of July 1, 2007 (the “Trust Agreement”), among the
Trustee, Aurora Loan Services LLC, as master servicer (“Aurora,” and, together
with any successor master servicer appointed pursuant to the provisions of
the
Trust Agreement, the “Master Servicer”), and SASCO.
WHEREAS,
the Mortgage Loans are currently being serviced by the Servicer for the Seller
pursuant to the Sale and Servicing Agreement.
WHEREAS,
the Seller desires that the Servicer continue to service the Mortgage Loans,
and
the Servicer has agreed to do so.
WHEREAS,
the Master Servicer and any successor master servicer shall be obligated,
among
other things, to supervise the servicing of the Mortgage Loans on behalf
of the
Trust Fund (or the Trustee on behalf of the Trust Fund), and shall have the
right, under certain circumstances, to terminate the rights and obligations
of
the Servicer under this Agreement.
WHEREAS,
the Seller and the Servicer intend that each of the Master Servicer and the
Trustee is an intended third party beneficiary of this Agreement.
NOW,
THEREFORE, in consideration of the mutual agreements hereinafter set forth
and
for other good and valuable consideration, the receipt and adequacy of which
are
hereby acknowledged, the Seller and the Servicer hereby agree as
follows:
1
AGREEMENT
1. Definitions.
Capitalized terms used and not defined in this Agreement, including Exhibit
A
hereto, shall have the meanings ascribed to such terms in the Sale and Servicing
Agreement.
2. Custodianship.
The
parties hereto acknowledge that Xxxxx Fargo Bank, N.A. will act as custodian
of
the Mortgage Files for the Trustee pursuant to a Custodial Agreement, dated
July
1, 2007, between Xxxxx Fargo Bank, N.A. and the Trustee.
3. Servicing.
The
Servicer agrees, with respect to the Mortgage Loans, to perform and observe
the
duties, responsibilities and obligations that are to be performed and observed
under the provisions of the Sale and Servicing Agreement, except as otherwise
provided herein and on Exhibit A hereto, and that the provisions of the Sale
and
Servicing Agreement, as so modified, are and shall be a part of this Agreement
to the same extent as if set forth herein in full. The Seller acknowledges
that
all of its rights and obligations as Owner under the Sale and Servicing
Agreement as reconstituted herein pursuant to this Agreement shall continue
in
full force and effect.
4. Master
Servicing; Termination of Servicer.
The
Servicer shall be subject to the supervision of the Master Servicer, which
Master Servicer shall be obligated to ensure that the Servicer services the
Mortgage Loans in accordance with the provisions of this Agreement. The Master
Servicer, acting on behalf of the Trustee and the LXS 2007-15N Trust Fund
(the
“Trust Fund”) created pursuant to the Trust Agreement, shall have the same
rights as the Seller under the Sale and Servicing Agreement to enforce the
obligations of the Servicer under the Sale and Servicing Agreement and the
term
“Initial Owner” or “Owner” as used in the Sale and Servicing Agreement in
connection with any such rights of the Initial Owner or Owner shall refer
to the
Trust Fund or, as the context requires, the Master Servicer acting in its
capacity as agent for the Trust Fund, except as otherwise specified in Exhibit
A
hereto. Notwithstanding anything herein to the contrary, in no event shall
the
Master Servicer assume any of the obligations of the Seller under the Sale
and
Servicing Agreement and in connection with the performance of the Master
Servicer’s duties hereunder, the parties and other signatories hereto agree that
the Master Servicer shall be entitled to all of the rights, protections and
limitations of liability afforded to the Master Servicer under the Trust
Agreement.
5. No
Representations.
Neither
the Servicer nor the Master Servicer shall be obligated or required to make
any
representations and warranties regarding the characteristics of the Mortgage
Loans in connection with the transactions contemplated by the Trust Agreement
and issuance of the Certificates issued pursuant thereto (other than the
representation and warranties made by the Servicer in Section 2.04 of the
Sale
and Servicing Agreement as of the date of the sale from the Company to the
Seller).
6. Notices.
All
notices and communications between or among the parties hereto (including
any
third party beneficiary thereof) or required to be provided to the Trustee
shall
be in writing and shall be deemed received or given when mailed first-class
mail, postage prepaid, addressed to each other party at its address specified
below or, if sent by facsimile or electronic mail, when facsimile or electronic
confirmation of receipt by the recipient is received by the sender of such
notice. Each party may designate to the other parties in writing, from time
to
time, other addresses to which notices and communications hereunder shall
be
sent.
All
notices required to be delivered to the Master Servicer under this Agreement
shall be delivered to the Master Servicer at the following address:
2
Aurora
Loan Services LLC
00000
Xxxx Xxxxxxx Xxxxx
Xxxxxxxxx,
Xxxxxxxx 00000
Attn:
Xxxxxxx
Xxxx - Master Servicing
LXS
0000-00X
Tel: (000)
000-0000
Fax: (000)
000-0000
All
remittances required to be made to the Master Servicer under this Agreement
shall be made on a scheduled/scheduled basis to the following wire
account:
Bank
of
New York
ABA#:
000-000-000
Account
Name: Aurora
Loan Services LLC, Master Servicing Payment
Clearing
Account
Account
No.: 8900620730
Beneficiary:
Aurora Loan Services LLC
For
further credit to: LXS 2007-15N
All
notices required to be delivered to the Trustee hereunder shall be delivered
to
the Trustee at the following address:
U.S.
Bank
National Association
One
Federal Street
Boston,
M.A. 02110
Attention: Corporate
Trust Services
Reference:
LXS
0000-00X
Telephone: (000)
000-0000
Telecopier: (000)
000-0000
All
notices required to be delivered to the Seller hereunder shall be delivered
to
the Seller at the following address:
Xxxxxx
Brothers Holdings Inc.
000
Xxxxxxx Xxxxxx, 00xx Xxxxx
Xxx
Xxxx,
Xxx Xxxx 00000
Attention:
Xxxxxx Xxxxxx
Telephone:
(000) 000-0000
E-mail:
xxxxxxx@xxxxxx.xxx
3
With
a
copy to:
Dechert
LLP
0000
Xxxx
Xxxxxx
Xxxxxxxxxxxx,
XX 00000
Attention:
Xxxxxx X. Xxxxxxx, Esq.
All
notices required to be delivered to the Servicer hereunder shall be delivered
to
the Servicer at the following address:
Residential
Funding Company, LLC
0000
Xxxxxxxxxx Xxxx Xxxxxxxxx
Xxxxx
000
Xxxxxxxxxxx,
Xxxxxxxxx 00000
Attention:
Office of the President
and:
Residential
Funding Company, LLC
0000
X.
Xxxxxxx Xxxxxx, Xxxxx 000,
Xxxxxxx,
Xxxxxxxxxx 00000
Attention:
Servicing Manager
7. Governing
Law.
THIS
AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS
OF
THE STATE OF NEW YORK, NOTWITHSTANDING NEW YORK OR OTHER CHOICE OF LAW RULES
TO
THE CONTRARY.
8. Counterparts.
This
Agreement may be executed in any number of counterparts, each of which when
so
executed shall be deemed to be an original, but all of which counterparts
shall
together constitute but one and the same instrument.
9. Reconstitution.
The
Seller and the Servicer agree that this Agreement is a “Reconstitution
Agreement” and that the date hereof is the “Reconstitution Date”, each as
defined in the Sale and Servicing Agreement.
10. NIMS
Insurer.
In
addition to the terms and conditions set forth in this Agreement, any and
all
rights of the Master Servicer and Trustee to receive notices from the Servicer
pursuant to this Agreement shall hereby be equally granted to the NIMS Insurer.
The Master Servicer, the Seller or the Trustee shall notify the Servicer
in
writing of the name and address of the NIMS insurer and the name and telephone
number of the appropriate contact employee of the NIMS Insurer. For any and
all
obligations of the Servicer to obtain consent from the Master Servicer and
the
Trustee pursuant to this Agreement, the Servicer must also obtain such consent
from the NIMS Insurer. Notwithstanding any other provision in this Agreement,
the Trust Fund shall hold harmless and indemnify the Servicer for any failure
of
the NIMS Insurer to comply with the provisions of this Agreement.
Notwithstanding any provision herein to the contrary, the parties to this
Agreement agree that it is appropriate, in furtherance of the intent of such
parties as set forth herein, that the NIMS Insurer receive the benefit of
the
provisions of this Agreement as an intended third party beneficiary of this
Agreement to the extent of such provisions. The Servicer shall have the same
obligations to the NIMS Insurer as if it was a party to this Agreement, and
the
NIMS Insurer shall have the same rights and remedies to enforce the provisions
of this Agreement as if it was a party to this Agreement. Notwithstanding
the
foregoing, all rights of the NIMS Insurer set forth in this Agreement shall
exist only so long as the NIM Securities issued pursuant to the NIMS Transaction
remain outstanding or the NIMS Insurer is owed amounts in respect of its
guarantee of payment on such NIM Securities.
4
“NIM
Security” shall mean any net interest margin security issued by an owner trust
or special purpose entity that is holding all rights, title and interest
in and
to the Class P and Class X Certificates issued by the Trust Fund.
“NIMS
Insurer” shall mean collectively, any insurance companies issuing a financial
guaranty insurance policy covering certain payments to be made on NIM Securities
pursuant to a NIMS Transaction.
“NIMS
Transaction” shall mean any transaction in which NIM Securities are secured, in
part, by the payments on the Class P and Class X Certificates issued by the
Trust Fund.
11. Distressed
Mortgage Loans.
The
NIMS Insurer may, at its option, purchase a Distressed Mortgage Loan;
provided,
however,
prior
to any such purchase, the Servicer shall be required to continue to make
Monthly
Advances with respect to such Distressed Mortgage Loans, to the extent required
by the applicable servicing provisions in the Sale
and
Servicing Agreement.
Any
such purchase shall be accomplished by: (A) remittance to the Master Servicer
of
the Purchase Price (as defined in the Trust Agreement) for the Distressed
Mortgage Loan for deposit into the Collection Account established by the
Master
Servicer pursuant to the Trust Agreement, and (B) the NIMS Insurer’s (i)
acknowledgment and agreement to retain Servicer, as the servicer for any
such
purchased Distressed Mortgage Loan, to service such Distressed Mortgage Loan
pursuant to the provisions of the Sale and Servicing Agreement, and (ii)
assumption, for the benefit of the Servicer, the rights and obligations of
the
Trust Fund as owner of such purchased Distressed Mortgage Loans pursuant
to the
Sale and Servicing Agreement. The Trustee and the Servicer shall immediately
effectuate the conveyance of the purchased Distressed Mortgage Loans to the
NIMS
Insurer exercising the purchase option, including prompt delivery of the
Servicing File and all related documentation to the applicable NIMS Insurer.
A
Distressed Mortgage Loan is as of any Determination Date a Mortgage Loan
that is
delinquent in payment for a period of ninety (90) days or more, without giving
effect to any grace period permitted by the related Mortgage Loan, or for
which
the Servicer or Trustee has accepted a deed in lieu of foreclosure.
[SIGNATURE
PAGE IMMEDIATELY FOLLOWS]
5
Executed
as of the day and year first above written.
XXXXXX
BROTHERS HOLDINGS INC.,
as
Seller
By:
Name:
Xxxxx Xxxxxxx
Title:
Authorized Signatory
RESIDENTIAL
FUNDING COMPANY, LLC,
as
Servicer
By:
Name:
Title:
Acknowledged
By:
AURORA
LOAN SERVICES LLC,
as
Master
Servicer
By:
Name: Xxxxxxx
Xxxx
Title:
Senior
Vice President
U.S.
BANK
NATIONAL ASSOCIATION
as
Trustee and not individually
By:
Name:
Title:
EXHIBIT
A
Modifications
to the Sale and Servicing Agreement
|
1.
|
A
new definition of “Certificate” is hereby added to Article I immediately
following the definition of “Cash Receipts” to read as
follows:
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Certificate:
shall
have the meaning given to such term in the Trust Agreement.
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2.
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The
definition of “Custodial Account” in Article I shall be amended as
follows:
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(a)
the
words “Prior to (30) days from the date of this Agreement” shall be replaced
with “Prior to the Closing Date”; and
(b)
the
words “in trust for Xxxxxx Capital, A Division of Xxxxxx Brothers Holdings Inc.,
Residential Mortgage Loans, Group No. 2006-FLOW” in the third and fourth lines
of such definition shall be replaced by the following: “in trust for LXS
2007-15N Trust Fund and various Mortgagors”.
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3.
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The
definition of “Custodial Agreement” in Article I is hereby amended in its
entirety to read as follows:
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Custodial
Agreement:
means
the Custodial Agreement dated July 1, 2007, between Xxxxx Fargo Bank, N.A.,
as
custodian, and the Trustee.
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4.
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The
definition of “Custodian” in Article I is hereby amended in its entirety
to read as follows:
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Custodian:
means
Xxxxx Fargo Bank, N.A.
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5.
|
A
new definition of “GNMA” is hereby added to Article I immediately
following the definition of “Full Prepayment” to read as
follows:
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GNMA:
The
Government National Mortgage Association, or any successor thereto.
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6.
|
The
definition of “Master Servicer” in Article I is hereby amended in its
entirety to read as follows:
|
Master
Servicer:
Aurora
Loan Services LLC, a Delaware limited liability company, as master servicer
pursuant to the provisions of the Trust Agreement, together with any successor
master servicer appointed pursuant to the provisions of the Trust
Agreement.
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7.
|
The
definition of “Mortgage Loan” in Article I is hereby amended in its
entirety to read as follows:
|
Mortgage
Loan:
An
individual Mortgage Loan which has been purchased from the Company by the
Seller
and is subject to this Agreement being identified on the Mortgage Loan Schedule
to this Agreement, which Mortgage Loan includes all rights, benefits, proceeds
and obligations arising therefrom, including, without limitation, the Mortgage
File, the Monthly Payments, Liquidation Proceeds, Condemnation Proceeds,
Servicing Rights and all other rights.
A-1
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8.
|
The
definition of “Mortgage Loan Schedule” in Article I is hereby amended in
its entirety to read as follows:
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Mortgage
Loan Schedule:
The
schedule of Mortgage Loans attached as Exhibit C to this Agreement setting
forth
certain information with respect to the Mortgage Loans purchased from the
Company by the Seller pursuant to the Sale and Servicing Agreement.
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9.
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The
definition of “Qualified Depository” in Article I shall be amended in its
entirety as follows:
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Qualified
Depository:
Any of
(i) a federal or state-chartered depository institution the accounts of which
are insured by the FDIC and whose commercial paper, short-term debt obligations
or other short-term deposits are rated at least “A-1+” by S&P, or whose
long-term unsecured debt obligations are rated at least “AA-” by S&P if the
deposits are to be held in the account for no more than 365 days or whose
commercial paper, short-term debt obligations, demand deposits, or other
short-term deposits are rated at least “A-2” by S&P, if the amounts on
deposit are to be held in the account for no more than 30 days and are not
intended to be used as credit enhancement, or (ii) the corporate trust
department of a federal or state-chartered depository institution subject
to
regulations regarding fiduciary funds on deposit similar to Title 12 of the
Code
of Federal Regulations Section 9.10(b), which, in either case, has corporate
trust powers, acting in its fiduciary capacity, or (iii) Xxxxxx Brothers
Bank,
FSB, a federal savings bank.
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10.
|
A
new definition of “SASCO” is hereby added to Article I immediately
following the definition of “Repurchase Price” to read as
follows:
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SASCO:
Structured Asset Securities Corporation, a Delaware special purpose
corporation.
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11.
|
The
definition of “Servicing Fee Rate” in Article I is hereby amended and
restated in its entirety to read as
follows:
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Servicing
Fee Rate:
0.425%
per annum.
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12.
|
New
definitions of “Trust Agreement,” “Trustee,” “Trust Fund” and “Trust
REMIC” are hereby added to Article I immediately following the definition
of “Trade Confirmation” to read as
follows:
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Trust
Agreement:
means
that certain trust agreement, dated as of July 1, 2007, among the Trustee,
the
Master Servicer, and SASCO, as depositor.
Trustee:
U.S.
Bank National Association, as trustee under the Trust Agreement.
Trust
Fund:
the LXS
2007-15N Trust Fund created pursuant to the Trust Agreement
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13.
|
Section
2.04(b) (Representations and Warranties of the Company) is hereby
amended
by:
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A-2
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(i)
|
adding
the phrase “and the Master Servicer” after the phrase “inure to the
benefit of the Initial Owner” in the paragraph immediately following
clause (lvi) of such Subsection.
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14.
|
Section
3.01 (Company to Act as Servicer) is hereby amended by adding the
following to the end of such Section to read as follows:
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Promptly
after the execution of any assumption, modification, consolidation or extension
of any Mortgage Loan, the Company shall forward to the Master Servicer copies
of
any documents evidencing such assumption, modification, consolidation or
extension. Notwithstanding anything to the contrary contained in this Agreement,
the Company shall not make or permit any modification, waiver or amendment
of
any term of any Mortgage Loan that would cause any REMIC created under the
Trust
Agreement to fail to qualify as a REMIC or result in the imposition of any
tax
under Section 860F(a) or Section 860G(d) of the Code.
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15.
|
Section
3.17 (REO Property) is hereby amended as follows:
|
|
(i)
|
by
replacing the reference to “one year” in the seventh line of the third
paragraph thereof with “three
years”,
|
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(ii)
|
by
adding two new paragraphs after the fourth paragraph thereof to
read as
follows:
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In
the
event that the Trust Fund acquires any REO Property in connection with a
default
or imminent default on a Mortgage Loan, the Company shall dispose of such
REO
Property not later than the end of the third taxable year after the year
of its
acquisition by the Trust Fund unless the Company has applied for and received
a
grant of extension from the Internal Revenue Service to the effect that,
under
the REMIC Provisions and any relevant proposed legislation and under applicable
state law, the applicable Trust REMIC may hold REO Property for a longer
period
without adversely affecting the REMIC status of such REMIC or causing the
imposition of a federal or state tax upon such REMIC. If the Company has
received such an extension, then the Company shall continue to attempt to
sell
the REO Property for its fair market value for such period longer than three
years as such extension permits (the “Extended Period”). If the Company has not
received such an extension and the Company is unable to sell the REO Property
within the period ending 3 months before the end of such third taxable year
after its acquisition by the Trust Fund or if the Company has received such
an
extension, and the Company is unable to sell the REO Property within the
period
ending three months before the close of the Extended Period, the Company
shall,
before the end of the three year period or the Extended Period, as applicable,
(i) purchase such REO Property at a price equal to the REO Property’s fair
market value or (ii) auction the REO Property to the highest bidder (which
may
be the Company) in an auction reasonably designed to produce a fair price
prior
to the expiration of the three-year period or the Extended Period, as the
case
may be. The Trustee on behalf of the Trust Fund shall sign any document or
take
any other action reasonably requested by the Company which would enable the
Company, on behalf of the Trust Fund, to request such grant of
extension.
Notwithstanding
any other provisions of this Agreement, no REO Property acquired by the Trust
Fund shall be rented (or allowed to continue to be rented) or otherwise used
or
held by or on behalf of the Trust Fund in such a manner, pursuant to any
terms
or for a period 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) result in the imposition of any tax upon any REMIC included in the Trust
Fund.
A-3
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16.
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The
parties hereto acknowledge that Cut-off Date referenced shall mean
the
close of business on July 1, 2007.
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17.
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The
Company shall provide the Master Servicer with such information
concerning
the Mortgage Loans as is necessary for the Master Servicer to prepare
the
Trust Fund’s federal income tax return as the Master Servicer may
reasonably request from time to
time.
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18.
|
Section
2.01 of
the Regulation AB Compliance Addendum
(Intent of the Parties; Reasonableness) is hereby amended as follows:
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(a) The
first paragraph of such subsection is amended by (1) replacing the words
“the
Initial Owner and any Depositor” with “the Trust Fund, the Depositor, the
Trustee and the Master Servicer” and (2) by replacing the words “the Initial
Owner or any Depositor” with “the Trust Fund, the Depositor, the Trustee or the
Master Servicer”; and
(b) The
second paragraph of such subsection is amended by (1) replacing the words
“Neither the Initial Owner, any Master Servicer nor any Depositor” with “None of
the Initial Owner, the Trust Fund, the Depositor, the Trustee and the Master
Servicer,” (2) by replacing the words “the Initial Owner, any Master Servicer or
any Depositor” with “the Trust Fund, the Initial Owner, the Depositor, the
Trustee or the Master Servicer” in each instance, (3) by replacing the words
“the Initial Owner and any Master Servicer to deliver to the Initial Owner
(including any of its assignees or designees), any Master Servicer and any
Depositor” with “the Trust Fund, the Depositor, the Trustee or the Master
Servicer to deliver to such party (including any of its assignees or
designees),” (4) by replacing the words “determination
of the Initial Owner, the Master Servicer or any Depositor” with “determination
of the Trust
Fund, the Depositor, the Trustee or the Master Servicer, (5) by replacing
the
words “the Initial Owner, such Master Servicer or such Depositor” with “the
Trust Fund, the Depositor, the Trustee or the Master Servicer”, and (6) by
replacing the words “believed
by the Initial Owner or any Depositor “ with “believed by the Trust
Fund, the Depositor, the Trustee or the Master Servicer”.
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19.
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Section
2.02 of
the Regulation AB Compliance Addendum
(Additional Representations and Warranties of the Company) is hereby
amended as follows:
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(a) by
replacing in its entirety the words in subsection (vii) of Section (a) of
the
Regulation AB Compliance Addendum with the words “there are no affiliations,
relationships or transactions of a type described in Item 1119 of Regulation
AB
relating to the Company or any Subservicer with respect to any party listed
on
Exhibit F hereto.”
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20.
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Section
2.04 of the Regulation AB Compliance Addendum (Servicer Compliance
Statement) is hereby amended by replacing the words “the Initial Owner,
any Master Servicer and any Depositor” and the words “the
Initial Owner, such Master Servicer and such Depositor”
with “the
Trust Fund, the Depositor and the Master Servicer”
in each instance.
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A-4
EXHIBIT
B
Sale
and
Servicing Agreement
See
Exhibit 99.9
B-1
EXHIBIT
C
Mortgage
Loan Schedule
[Intentionally
Omitted]
C-1
EXHIBIT
D
[Reserved]
D-1
EXHIBIT
E
[Reserved]
E-1
EXHIBIT
F
TRANSACTION
PARTIES
Trustee:
U.S. Bank National Association
Securities
Administrator: N/A
Master
Servicer: Aurora Loan Services LLC
Interest
Rate Swap and Cap Counterparty: HSBC Bank USA, National Association
Certificate
Insurer: Ambac Insurance Corporation
Deferred
Interest Rate Cap Counterparty: Xxxxxx Brothers Special Financing
Inc.
Servicer(s):
Aurora Loan Services LLC, GreenPoint Mortgage Funding, Inc., American Home
Mortgage Corp., Bank of America, National Association, IndyMac Bank F.S.B.,
Residential Funding Company, LLC, Countrywide Home Loans Servicing LP, SunTrust
Mortgage Inc. and GMAC Mortgage, LLC
Originator(s):
GreenPoint Mortgage Funding, Inc., American Home Mortgage Corp., Bank of
America, National Association, IndyMac Bank F.S.B., Residential Funding Company,
LLC, Countrywide Home Loans, Inc., Quicken Loans Inc., Xxxxxx Brothers Bank,
FSB
and SunTrust Mortgage Inc.
Custodian:
U.S. Bank National Association, Deutsche Bank National Trust Company, LaSalle
Bank National Association, and Xxxxx Fargo Bank, N.A.
Seller:
Xxxxxx Brothers Holdings Inc.
F-1
