EXECUTION
STRUCTURED ASSET SECURITIES CORPORATION
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2001-16H
TERMS AGREEMENT
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Dated: October 25, 2001
To: Structured Asset Securities Corporation, as Depositor under the Trust
Agreement dated as of October 1, 2001 (the "Trust Agreement").
Re: Underwriting Agreement Standard Terms dated as of April 16, 1996 (the
"Standard Terms," and together with this Terms Agreement, the "Agreement").
Series Designation: Series 2001-16H
Terms of the Series 2001-16H Certificates: Structured Asset Securities
Corporation, Series 2001-16H Mortgage Pass-Through Certificates, Class A1, Class
A2, Class A3, Class AX, Class AP, Class B1, Class BX-1, Class B2, Class BX-2,
Class B3, Class B4, Class B5, Class B6 and Class R (the "Certificates") will
evidence, in the aggregate, the entire beneficial ownership interest in a trust
fund (the "Trust Fund"). The primary assets of the Trust Fund consist of one
pool of fixed rate, fully amortizing, conventional, first lien residential
mortgage loans (the "Mortgage Loans"). Only the Class A1, Class A2, Class A3,
Class AX, Class AP, Class B1, Class BX-1, Class B2, Class BX-2, Class B3, Class
B4, Class B5, Class B6 and Class R Certificates (the "Offered Certificates") are
being sold pursuant to the terms hereof.
Registration Statement: File Number 333-63602.
Certificate Ratings: It is a condition of Closing that at the Closing Date the
Class A1, Class A2, Class A3, Class AX, and Class AP Certificates be rated "Aaa"
by Xxxxx'x Investors Services, Inc. ("Moody's"), and rated "AAA" by Fitch, Inc.,
("Fitch" and, together with Moody's, the "Rating Agencies"); the Class R
Certificate be rated "AAA" by Fitch; the Class B1 and Class BX-1 Certificates
each be rated "Aa2" by Moody's and "AA" by Fitch; the Class B2 and Class BX-2
Certificates each be rated "A2" by Moody's and "A" by Fitch; and the Class B3
Certificates be rated "Baa2" by Moody's and "BBB" by Fitch.
Terms of Sale of Offered Certificates: The Depositor agrees to sell to Xxxxxx
Brothers Inc. (the "Underwriter"), and the Underwriter agrees to purchase from
the Depositor, the Offered Certificates in the principal amounts and prices set
forth on Schedule 1 annexed hereto. The purchase price for the Offered
Certificates shall be the Purchase Price Percentage set forth in Schedule 1 plus
accrued interest at the initial interest rate per annum from and including the
Cut-off Date up to, but not including, the Closing Date.
The Underwriter will offer the Offered Certificates to the public from time to
time in negotiated transactions or otherwise at varying prices to be determined
at the time of sale.
Cut-off Date: October 1, 2001.
Closing Date: 10:00 A.M., New York time, on or about October 30, 2001. On the
Closing Date, the Depositor will deliver the Offered Certificates to the
Underwriter against payment therefor for the account of the Underwriter.
Counsel: XxXxx Xxxxxx LLP will act as counsel for the Underwriters.
Closing; Notice Address: Notwithstanding anything to the contrary in the
Standard Terms, the Closing shall take place at the offices of the
Representative, located at 000 Xxxxxx Xxxxxx, 00xx Xxxxx, Xxxxxx Xxxx, Xxx
Xxxxxx 00000, and any notices delivered to each of the Underwriter, the
Representative and the Depositor shall be delivered to it at 000 Xxxxxx Xxxxxx,
00xx Xxxxx, Xxxxxx Xxxx, Xxx Xxxxxx 00000.
If the foregoing is in accordance with your understanding of our agreement,
please sign and return to us a counterpart hereof, whereupon this instrument
along with all counterparts will become a binding agreement between the
Depositor and the Underwriter in accordance with its terms.
XXXXXX BROTHERS INC.
By: /s/ Xxxxxx Xxxxx
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Name: Xxxxxx Xxxxx
Title: Senior Vice President
Accepted:
STRUCTURED ASSET SECURITIES
CORPORATION
By: /s/ Xxxxx X. Xxxxxxx
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Name: Xxxxx X. Xxxxxxx
Title: Vice President
Schedule 1
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Initial Certificate
Principal Certificate Purchase Price
Class Amount(1) Interest Rate Percentage
----- ------ ------------- ----------
A1 $140,000,000 7.00% 101.18%
A2 115,858,000 6.50% 100.22%
A3 (2) 7.00% 15.00%
AX (2) 7.00% 16.50%
AP 750,807 0.00% 72.00%
B1 2,777,000 6.00% 94.00%
BX-1 (2) 7.00% 28.00%
B2 2,116,000 6.00% 93.00%
BX-2 (2) 7.00% 25.00%
B3 1,454,000 7.00% 95.00%
B4 396,000 7.00% 75.00%
B5 397,000 7.00% 44.00%
B6 796,527 7.00% 22.00%
R 100 7.00% 95.00%
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(1) These balances are approximate, as described in the prospectus supplement.
(2) The Class A3, AX, BX-1, BX-2 Certificates will be interest-only
certificates; they will not be entitled to payments of principal and will
accrue interest on a notional amount, as described in the prospectus
supplement.
